N-CSRS 1 b88623a1nvcsrs.htm GMO TRUST nvcsrs
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-04347
GMO Trust
(Exact name of the registrant as specified in charter)
40 Rowes Wharf, Boston, MA 02110
(Address of principal executive offices) (Zip Code)
J.B. Kittredge, Chief Executive Officer, 40 Rowes Wharf, Boston, MA 02110
(Name and address of agent for services)
Registrant’s telephone number, including area code: 617-346-7646
Date of fiscal year end: 02/29/12
Date of reporting period: 08/31/11
 
 

 


 

TABLE OF CONTENTS

Item 1. Reports to Stockholders
Item 2. Code of Ethics
Item 3. Audit Committee Financial Expert
Item 4. Principal Accountant Fees and Services
Item 5. Audit Committee of Listed Registrants
Item 6. Schedule of Investments
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Item 10. Submission of Matters to a Vote of Security Holders
Item 11. Controls and Procedures
Item 12. Exhibits
SIGNATURES
Item 1.   Reports to Stockholders.
    The semiannual reports for each series of the registrant for the periods ended August 31, 2011 are filed herewith.

 


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Alpha Only Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    82.8 %
Short-Term Investments
    6.0  
Swap Agreements
    3.3  
Investment Funds
    2.2  
Futures Contracts
    2.2  
Preferred Stocks
    0.4  
Forward Currency Contracts
    0.0 Ù
Other
    3.1  
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”). Swap agreements and futures contracts in the table are based on the net unrealized appreciation/depreciation of the respective contracts. The Fund’s investment program involves having both long and short investment exposures. The additional short exposures that the Fund has to swap agreements and futures contracts based on notional amounts are (38.1%) and (57.3%) of net assets, respectively.
Ù Rounds to 0.0%

         
        1


 

GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares /
           
Par Value     Description   Value ($)  
            MUTUAL FUNDS — 87.6%        
                     
            United States — 87.6%        
            Affiliated Issuers        
      22,190,076     GMO International Growth Equity Fund, Class IV     498,832,899  
      24,365,806     GMO International Intrinsic Value Fund, Class IV     497,306,092  
      30,933,718     GMO Quality Fund, Class VI     648,680,071  
      28,825,726     GMO U.S. Core Equity Fund, Class VI     336,107,969  
                     
            Total United States     1,980,927,031  
                     
                     
            TOTAL MUTUAL FUNDS (COST $1,936,293,111)     1,980,927,031  
                     
                     
            INVESTMENT FUNDS — 2.0%        
                     
            United States — 2.0%        
      1,036,341     Vanguard Emerging Markets ETF (a)     45,547,187  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $45,842,571)     45,547,187  
                     
                     
            SHORT-TERM INVESTMENTS — 2.9%        
                     
            Time Deposits — 2.9%        
USD
    15,000,000     Commerzbank (Frankfurt) Time Deposit, 0.03%, due 09/01/11     15,000,000  
USD
    5,527,340     Deustche Bank (Frankfurt) Time Deposit, 0.03%, due 09/01/11     5,527,340  
USD
    15,000,000     Kredietbank ABB Insurance CERA Bank (Brussels) Time Deposit, 0.03%, due 09/01/11     15,000,000  
USD
    15,000,000     Royal Bank of Scotland (London) Time Deposit, 0.03%, due 09/01/11     15,000,000  
USD
    15,000,000     Societe Generale (Paris) Time Deposit, 0.03%, due 09/01/11     15,000,000  
                     
            Total Time Deposits     65,527,340  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $65,527,340)     65,527,340  
                     
                     
            TOTAL INVESTMENTS — 92.5%
(Cost $2,047,663,022)
    2,092,001,558  
            Other Assets and Liabilities (net) — 7.5%     170,651,938  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 2,262,653,496  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
      Deliver/
  Units of
      Appreciation
Date   Counterparty   Receive   Currency   Value   (Depreciation)
 
Sales #
                                   
10/21/11
    Bank of America, N.A.     AUD     4,912,247     $ 5,217,873     $ (140,924 )
10/21/11
    Deutsche Bank AG     AUD     7,963,498       8,458,965       (184,652 )
10/21/11
    Royal Bank of Scotland PLC     AUD     6,042,541       6,418,491       (175,006 )
10/21/11
    State Street Bank and Trust Company     AUD     7,324,457       7,780,165       (165,915 )
10/21/11
    Bank of America, N.A.     CHF     5,980,971       7,433,028       190,566  
10/21/11
    Bank of New York Mellon     CHF     6,597,275       8,198,958       271,956  
10/21/11
    Barclays Bank PLC     CHF     8,810,178       10,949,108       266,048  
10/21/11
    Bank of America, N.A.     DKK     2,992,751       576,762       1,126  
10/21/11
    Barclays Bank PLC     DKK     7,488,281       1,443,140       1,777  
10/21/11
    Morgan Stanley Capital Services Inc.      DKK     5,630,080       1,085,028       958  
10/21/11
    Bank of New York Mellon     EUR     13,143,148       18,868,652       (2,123 )
10/21/11
    Brown Brothers Harriman & Co.      EUR     11,709,295       16,810,174       49,337  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     13,589,160       19,508,958       21,192  
10/21/11
    Royal Bank of Scotland PLC     EUR     14,649,503       21,031,215       41,964  
10/21/11
    State Street Bank and Trust Company     EUR     8,425,608       12,096,026       (1,740 )
10/21/11
    Bank of America, N.A.     GBP     3,968,901       6,439,122       46,066  
10/21/11
    Bank of New York Mellon     GBP     5,360,946       8,697,568       76,371  
10/21/11
    Brown Brothers Harriman & Co.      GBP     5,595,736       9,078,490       84,808  
10/21/11
    Deutsche Bank AG     GBP     9,670,542       15,689,432       144,147  
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     8,204,184       13,310,421       121,469  
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     6,857,488       11,125,549       168,450  
10/21/11
    State Street Bank and Trust and Company     GBP     2,007,815       3,257,467       28,583  
10/21/11
    Bank of New York Mellon     HKD     18,674,121       2,399,660       (1,009 )
10/21/11
    Brown Brothers Harriman & Co.      HKD     16,069,259       2,064,931       (1,603 )
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     35,656,819       4,581,970       (3,421 )
10/21/11
    Bank of America, N.A.     JPY     1,076,586,260       14,066,031       (15,801 )
10/21/11
    Barclays Bank PLC     JPY     1,223,828,367       15,989,808       (63,668 )
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     909,118,951       11,878,004       (19,363 )
10/21/11
    Royal Bank of Scotland PLC     JPY     538,195,012       7,031,734       (10,506 )
10/21/11
    State Street Bank and Trust Company     JPY     1,417,432,542       18,519,325       (34,410 )
10/21/11
    Barclays Bank PLC     NOK     9,439,425       1,754,722       (25,890 )
10/21/11
    Morgan Stanley Capital Services Inc.      NOK     5,824,349       1,082,705       (17,602 )
10/21/11
    Brown Brothers Harriman & Co.      NZD     498,401       423,078       (8,209 )

         
    See accompanying notes to the financial statements.   3


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
      Deliver/
  Units of
      Appreciation
Date   Counterparty   Receive   Currency   Value   (Depreciation)
 
10/21/11
    Bank of America, N.A.     SEK     3,664,532     $ 576,280     $ (9,410 )
10/21/11
    Bank of New York Mellon     SEK     21,825,131       3,432,194       (54,304 )
10/21/11
    JPMorgan Chase Bank, N.A.     SEK     9,883,287       1,554,234       (4,153 )
10/21/11
    Morgan Stanley Capital Services Inc.      SEK     10,411,349       1,637,276       (25,829 )
10/21/11
    State Street Bank and Trust Company     SEK     11,613,817       1,826,375       (28,744 )
10/21/11
    Bank of New York Mellon     SGD     3,394,717       2,819,518       2,297  
10/21/11
    Deutsche Bank AG     SGD     3,360,527       2,791,121       5,705  
                                 
                        $ 307,903,558     $ 528,538  
                                 
 
# Fund sells foreign currency; buys USD.
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Sales
                           
91
    Amesterdam Exchanges     September 2011   $ 7,660,821     $ (21,456 )
646
    CAC 40     September 2011     30,125,346       71,090  
121
    DAX     September 2011     25,111,670       5,929,783  
801
    FTSE 100 Index     September 2011     69,906,865       4,448,691  
68
    FTSE/MIB     September 2011     7,582,510       2,127,081  
67
    Hang Seng     September 2011     8,819,620       (330,823 )
86
    IBEX 35     September 2011     10,777,197       (36,717 )
104
    MSCI Singapore     September 2011     5,683,654       (231,059 )
635
    OMXS 30     September 2011     9,561,433       (16,015 )
4,678
    Russell 2000 Mini     September 2011     339,716,360       24,496,669  
430
    S&P 400 E-Mini Index     September 2011     37,599,200       2,416,342  
9,669
    S&P 500 E-Mini Index     September 2011     588,721,237       14,713,972  
249
    SPI 200     September 2011     28,658,088       1,691,779  
680
    TOPIX     September 2011     68,982,745       3,315,000  
                         
                $ 1,238,906,746     $ 58,574,337  
                         

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Swap Agreements
 
Total Return Swaps
 
                             
                    Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  48,194,814     1/27/2012   BNP Paribas   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.54%
  $ 4,276,347  
  40,768,636     2/7/2012   Citibank N.A.   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.50%
    4,064,620  
  71,790,697     3/12/2012   JP Morgan
Chase Bank, N.A.
  MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.59%
    7,585,554  
  34,844,229     3/15/2012   Morgan Stanley Capital
Services Inc.
  MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.55%
    2,286,719  
  67,674,918     3/21/2012   BNP Paribas   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.60%
    2,712,126  
  41,682,173     4/3/2012   Deutsche Bank AG   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.65%
    3,843,410  
  199,997,901     5/9/2012   JP Morgan
Chase Bank, N.A.
  MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.60%
    25,018,463  
  124,881,524     5/11/2012   BNP Paribas   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.61%
    15,339,647  
  58,999,209     6/12/2012   Citibank N.A.   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.56%
    4,781,622  
  55,599,968     7/19/2012   Citibank N.A.   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.52%
    4,282,449  
  42,003,150     8/7/2012   Citibank N.A.   MSCI Daily
Total Return EAFE
  12 month
USD LIBOR BBA -0.54%
    603,111  
                             
                        $ 74,794,068  
                             
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
BBA - British Banks Association
ETF - Exchange-Traded Fund

         
    See accompanying notes to the financial statements.   5


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
LIBOR - London Interbank Offered Rate
MSCI - Morgan Stanley Capital International
 
(a) Represents an investment to obtain exposure in Emerging Markets. The Vanguard Emerging Markets ETF is a separate investment portfolio of Vanguard, Inc., a registered investment company. The Vanguard Emerging Markets ETF prospectus states that the fund invests substantially all (normally about 95%) of its assets in the common stocks included in the MSCI Emerging Market Index, while employing a form of sampling to reduce risk.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $111,369,911) (Note 2)
  $ 111,074,527  
Investments in affiliated issuers, at value (cost $1,936,293,111) (Notes 2 and 10)
    1,980,927,031  
Receivable for investments sold
    43,558,630  
Receivable for Fund shares sold
    4,123,909  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,522,820  
Due from broker on open futures contracts
    108,860,267  
Receivable for open swap contracts (Note 4)
    74,794,068  
Receivable for collateral on open swap contracts (Note 4)
    115,614  
Receivable for expenses reimbursed by Manager (Note 5)
    887,841  
         
Total assets
    2,325,864,707  
         
         
Liabilities:
       
Payable for investments purchased
    42,003,150  
Payable for Fund shares repurchased
    4,995,423  
Payable to affiliate for (Note 5):
       
Management fee
    1,031,939  
Shareholder service fee
    208,158  
Trustees and Trust Officers or agents unaffiliated with the Manager
    1,489  
Payable for variation margin on open futures contracts (Note 4)
    13,692,695  
Unrealized depreciation on open forward currency contracts (Note 4)
    994,282  
Accrued expenses
    284,075  
         
Total liabilities
    63,211,211  
         
Net assets
  $ 2,262,653,496  
         

         
    See accompanying notes to the financial statements.   7


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 3,269,720,177  
Accumulated undistributed net investment income
    33,829,106  
Accumulated net realized loss
    (1,219,130,871 )
Net unrealized appreciation
    178,235,084  
         
    $ 2,262,653,496  
         
Net assets attributable to:
       
Class III shares
  $ 39,175,558  
         
Class IV shares
  $ 2,223,477,938  
         
Shares outstanding:
       
Class III
    1,584,199  
         
Class IV
    89,843,298  
         
Net asset value per share:
       
Class III
  $ 24.73  
         
Class IV
  $ 24.75  
         

         
8
  See accompanying notes to the financial statements.    


 

GMO Alpha Only Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 26,405,666  
         
Total investment income
    26,405,666  
         
Expenses:
       
Management fee (Note 5)
    6,169,789  
Shareholder service fee – Class III (Note 5)
    35,672  
Shareholder service fee – Class IV (Note 5)
    1,210,177  
Custodian and fund accounting agent fees
    152,260  
Trustees fees and related expenses (Note 5)
    50,054  
Legal fees
    49,772  
Audit and tax fees
    36,524  
Transfer agent fees
    20,516  
Registration fees
    8,828  
Miscellaneous
    23,777  
         
Total expenses
    7,757,369  
Fees and expenses reimbursed by Manager (Note 5)
    (269,924 )
Expense reductions (Note 2)
    (17 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (4,420,984 )
Shareholder service fee waived (Note 5)
    (778,673 )
         
Net expenses
    2,287,771  
         
Net investment income (loss)
    24,117,895  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    1,956,413  
Investments in affiliated issuers
    88,421,271  
Realized gains distributions from affiliated issuers (Note 10)
    5,618  
Futures contracts
    19,668,381  
Swap contracts
    (27,283,411 )
Foreign currency, forward contracts and foreign currency related transactions
    (27,522,700 )
         
Net realized gain (loss)
    55,245,572  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (5,253,147 )
Investments in affiliated issuers
    (215,988,314 )
Futures contracts
    132,509,944  
Swap contracts
    128,173,967  
Foreign currency, forward contracts and foreign currency related transactions
    10,416,229  
         
Net unrealized gain (loss)
    49,858,679  
         
Net realized and unrealized gain (loss)
    105,104,251  
         
Net increase (decrease) in net assets resulting from operations
  $ 129,222,146  
         

         
    See accompanying notes to the financial statements.   9


 

GMO Alpha Only Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 24,117,895     $ 23,200,055  
Net realized gain (loss)
    55,245,572       (92,835,579 )
Change in net unrealized appreciation (depreciation)
    49,858,679       (11,601,214 )
                 
                 
Net increase (decrease) in net assets from operations
    129,222,146       (81,236,738 )
                 
Net share transactions (Note 9):
               
Class III
    (23,023,272 )     (8,732,467 )
Class IV
    166,361,528       360,299,813  
                 
Increase (decrease) in net assets resulting from net share transactions
    143,338,256       351,567,346  
                 
                 
Total increase (decrease) in net assets
    272,560,402       270,330,608  
                 
Net assets:
               
Beginning of period
    1,990,093,094       1,719,762,486  
                 
End of period (including accumulated undistributed net investment income of $33,829,106 and $9,711,211, respectively)
  $ 2,262,653,496     $ 1,990,093,094  
                 

         
10
  See accompanying notes to the financial statements.    


 

GMO Alpha Only Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31,
                   
    2011
  Year Ended February 28/29,
    (Unaudited)   2011(a)   2010(a)   2009(a)   2008(a)   2007(a)
 
Net asset value, beginning of period
  $ 23.49     $ 24.55     $ 28.85     $ 55.55     $ 52.10     $ 51.80  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.23       0.30       0.55       1.15       1.05       0.85  
Net realized and unrealized gain (loss)
    1.01       (1.36 )     (3.35 )     4.65       3.50       0.50  
                                                 
                                                 
Total from investment operations
    1.24       (1.06 )     (2.80 )     5.80       4.55       1.35  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
                (1.50 )     (22.05 )     (1.10 )     (1.05 )
From net realized gains
                      (10.45 )            
                                                 
                                                 
Total distributions
                (1.50 )     (32.50 )     (1.10 )     (1.05 )
                                                 
                                                 
Net asset value, end of period
  $ 24.73     $ 23.49     $ 24.55     $ 28.85     $ 55.55     $ 52.10  
                                                 
                                                 
Total Return(c)
    5.28 %**     (4.32 )%     (10.30 )%     11.92 %     8.74 %     2.64 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 39,176     $ 59,746     $ 71,481     $ 121,711     $ 176,067     $ 166,626  
Net expenses to average daily net assets(d)
    0.23 %(e)*     0.23 %(e)     0.24 %(e)     0.23 %(e)     0.16 %(e)     0.15 %
Net investment income (loss) to average daily net assets(b)
    1.94 %*     1.26 %     2.16 %     2.37 %     1.91 %     1.66 %
Portfolio turnover rate
    70 %**     89 %     114 %     87 %     44 %     22 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:(f)
    0.45 %*     0.46 %     0.45 %     0.44 %     0.51 %     0.53 %
Redemption fees consisted of the following per share amounts:
                    $ 0.00 (g)   $ 0.01     $ 0.01  
 
(a) Per share amounts were adjusted to reflect a 1:5 reverse stock split effective November 15, 2010.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   11


 

GMO Alpha Only Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31,
                   
    2011
  Year Ended February 28/29,
    (Unaudited)   2011(a)   2010(a)   2009(a)   2008(a)   2007(a)(b)
 
Net asset value, beginning of period
  $ 23.50     $ 24.55     $ 28.85     $ 55.55     $ 52.05     $ 51.85  
                                                 
                                         
Income (loss) from investment operations:
                                       
Net investment income (loss)(c)†
    0.24       0.31       0.55       1.20       1.05       1.00  
Net realized and unrealized gain (loss)
    1.01       (1.36 )     (3.35 )     4.60       3.55       0.30  
                                                 
                                                 
Total from investment operations
    1.25       (1.05 )     (2.80 )     5.80       4.60       1.30  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
                (1.50 )     (22.05 )     (1.10 )     (1.10 )
From net realized gains
                      (10.45 )            
                                                 
                                                 
Total distributions
                (1.50 )     (32.50 )     (1.10 )     (1.10 )
                                                 
                                                 
Net asset value, end of period
  $ 24.75     $ 23.50     $ 24.55     $ 28.85     $ 55.55     $ 52.05  
                                                 
                                                 
Total Return(d)
    5.32 %**     (4.28 )%     (10.30 )%     12.00 %     8.90 %     2.54 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 2,223,478     $ 1,930,347     $ 1,648,282     $ 1,854,153     $ 2,557,970     $ 1,693,793  
Net expenses to average daily net assets(e)
    0.18 %(f)*     0.18 %(f)     0.18 % (f)     0.18 %(f)     0.11 %(f)     0.10 %*
Net investment income (loss) to average daily net assets(c)
    1.95 %*     1.27 %     2.11 %     2.52 %     1.96 %     1.93 %*
Portfolio turnover rate
    70 %**     89 %     114 %     87 %     44 %     22 %††
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:(g)
    0.44 %*     0.46 %     0.46 %     0.44 %     0.51 %     0.53 %*
Redemption fees consisted of the following per share amounts:
                    $ 0.00 (h)   $ 0.01        
 
(a) Per share amounts were adjusted to reflect a 1:5 reverse stock split effective November 15, 2010.
(b) Period from March 2, 2006 (commencement of operations) through February 28, 2007.
(c) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(d) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(f) The net expense ratio does not include the effect of expense reductions (Note 2).
(g) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
(h) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Alpha Only Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks to outperform its benchmark, the Citigroup 3-Month Treasury Bill Index. The Fund’s investment program involves having both long and short investment exposures. The Fund seeks to construct a portfolio in which it has long investment exposure to asset classes and sub-asset classes that it expects will outperform relative to the asset classes and sub-asset classes to which it has short investment exposure.
 
To gain long investment exposure, the Fund invests primarily in shares of the GMO U.S. Equity Funds and the GMO International Equity Funds, and also may invest in shares of GMO Emerging Country Debt Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may gain long investment exposure by investing in securities directly, rather than through the underlying funds.
 
To gain short investment exposure, the Fund may use over-the-counter (“OTC”) and exchange-traded derivatives (including futures, swap contracts and currency forwards) and make short sales of securities (e.g., shares of exchange-traded funds), including short sales of securities the Fund does not own. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity and emerging country debt) and sub-asset classes (e.g., small- to mid-cap stocks in the foreign equity asset class and quality stocks in the U.S. equity and emerging country equity asset classes) to select the underlying funds and securities in which the Fund invests or takes short positions and to decide how much to invest and/or short in each. The Manager changes the Fund’s holdings in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.

         
        13


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder service fee.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the funds in which the Fund invests (“underlying funds”) and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based

         
14
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      43.5 %
           
Futures Contracts
      0.7 %
           
Swap Agreements
      3.3 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
        15


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Investment Funds
                               
United States
  $ 45,547,187     $     $      —     $ 45,547,187  
                                 
TOTAL INVESTMENT FUNDS
    45,547,187                   45,547,187  
                                 
Mutual Funds
                               
United States
    1,980,927,031                   1,980,927,031  
                                 
TOTAL MUTUAL FUNDS
    1,980,927,031                   1,980,927,031  
                                 
Short-Term Investments
    65,527,340                   65,527,340  
                                 
Total Investments
    2,092,001,558                   2,092,001,558  
                                 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency risk
          1,522,820             1,522,820  
Futures Contracts
                               
Equity risk
    41,626,983       17,583,424             59,210,407  
Swap Agreements
                               
Equity risk
          74,794,068             74,794,068  
                                 
Total Derivatives
    41,626,983       93,900,312             135,527,295  
                                 
Total
  $ 2,133,628,541     $ 93,900,312     $     $ 2,227,528,853  
                                 

         
16
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency risk
  $      —     $ (994,282 )   $      —     $ (994,282 )
Futures Contracts
                               
Equity risk
          (636,070 )           (636,070 )
                                 
Total Derivatives
          (1,630,352 )           (1,630,352 )
                                 
Total
  $     $ (1,630,352 )   $     $ (1,630,352 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            * Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities using Level 3 inputs were less than 0.1% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on

         
        17


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $122,505,886.

         
18
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (710,774,856 )
February 28, 2019
    (309,022,361 )
         
Total
  $ (1,019,797,217 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 2,214,585,397     $     $ (122,583,839 )   $ (122,583,839 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the

         
        19


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. The Fund and some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund or an underlying fund may affect the Fund’s or the underlying fund’s performance more than if the Fund or the underlying fund were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
20
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund or an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund or an underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. In addition, the value of the Fund’s shares will be adversely affected if the equity investments that are the subject of the Fund’s short positions appreciate in value.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent a Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests will not perform as expected or that the Fund will invest in underlying funds with higher fees or expenses.

         
        21


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives may cause the Fund’s portfolio to be leveraged. The Fund and some underlying funds are not limited in the extent to which they may use derivatives or in the absolute face value of their derivative positions. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.

         
22
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Short Sales Risk — The Fund runs the risk that the Fund’s loss on a short sale of securities that the Fund does not own is unlimited.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds, or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.

         
        23


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting

         
24
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves

         
        25


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to hedge some or all of the currency exposure of the underlying Funds and assets in which the Fund invests, adjust against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing

         
26
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. Because regular trading on many foreign exchanges closes prior to the close of the NYSE, closing prices for these foreign futures contracts (including foreign index futures) do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund and the underlying funds generally value foreign futures contracts using fair value prices, which are based on local closing prices adjusted by a factor, supplied by a third party vendor using that vendor’s proprietary models. During the period ended August 31, 2011, the Fund used futures contracts to hedge some or all of the broad market exposure of the underlying Funds and assets in which the Fund invests. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in

         
        27


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.

         
28
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to hedge some or all of the broad market exposure of the underlying Funds and assets in which the Fund invests. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use

         
        29


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $      —     $     $      —     $ 59,210,407     $      —     $ 59,210,407  
Unrealized appreciation on forward currency contracts
          1,522,820                         1,522,820  
Unrealized appreciation on swap agreements
                      74,794,068             74,794,068  
                                                 
Total
  $     $ 1,522,820     $     $ 134,004,475     $     $ 135,527,295  
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $     $     $     $ (636,070 )   $     $ (636,070 )
Unrealized depreciation on forward currency contracts
          (994,282 )                       (994,282 )
                                                 
Total
  $     $ (994,282 )   $     $ (636,070 )   $     $ (1,630,352 )
                                                 

         
30
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $     $      —     $ 19,668,381     $      —     $ 19,668,381  
Forward currency contracts
          (27,428,562 )                       (27,428,562 )
Swap agreements
                      (27,283,411 )           (27,283,411 )
                                                 
Total
  $     $ (27,428,562 )   $     $ (7,615,030 )   $     $ (35,043,592 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Futures contracts
  $     $     $     $ 132,509,944     $     $ 132,509,944  
Forward currency contracts
          10,418,968                         10,418,968  
Swap agreements
                      128,173,967             128,173,967  
                                                 
Total
  $     $ 10,418,968     $     $ 260,683,911     $     $ 271,102,879  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts) and notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                         
    Forward
       
    currency
  Futures
  Swap
    contracts   contracts   agreements
 
Average amount outstanding
  $ 417,659,910     $ 1,372,723,814     $ 724,478,621  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.50% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for

         
        31


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Class IV shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.10% for Class IV shares; provided, however, that the amount of this waiver will not exceed the respective Class’ shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.50% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $50,054 and $7,580, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.361%
    0.063%     0.424%
             

         
32
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $1,843,430,150 and $1,585,522,849, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 86.53% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. Two of the shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.11% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 99.64% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares *   Amount
                 
 
Shares sold
    663,681     $ 15,876,826       963,045     $ 23,254,195  
Shares repurchased
    (1,623,191 )     (38,900,098 )     (1,329,071 )     (31,986,662 )
                                 
Net increase (decrease)
    (959,510 )   $ (23,023,272 )     (366,026 )   $ (8,732,467 )
                                 
                                 
                                 

         
        33


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares *   Amount
                 
 
Shares sold
    88,075,625     $ 2,125,820,809       33,324,185     $ 801,196,824  
Shares repurchased
    (80,389,242 )     (1,959,459,281 )     (18,265,845 )     (440,897,011 )
                                 
Net increase (decrease)
    7,686,383     $ 166,361,528       15,058,340     $ 360,299,813  
                                 
 
            * Shares were adjusted to reflect a 1:5 reverse stock split effective November 15, 2010.
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Value,
   
    beginning of
      Sales
  Dividend
  of Realized
  end of
   
Affiliate   period   Purchases   Proceeds   Income   Gains   period    
 
GMO International Growth Equity Fund, Class IV
  $ 442,255,674     $ 251,620,204     $ 158,096,870     $ 3,824,404     $     $ 498,832,899          
GMO International Intrinsic Value Fund, Class IV
    442,388,249       277,423,445       147,323,378       10,650,746             497,306,092          
GMO Quality Fund, Class VI
    580,359,319       286,723,371       216,243,042       8,013,771             648,680,071          
GMO U.S. Core Equity Fund, Class VI
    300,019,377       164,672,531       115,250,785       3,880,231             336,107,969          
GMO U.S. Treasury Fund
    95,036,569       840,042,130       935,132,721       36,514       5,618                
                                                         
Totals
  $ 1,860,059,188     $ 1,820,481,681     $ 1,572,046,796     $ 26,405,666     $ 5,618     $ 1,980,927,031          
                                                         

         
34
       


 

GMO Alpha Only Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the comparative data provided by the third-party data services was based on peer groups that included funds with investment approaches that were substantially different from that of the Fund and gave correspondingly less weight to that information. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        35


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effects of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
36
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        37


 

GMO Alpha Only Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.65 %   $ 1,000.00     $ 1,052.80     $ 3.35  
2) Hypothetical
    0.65 %   $ 1,000.00     $ 1,021.87     $ 3.30  
                                 

         
38
       


 

 
GMO Alpha Only Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class IV
                               
                                 
1) Actual
    0.60 %   $ 1,000.00     $ 1,053.20     $ 3.10  
2) Hypothetical
    0.60 %   $ 1,000.00     $ 1,022.12     $ 3.05  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        39


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Investments Concentration Summary (a)
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    33.5 %
Swap Agreements**
    29.4  
Short-Term Investments
    26.5  
Futures Contracts**
    10.6  
Other
    0.0 Ù
         
      100.0 %
         
 
(a) GMO Alternative Asset SPC Ltd. is a 100% owned subsidiary of GMO Alternative Asset Opportunity Fund. As such, the holdings of GMO Alternative Asset SPC Ltd. have been included with GMO Alternative Asset Opportunity Fund.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”). Swaps and futures concentrations use the notional value of respective contracts for purposes of computing asset class exposures.
** Represents commodity exposure. See Consolidated Schedule of Investments.
Ù Rounds to 0.0%.

         
        1


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Par Value ($) /
           
Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 32.5%        
                     
            U.S. Government — 32.5%        
      8,009,280     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a) (b) (c)     8,127,545  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $8,168,470)     8,127,545  
                     
                     
            MUTUAL FUNDS — 47.2%        
                     
            Affiliated Issuers — 47.2%        
      791,020     GMO Short-Duration Collateral Fund     5,687,436  
      243,984     GMO U.S. Treasury Fund     6,102,037  
                     
                     
            TOTAL MUTUAL FUNDS (COST $12,907,018)     11,789,473  
                     
                     
            SHORT-TERM INVESTMENTS — 18.7%        
                     
            Money Market Funds — 0.7%        
      163,812     SSgA USD Liquidity Fund-Class I Stable NAV Shares, 0.09% (a) (d) (e)     163,812  
      6,506     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (f)     6,506  
                     
            Total Money Market Funds     170,318  
                     
                     
            U.S. Government — 18.0%        
      400,000     U.S. Treasury Bill, 0.07%, due 05/31/12 (a) (g)     399,797  
      4,100,000     U.S. Treasury Bill, 0.09%, due 07/26/12 (a) (g)     4,096,745  
                     
            Total U.S. Government     4,496,542  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $4,662,662)     4,666,860  
                     
                     
            TOTAL INVESTMENTS — 98.4%
(Cost $25,738,150)
    24,583,878  
            Other Assets Net Liabilities — 1.6%     407,045  
                     
                     
            NET ASSETS — 100.0%   $ 24,990,923  
                     

         
2
  See accompanying notes to the consolidated financial statements.    


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Consolidated Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Futures Contracts (a)
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
2
    Coffee     December 2011   $ 216,188     $ 7,621  
5
    Corn     December 2011     191,875       17,316  
8
    Cotton No. 2     December 2011     423,240       (62,688 )
3
    Gasoline RBOB     September 2011     362,414       22,731  
1
    Gold 100 OZ     December 2011     183,170       21,426  
7
    Lean Hogs     October 2011     239,400       (17,262 )
3
    Soybean     November 2011     218,625       18,587  
12
    Sugar 11     September 2011     398,899       69,069  
                         
                $ 2,233,811     $ 76,800  
                         
Sales
                           
4
    Light Sweet Crude Oil     September 2011   $ 355,240     $ (16,646 )
18
    Live Cattle     October 2011     820,980       20,982  
8
    Natural Gas     September 2011     324,320       (12,902 )
4
    Soybean Meal     December 2011     155,120       (10,017 )
1
    Soybean Oil     December 2011     35,442       (178 )
11
    Wheat     December 2011     435,325       (41,847 )
                         
                $ 2,126,427     $ (60,608 )
                         
 
Swap Agreements (a)
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  12,035,357     USD   10/14/2011   Barclays Bank PLC   1 month
T-Bill + 0.23%
  Return on DJ-UBS
Commodity Index (b)
  $ 457,548  
                                 
Premiums to (Pay) Receive
  $  
         

         
    See accompanying notes to the consolidated financial statements.   3


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Consolidated Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Consolidated Schedule of Investments:
 
RBOB - Reformulated Blendstock for Oxygenate Blending.
(a) All or a portion of this security is owned by GMO Alternative Asset SPC Ltd., which is a 100% owned subsidiary of GMO Alternative Asset Opportunity Fund.
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any (Note 4).
(d) Fund is domiciled in Ireland.
(e) Rate disclosed, the 7 day net yield, is as of August 31, 2011.
(f) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(g) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
USD - United States Dollar

         
4
  See accompanying notes to the consolidated financial statements.    


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)


Consolidating Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
                                 
    GMO Alternative
  GMO
       
    Asset Opportunity
  Alternative Asset
      Consolidated
    Fund   SPC Ltd.   Eliminations   Totals
Assets:
                               
Investments in unaffiliated issuers, at value (consolidated cost $12,831,132) (Note 2)
  $ 6,506     $ 12,787,899     $     $ 12,794,405  
Investments in affiliated issuers, at value (consolidated cost $12,907,018) (Note 2 and Note 10)
    25,047,652             (13,258,179 )     11,789,473  
Dividends and interest receivable
          54,785             54,785  
Receivable for open swap contracts (Note 4)
          457,548             457,548  
Receivable for expenses reimbursed by Manager (Note 5)
    18,147       8,432             26,579  
                                 
Total assets
    25,072,305       13,308,664       (13,258,179 )     25,122,790  
                                 
                                 
Liabilities:
                               
Payable to affiliate for (Note 5):
                               
Management fee
    14,551                   14,551  
Shareholder service fee
    3,118                   3,118  
Trustees and Chief Compliance Officer of GMO Trust fees
    28                   28  
Payable for variation margin on open futures contracts (Note 4)
          2,229             2,229  
Accrued expenses
    63,685       48,256             111,941  
                                 
Total liabilities
    81,382       50,485             131,867  
                                 
Net assets
  $ 24,990,923     $ 13,258,179     $ (13,258,179 )   $ 24,990,923  
                                 
Shareholders’ capital
  $ 24,990,923                     $ 24,990,923  
                                 
Shares outstanding
    784,809                       784,809  
                                 
Net asset value per share
  $ 31.84                     $ 31.84  
                                 

         
    See accompanying notes to the consolidated financial statements.   5


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)


Consolidating Statement of Operations — For the Six Months Ended August 31, 2011 (Unaudited)
 
                                 
    GMO Alternative
  GMO
       
    Asset Opportunity
  Alternative Asset
      Consolidated
    Fund   SPC Ltd.   Eliminations   Totals
Investment Income:
                               
Dividends from affiliated issuers (Note 10)
  $ 43,335     $     $     $ 43,335  
Interest
          181,606             181,606  
                                 
Total income (loss)
    43,335       181,606             224,941  
                                 
Expenses:
                               
Management fee (Note 5)
    88,694                   88,694  
Shareholder service fee (Note 5)
    19,006                   19,006  
Audit and tax fees
    41,216       9,660             50,876  
Custodian and transfer agent fees
    2,300       37,628             39,928  
Trustees fees and related expenses (Note 5)
    152       7,544             7,696  
Legal fees
    7,176                   7,176  
Miscellaneous
    5,082       7,544             12,626  
                                 
Total expenses
    163,626       62,376             226,002  
                                 
Fees and expenses reimbursed by Manager (Note 5)
    (87,428 )     (62,376 )           (149,804 )
                                 
Net expenses
    76,198                   76,198  
                                 
Net investment income (loss)
    (32,863 )     181,606             148,743  
                                 
Realized and unrealized gain (loss):
                               
Net realized gain (loss) on:
                               
Investments in unaffiliated issuers
          5,391             5,391  
Investments in affiliated issuers
    440                   440  
Realized gains distribution from affiliated issuers (Note 10)
    280                   280  
Futures contracts
          (204,507 )           (204,507 )
Swap contracts
          (360,947 )           (360,947 )
                                 
Net realized gain (loss)
    720       (560,063 )           (559,343 )
                                 
Change in net unrealized appreciation (depreciation) on:
                               
Investments in unaffiliated issuers
          (94,612 )           (94,612 )
Investments in affiliated issuers
    (522,749 )           366,223       (156,526 )
Futures contracts
          (108,813 )           (108,813 )
Swap contracts
          215,659             215,659  
                                 
Net unrealized gain (loss)
    (522,749 )     12,234       366,223       (144,292 )
                                 
Net realized and unrealized gain (loss)
    (522,029 )     (547,829 )     366,223       (703,635 )
                                 
Net increase (decrease) in net assets resulting from operations
  $ (554,892 )   $ (366,223 )   $ 366,223     $ (554,892 )
                                 

         
6
  See accompanying notes to the consolidated financial statements.    


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)


Consolidated Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 148,743     $ 86,816  
Net realized gain (loss)
    (559,343 )     2,821,347  
Change in net unrealized appreciation (depreciation)
    (144,292 )     1,180,364  
                 
                 
Net increase (decrease) in net assets from operations
    (554,892 )     4,088,527  
                 
Fund share transactions: (Note 9)
               
Proceeds from sale of shares
    39,746,106       1,001,547  
Cost of shares repurchased
    (39,746,106 )     (2,644,369 )
                 
Net increase (decrease) in Fund share transactions
          (1,642,822 )
                 
                 
Total increase (decrease) in net assets
    (554,892 )     2,445,705  
                 
Net assets:
               
Beginning of period
    25,545,815       23,100,110  
                 
End of period
  $ 24,990,923     $ 25,545,815  
                 

         
    See accompanying notes to the consolidated financial statements.   7


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Consolidated Financial Highlights
(For a share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 32.55     $ 27.24     $ 21.94     $ 33.11     $ 28.54     $ 26.63  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.19       0.11       0.46       0.93       0.69       1.28  
Net realized and unrealized gain (loss)
    (0.90 )     5.20       4.84       (12.10 )     3.88 (b)     0.63  
                                                 
                                                 
Total from investment operations
    (0.71 )     5.31       5.30       (11.17 )     4.57       1.91  
                                                 
                                                 
Net asset value, end of period
  $ 31.84     $ 32.55     $ 27.24     $ 21.94     $ 33.11     $ 28.54  
                                                 
                                                 
Total Return(c)
    (2.18 )%**     19.49 %     24.16 %     (33.74 )%     16.01 %     7.17 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 24,991     $ 25,546     $ 23,100     $ 22,389     $ 33,972     $ 174,514  
Net expenses to average daily net assets(d)
    0.60 %*     0.60 %     0.60 %     0.60 %(e)     0.60 %     0.60 %
Net investment income to average daily net assets(a)
    1.17 %*     0.38 %     1.85 %     3.24 %     2.41 %     4.60 %
Portfolio turnover rate
    9 %**     60 %     73 %     89 %     24 %     12 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    1.18 %*     1.15 %     1.06 %     0.73 %     0.21 %     0.12 %
Redemption fees consisted of the following per share amounts (Note 2):
              $ 0.03     $ 0.00 (f)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) Total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
8
  See accompanying notes to the consolidated financial statements.    


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Alternative Asset Opportunity Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
Effective October 3, 2011, the Fund implemented a new investment strategy. In accordance with that new strategy, the Fund changed its investment objective, benchmark, principal risks and GMO changed its voluntary management fee waiver. See Note 11 “Subsequent events” for more information. The information below for the Fund’s investment objective and benchmark is for the period prior to October 3, 2011.
 
The Fund seeks total return greater than that of its benchmark. The Fund’s benchmark is a composite of the Dow Jones-UBS Commodity Index, which is composed of futures contracts on nineteen physical commodities, and the J.P. Morgan U.S. 3 Month Cash Index, which is comprised of three month U.S. dollar Euro-deposits. The Dow Jones-UBS Commodity Index and J.P. Morgan U.S. 3 Month Cash Index each represent 50% of the composite benchmark. In constructing the Fund’s portfolio, the Manager does not seek to match the Fund’s portfolio composition to that of its benchmark, and the Fund’s portfolio composition may differ significantly from that of its benchmark.
 
The Manager pursues the Fund’s investment objectives by using investment strategies designed to complement broader asset allocation strategies being implemented by the Manager in other GMO asset allocation funds or accounts. Accordingly, the Fund is not a standalone investment.
 
The Fund’s investment program has two primary components. One component is intended to gain exposure to the investment returns of commodities and, from time to time, other alternative asset classes (e.g., currencies). “Commodities” include a range of assets with tangible properties, including oil, natural gas, agricultural products (e.g., wheat, corn, and livestock), precious metals (e.g., gold and silver), industrial metals (e.g., copper), and softs (e.g., cocoa, coffee, and sugar). The Fund typically gains exposure to commodities indirectly, by investing in a wholly owned subsidiary company (discussed below), which, in turn, invests in various commodity-related exchange-traded and over-the-counter (“OTC”) derivatives. The Fund also may use, directly or indirectly through its wholly owned subsidiary, a wide variety of other exchange-traded and OTC derivatives that are not linked to the value of a commodity or other commodity-related instruments (including financial futures, options and swap contracts). The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.

         
        9


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The second component of the Fund’s investment program consists of investments in U.S. and foreign fixed income securities, primarily asset-backed securities. The Fund has historically gained its investment exposure to fixed income securities through investment in GMO Short-Duration Collateral Fund (“SDCF”). SDCF has primarily invested in asset-backed securities issued by a wide range of private and government issuers.
 
A substantial portion of the Fund’s investments (through SDCF) in fixed income securities consist of asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds and bank loans made to corporations. In addition, the Fund may invest (including through SDCF) in government securities, corporate debt securities, money market instruments, and commercial paper, and enter into credit default swaps, reverse repurchase agreements and repurchase agreements. The Fund’s fixed income securities may include securities issued by a wide range of private issuers and, to a lesser extent, securities issued by federal, state, local, and foreign governments (including securities neither guaranteed nor insured by the U.S. government). The Fund may hold directly or indirectly (through SDCF) fixed income securities whose ratings, after the securities were acquired, were reduced below investment grade (also known as “junk bonds”). Because of the deterioration in credit markets that became acute in 2008, the Fund, including through its investment in SDCF, currently has and is expected to continue to have material exposure to below investment grade U.S. asset-backed securities.
 
In addition to its commodity-related investments, from time to time, the Fund may invest in a range of currency-related investments, including currency futures, forwards and options.
 
The Fund does not invest directly in commodities and commodity-related derivatives. Instead, to gain exposure to commodities and certain other assets, the Fund invests in a wholly owned subsidiary company. GMO serves as the investment manager to this company but does not receive any additional management or other fees for such services. The company invests primarily in commodity-related derivatives and fixed income securities.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
If deemed prudent by the Manager, the Fund will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. The Fund may not achieve its investment objective while it is taking temporary defensive measures. The Fund has previously taken temporary defensive positions and has availed itself of the right to honor redemption requests in-kind. The Fund does not seek to maintain a specified interest rate duration for its portfolio.
 
Currently, shares of the Fund are not publicly offered and are principally available for purchase by other GMO Funds and certain other accredited investors.

         
10
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The financial statements of the GMO funds in which the Fund invests, collectively referred to as the “underlying funds” should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Basis of presentation and principles of consolidation
The accompanying consolidated financial statements include the accounts of the GMO Alternative Asset Opportunity Fund and its wholly owned investment in GMO Alternative Asset SPC Ltd. The consolidated financial statements include 100% of the assets and liabilities of GMO Alternative Asset SPC Ltd. All significant interfund accounts and transactions have been eliminated in consolidation.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.7% of net assets. The underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the

         
        11


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 2.6% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
12
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
  $     $ 8,127,545     $      —     $ 8,127,545  
Mutual Funds
    11,789,473                   11,789,473  
Short-Term Investments
    4,666,860                   4,666,860  
                                 
Total Investments
    16,456,333       8,127,545             24,583,878  
                                 
Derivatives *
                               
Futures Contracts
                               
Commodity contract risk
    177,732                   177,732  
Swap Agreements
                               
Commodity contract risk
          457,548             457,548  
                                 
Total
  $ 16,634,065     $ 8,585,093     $     $ 25,219,158  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Futures Contracts
                               
Commodity contract risk
  $ (161,540 )   $      —     $      —     $ (161,540 )
                                 
Total
  $ (161,540 )   $     $     $ (161,540 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.

         
        13


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 16.9% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans. A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the party from whom the Fund has purchased the participation and only upon receipt by that party of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower with the terms of the loan agreement or to vote on matters arising under the loan agreement. Thus, the Fund may be subject to credit risk both of the party from whom it purchased the loan participation and the borrower and the Fund may have minimal control over the terms of any loan modification. When the Fund purchases assignments of loans, it acquires direct rights against the borrower. The Fund had no loan agreements outstanding at the end of the period.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired

         
14
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though

         
        15


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes
The Fund has elected to be treated as a partnership for U.S. federal income tax purposes. As a partnership, the Fund is not itself subject to U.S. federal income tax. Instead, each shareholder is required to take into account in determining its tax liability its distributive share of items of Fund income, gain, loss, deduction, credit, and tax preference for each taxable year substantially as though such items have been realized directly by the shareholder and without regard to whether any distribution by the Fund has been or will be received. The Fund trades securities for its own account and, as such, is generally not subject to U.S. tax on such earnings (other than certain withholding taxes). The Manger intends to conduct the business of the Fund to the maximum extent practicable so that the Fund’s activities do not constitute a U.S. trade or business. Accordingly, no provision (benefit) for U.S. federal and state income tax is reflected in the accompanying financial statements. Dividends and other revenue may be subject to withholding or similar taxes imposed by the country in which such dividends or other revenue originate. The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes and associated penalty and interest amounts related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 32,813,869     $ 1,600     $ (8,231,591 )   $ (8,229,991 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did

         
16
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Distributions
Because the Fund has elected to be treated as a partnership for U.S. federal income tax purposes, it is not required to make distributions to its shareholders. It is the policy of the Fund to declare and pay distributions as determined by the Trustees (or their delegates). Distributions made by the Fund, if any, other than distributions made in partial or complete redemption of shareholders’ interests in the Fund, are reported in the Fund’s Statement of Changes in Net Assets as cash distributions to shareholders.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.

         
        17


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The information below describes the Fund’s investment risks for the period prior to October 3, 2011. See Note 11 “Subsequent events” for the Fund’s investment risks beginning October 3, 2011.
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
Because the Fund invests in its wholly-owned subsidiary, other GMO Funds, including SDCF, and unaffiliated money market funds, it is exposed to the risks to which its wholly-owned subsidiary and the other underlying funds in which it invests are exposed, as well as the risk that investments made through its wholly-owned subsidiary will not perform as expected. Therefore, unless otherwise noted herein, the principal risks summarized below include both direct and indirect principal risks of the Fund, and as indicated above, references in this section to investments made by the Fund include those made both directly by the Fund and indirectly by the Fund through its wholly-owned subsidiary, another GMO Fund or an unaffiliated money market fund.
 
• Commodities Risk — Because of the Fund’s exposure to commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Liquidity Risk — Low trading volume, lack of a market maker, a large size position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics,

         
18
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Market Risk — Fixed Income Securities — Typically, the value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk. The Fund also is subject to this risk because it seeks indirect exposure to various types of commodities, which may include oil, natural gas, agriculture, precious metals, industrial metals and softs, as an integral part of its investment program.

         
        19


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds, or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests will not perform as expected or that the Fund will invest in underlying funds with higher fees or expenses.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.

         
20
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.

         
        21


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

         
22
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain markets and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is

         
        23


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).

         
24
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility

         
        25


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust exposure to certain markets. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Commodity
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on
futures contracts *
  $      —     $      —     $      —     $      —     $ 177,732     $ 177,732  
Unrealized appreciation on
swap agreements
                            457,548       457,548  
                                                 
Total
  $     $     $     $     $ 635,280     $ 635,280  
                                                 
Liabilities:
                                               
Unrealized depreciation on
futures contracts *
  $     $     $     $     $ (161,540 )   $ (161,540 )
                                                 
Total
  $     $     $     $     $ (161,540 )   $ (161,540 )
                                                 

         
26
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Commodity
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $      —     $      —     $      —     $ (204,507 )   $ (204,507 )
Swap agreements
                            (360,947 )     (360,947 )
                                                 
Total
  $     $     $     $     $ (565,454 )   $ (565,454 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Futures contracts
  $     $     $     $     $ (108,813 )   $ (108,813 )
Swap agreements
                            215,659       215,659  
                                                 
Total
  $     $     $     $     $ 106,846     $ 106,846  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The derivative financial instruments outstanding as of period end (as disclosed in the Schedule of Investments) serve as indicators of the volume of derivative activity for the Fund during the period.
 
5. Fees and other transactions with affiliates
 
The information below describes the Fund’s fees and other transactions with affiliates for the period prior to October 3, 2011. See Note 11 “Subsequent events” for a description of the Fund’s fees and other transactions with affiliates for the period beginning October 3, 2011.
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.70% of average daily net assets. For the period ending August 31, 2011, the Manager voluntarily agreed to waive the Fund’s management fee by 0.25% and to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.45% of the Fund’s average daily net assets (excluding the Fund’s Excluded Fund Fees and Expenses described below). The Manager may change or terminate these voluntary waivers and reimbursements at any time, and these voluntary waivers and reimbursements are in addition to the Manager’s contractual expense reimbursement agreement described below. During any period for which these voluntary waivers and reimbursements are in effect, the Fund will incur management fees at an annual rate lower than 0.70% of the Fund’s average daily net assets, and, as a result, total annual operating expenses after expense reimbursement for the Fund will be lower. The Fund

         
        27


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15%.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s total annual operating expenses that exceed 0.70% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities-lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). The Manager also has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Expense Reimbursement Amount. The Fund’s contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $7,696 and $21, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011 , these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.001%
    0.000%     0.000%     0.001%
                   

         
28
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s investments in commodity-related derivatives are generally made through GMO Alternative Asset SPC Ltd., a wholly owned subsidiary organized as a Bermuda limited liability company, which GMO serves as investment manager but does not receive any additional management or other fees for such services.
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $  
Investments (non-U.S. Government securities)
    2,492,981       1,875,000  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 97.56% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. Each shareholder is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        29


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
    Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,255,814     $ 39,746,106       33,402     $ 1,001,547  
Shares repurchased
    (1,255,814 )     (39,746,106 )     (96,619 )     (2,644,369 )
                                 
Net increase (decrease)
        $       (63,217 )   $ (1,642,822 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
       
    beginning of
      Sales
  Dividend
  of Realized
  Return of
  Value, end
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   of Period
 
GMO Short-Duration Collateral Fund
  $ 8,210,791     $     $     $ 41,637     $     $ 2,365,147     $ 5,687,436  
GMO U.S. Treasury Fund
    5,481,937       2,492,981       1,875,000       1,698       280             6,102,037  
                                                         
Totals
  $ 13,692,728     $ 2,492,981     $ 1,875,000     $ 43,335     $ 280     $ 2,365,147     $ 11,789,473  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined through tax year ending February 29, 2012.
 
11. Subsequent events
 
Effective October 3, 2011, the Fund implemented a new investment strategy. In accordance with that new strategy, the Fund changed its investment objective, benchmark, principal risks and GMO changed its voluntary management fee waiver. The information described below is effective beginning October 3, 2011.
 
The Fund’s shares are principally available only to other GMO Funds and certain other accredited investors. The Fund is managed by GMO.

         
30
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund pays an investment management fee to GMO at the annual rate of 0.70% of average daily net assets. The Fund offers a single class of shares. The Fund pays shareholder service fees to the Manager at the annual rate of 0.15% of average daily net assets. Subject to Excluded Fund Fees and Expenses, the Manager has contractually agreed to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.70% of average daily net assets. In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to 0.70% of the Fund’s average daily net assets. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to this date without the consent of the Fund’s Board of Trustees. In addition to these contractual expense limitations, the Manager has voluntarily agreed to waive the Fund’s management fee to 0.60% of average daily net assets and to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.60% of average daily net assets (excluding Excluded Fund Fees and Expenses). The Manager may change or terminate these voluntary waivers and reimbursements at any time, at which point the Fund will incur management fees equal to 0.70% of average daily net assets. During any period for which these voluntary waivers and reimbursements are in effect, the Fund will incur management fees at an annual rate lower than 0.70% of the Fund’s average daily net assets, and, as a result, net annual operating expenses for the Fund will be lower. For these purposes, “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, compensation and expenses of Trust Officers and agents who are not affiliated with GMO, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
 
The Fund’s investment objective is long-term total return.
 
The Fund plans to pursue its investment objective by investing in a range of global equity, bond, currency, and commodity markets using exchange traded futures and forward foreign exchange contracts as well as making other investments. The Fund seeks to take advantage of the Manager’s proprietary quantitative investment models for global tactical asset allocation and equity, bond, currency and commodity market selection.
 
In addition, the Fund normally invests assets not held as margin for futures or forward transactions or paid as option premiums in U.S. and non-U.S. fixed income securities. The Fund may hold cash directly (i.e., Treasury-Bills), invest in money market funds or hold shares of other series of the Trust, including Short-Duration Collateral Fund and U.S. Treasury Fund.

         
        31


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager’s models for this active quantitative process are based on the following strategies:
 
Value-Based Strategies. Value factors compare the price of an asset class or market to an economic fundamental value. Generally, value strategies include yield analysis and mean reversion analysis.
 
Sentiment-Based Strategies. Generally, sentiment-based strategies assess factors such as risk aversion, analyst behavior and momentum.
 
The Manager may eliminate strategies or add new strategies in response to additional research, changing market conditions, or other factors.
 
To gain exposure to commodities and certain other assets, the Fund invests in a wholly-owned subsidiary company. GMO serves as the investment manager to this company but does not receive any additional management or other fees for such services. The company invests primarily in commodity- related derivatives and fixed income securities, but may also invest in any other investments in which the Fund may invest directly. References to the Fund in this summary of the Fund’s investment strategy may refer to actions undertaken by the Fund or the subsidiary company. The Fund does not invest directly in commodities and commodity-related derivatives.
 
If deemed prudent by the Manager, the Fund will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. The Fund may not achieve its investment objective while it is taking temporary defensive measures. The Fund has previously taken temporary defensive positions and has availed itself of the right to honor redemption requests in-kind. The Fund does not seek to maintain a specified interest rate duration for its portfolio.
 
The Fund’s benchmark is the Citigroup 3 Month Treasury Bill Index, which is a short-term Treasury bill index independently maintained and published by Citigroup.
 
The principal risks of an investment in the Fund include Derivatives Risk, Currency Risk, Market Risk — Equity Securities, Market Risk — Fixed Income Securities, Commodities Risk, Foreign Investment Risk, Counterparty Risk, Short Sales Risk, Management and Operational Risk, Credit Risk, Liquidity Risk, Leveraging Risk, Market Risk — Asset-Backed Securities, Fund of Funds Risk, Large Shareholder Risk, and Market Disruption and Geopolitical Risk. The Fund is a non-diversified investment company under the 1940 Act, and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified.

         
32
       


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the Fund’s purpose is to complement broader asset allocation strategies being implemented by the Manager in other asset allocation funds or accounts and noted that the Fund is not separately available. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        33


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
34
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        35


 

GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with 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.

         
36
       


 

 
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
1) Actual
    0.60 %   $ 1,000.00     $ 978.20     $ 2.98  
2) Hypothetical
    0.60 %   $ 1,000.00     $ 1,022.12     $ 3.05  
                                 
 
            * Expenses are calculated using the Fund’s annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        37


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    110.4 %
Short-Term Investments
    2.0  
Options Purchased
    1.2  
Futures Contracts
    (0.3 )
Written Options
    (0.7 )
Swap Agreements
    (1.2 )
Reverse Repurchase Agreements
    (10.8 )
Other
    (0.6 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).

         
        1


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
       
 
       
Par Value ($)/
       
Shares/Notional Amount   Description   Value ($)
            DEBT OBLIGATIONS — 110.4%        
                     
            U.S. Government — 110.4%        
      180,000,000     U.S. Treasury Note, 1.00%, due 07/15/13     182,685,600  
      185,000,000     U.S. Treasury Note, 1.13%, due 06/15/13 (a) (b)     188,043,250  
      50,000,000     U.S. Treasury Strip Coupon, due 08/15/22     37,101,700  
                     
            Total U.S. Government     407,830,550  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $399,945,815)     407,830,550  
                     
                     
            MUTUAL FUNDS — 0.7%        
                     
            Affiliated Issuers — 0.7%        
      110,794     GMO U.S. Treasury Fund     2,770,961  
                     
                     
            TOTAL MUTUAL FUNDS (COST $2,770,961)     2,770,961  
                     
                     
            OPTIONS PURCHASED — 1.2%        
                     
            Options on Interest Rate Swaps — 1.2%        
USD
    300,000,000     Swaption Call, Expires 12/01/11, Strike 1.00%,     2,815,800  
            Upon potential excercise of the option, the Fund will enter into a swap with a notional amount of 300,000,000 USD in which it will pay a 3 month USD LIBOR and will receive 1.00%, maturing on December 5, 2013,
(OTC) (CP - Merrill Lynch Capital Services Inc.)
       
USD
    250,000,000     Swaption Call, Expires 05/21/12, Strike 0.77%,     871,500  
            Upon potential excercise of the option, the Fund will enter into a swap with a notional amount of 250,000,000 USD in which it will pay a 3 month USD LIBOR and will receive 0.77%, maturing on May 23, 2013,
(OTC) (CP - Merrill Lynch Capital Services Inc.)
       

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
       
 
       
Notional Amount/
       
Shares   Description   Value ($)
USD
    250,000,000     Swaption Call, Expires 05/20/13, Strike 0.77%,     731,500  
            Upon potential excercise of the option, the Fund will enter into a swap with a notional amount of 250,000,000 USD in which it will pay a 3 month USD LIBOR and will receive 0.77%, maturing on May 22, 2014,
(OTC) (CP - Merrill Lynch Capital Services Inc.)
       
                     
            Total Options on Interest Rate Swaps     4,418,800  
                     
                     
            TOTAL OPTIONS PURCHASED (COST $1,540,000)     4,418,800  
                     
                     
            SHORT-TERM INVESTMENTS — 1.3%        
                     
            Money Market Funds — 1.3%        
      4,863,102     State Street Institutional U.S. Government Money Market Fund-Institutional Class, 0.00%(c)     4,863,102  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $4,863,102)     4,863,102  
                     
                     
            TOTAL INVESTMENTS — 113.6%
(Cost $409,119,878)
    419,883,413  
            Other Assets and Liabilities (net) — (13.6%)     (50,310,097 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 369,573,316  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
2,550
    Euro Dollar 90 Day     December 2011   $ 634,280,625     $ 758,956  
                         
Sales
                           
2,550
    Euro Dollar 90 Day     March 2013   $ 634,216,875     $ (1,779,320 )
                         

         
    See accompanying notes to the financial statements.   3


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
Reverse Repurchase Agreements
 
                     
Face Value   Description   Market Value
 
USD
    4,987,500     Deutsche Bank AG, 0.15%, dated 08/08/11, to be repurchased on demand at face value plus accrued interest with a stated maturity date of 9/7/11.   $ (4,987,999 )
                     
USD
    34,912,500     Deutsche Bank AG, 0.15%, dated 08/08/11, to be repurchased on demand at face value plus accrued interest with a stated maturity date of 9/7/11.     (34,915,991 )
                     
                     
                $ (39,903,990 )
                     
         
Average balance outstanding
  $ (34,150,036 )
Average interest rate
    0.18 %
Maximum balance outstanding
  $ (51,381,250 )
 
Average balance outstanding was calculated based on daily face value balances outstanding during the period that the Fund has entered into reverse repurchase agreements.
 
Written Options
 
A summary of open written option contracts for the Fund at August 31, 2011 is as follows:
 
Options on Interest Rate Swaps
 
                                                 
                    Description of
       
                    Underlying Swap        
    Notional
  Expiration
      Receive
  Fixed
  Variable
       
Description   Amount   Date   Counterparty   (Pay) #   Rate   Rate   Premiums   Market Value
 
Call - OTC 2 Year
Interest Rate Swap
    600,000,000     USD   12/01/11   Merrill Lynch Capital
Services Inc.
  (Pay)   0.60%   3 Month
LIBOR
    $(360,000 )   $ (1,492,200 )
Call - OTC 2 Year
Interest Rate Swap
    250,000,000     USD   05/21/12   Merrill Lynch Capital
Services Inc.
  (Pay)   0.77%   3 Month
LIBOR
    (193,750 )     (1,232,250 )
                                                 
                                      $(553,750 )   $ (2,724,450 )
                                                 
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
Swap Agreements
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
  Fixed
  Variable
  Appreciation/
Amount   Date   Counterparty   (Pay) #   Rate   Rate   (Depreciation)
 
  380,000,000     USD   1/15/2014   Barclays Bank PLC   (Pay)   0.92%   3 month LIBOR   $ (2,738,643 )
  150,000,000     USD   1/15/2017   Barclays Bank PLC   Receive   2.19%   3 month LIBOR     5,364,203  
  50,000,000     USD   8/15/2022   Barclays Bank PLC   (Pay)   0.00%   3 month LIBOR     (6,885,315 )
                                     
                                $ (4,259,755 )
                                     
Premiums to (Pay) Receive
  $  —  
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
CP - Counterparty
LIBOR - London Interbank Offered Rate
OTC - Over-the-Counter
(a) All or a portion of this security has been pledged to cover margin requirements on futures contracts, swap contracts, forward currency contracts, and/or written options, if any (Note 4).
(b) All or a portion of this security has been pledged to cover collateral requirements on reverse repurchase agreements (Note 2).
(c) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
 
Currency Abbreviations:
 
USD - United States Dollar

         
    See accompanying notes to the financial statements.   5


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $406,348,917) (Note 2)
  $ 417,112,452  
Investments in affiliated issuers, at value (cost $2,770,961) (Notes 2 and 10)
    2,770,961  
Receivable for investments sold
    3,000,000  
Receivable for Fund shares sold
    283,593  
Dividends and interest receivable
    678,547  
Receivable for open swap contracts (Note 4)
    5,364,203  
Receivable for expenses reimbursed by Manager (Note 5)
    17,998  
         
Total assets
    429,227,754  
         
         
Liabilities:
       
Payable for investments purchased
    210  
Payable for Fund shares repurchased
    6,966,182  
Payable to affiliate for (Note 5):
       
Management fee
    100,914  
Shareholder service fee
    29,228  
Trustees and Trust Officers or agents unaffiliated with the Manager
    793  
Payable for variation margin on open futures contracts (Note 4)
    222,313  
Payable for open swap contracts (Note 4)
    9,623,958  
Payable for reverse repurchase agreements (Note 2)
    39,903,990  
Written options outstanding, at value (premiums $553,750) (Note 4)
    2,724,450  
Accrued expenses
    82,400  
         
Total liabilities
    59,654,438  
         
Net assets
  $ 369,573,316  
         

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 373,673,501  
Accumulated undistributed net investment income
    5,120,010  
Accumulated net realized loss
    (12,532,911 )
Net unrealized appreciation
    3,312,716  
         
    $ 369,573,316  
         
Net assets attributable to:
       
Class III shares
  $ 77,992,181  
         
Class VI shares
  $ 291,581,135  
         
Shares outstanding:
       
Class III
    3,184,868  
         
Class VI
    11,904,756  
         
Net asset value per share:
       
Class III
  $ 24.49  
         
Class VI
  $ 24.49  
         

         
    See accompanying notes to the financial statements.   7


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 10,209,041  
Dividends from affiliated issuers (Note 10)
    6,340  
Dividends
    71  
         
Total investment income
    10,215,452  
         
Expenses:
       
Management fee (Note 5)
    857,738  
Shareholder service fee – Class III (Note 5)
    65,852  
Shareholder service fee – Class VI (Note 5)
    164,557  
Custodian, fund accounting agent and transfer agent fees
    46,552  
Audit and tax fees
    33,725  
Interest expense (Note 2)
    23,064  
Legal fees
    11,960  
Trustees fees and related expenses (Note 5)
    5,605  
Registration fees
    2,300  
Miscellaneous
    9,243  
         
Total expenses
    1,220,596  
Fees and expenses reimbursed by Manager (Note 5)
    (101,476 )
Expense reductions (Note 2)
    (3 )
         
Net expenses
    1,119,117  
         
Net investment income (loss)
    9,096,335  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    17,527,369  
Investments in affiliated issuers
    (5,355 )
Realized gains distributions from affiliated issuers (Note 10)
    190  
Futures contracts
    (51,255,166 )
Written options
    (77,000 )
Swap contracts
    9,803,000  
Foreign currency, forward contracts and foreign currency related transactions
    26  
         
Net realized gain (loss)
    (24,006,936 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    7,666,826  
Futures contracts
    28,017,038  
Written options
    (2,501,525 )
Swap contracts
    (1,255,338 )
         
Net unrealized gain (loss)
    31,927,001  
         
Net realized and unrealized gain (loss)
    7,920,065  
         
Net increase (decrease) in net assets resulting from operations
  $ 17,016,400  
         

         
8
  See accompanying notes to the financial statements.    


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
 
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 9,096,335     $ 15,120,396  
Net realized gain (loss)
    (24,006,936 )     65,864,966  
Change in net unrealized appreciation (depreciation)
    31,927,001       (52,212,047 )
                 
                 
Net increase (decrease) in net assets from operations
    17,016,400       28,773,315  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (717,664 )     (800,265 )
Class VI
    (4,096,214 )     (11,443,617 )
                 
Total distributions from net investment income
    (4,813,878 )     (12,243,882 )
                 
Net realized gains
               
Class III
    (3,981,023 )     (2,895,554 )
Class VI
    (25,781,800 )     (28,083,138 )
                 
Total distributions from net realized gains
    (29,762,823 )     (30,978,692 )
                 
      (34,576,701 )     (43,222,574 )
                 
Net share transactions (Note 9):
               
Class III
    32,355,549       10,435,994  
Class VI
    (183,100,087 )     (358,096,684 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (150,744,538 )     (347,660,690 )
                 
                 
Total increase (decrease) in net assets
    (168,304,839 )     (362,109,949 )
                 
Net assets:
               
Beginning of period
    537,878,155       899,988,104  
                 
End of period (including accumulated undistributed net investment income of $5,120,010 and $837,553, respectively)
  $ 369,573,316     $ 537,878,155  
                 

         
    See accompanying notes to the financial statements.   9


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout the period)
 
                         
    Six Months
       
    Ended
       
    August 31, 2011
  Year Ended February 28,
    (Unaudited)   2011   2010(a)
 
Net asset value, beginning of period
  $ 25.01     $ 26.13     $ 25.15  
                         
                         
Income (loss) from investment operations:
                       
Net investment income (loss)
    0.27       0.51       0.92  
Net realized and unrealized gain (loss)
    0.38       0.64       0.85  
                         
                         
Total from investment operations
    0.65       1.15       1.77  
                         
                         
Less distributions to shareholders:
                       
From net investment income
    (0.17 )     (0.50 )     (0.60 )
From net realized gains
    (1.00 )     (1.77 )     (0.19 )
                         
                         
Total distributions
    (1.17 )     (2.27 )     (0.79 )
                         
                         
Net asset value, end of period
  $ 24.49     $ 25.01     $ 26.13  
                         
                         
Total Return(b)
    2.60 %**     4.51 %     7.07 %**
                         
Ratios/Supplemental Data:
                       
Net assets, end of period (000’s)
  $ 77,992     $ 48,676     $ 40,225  
Net operating expenses to average daily net assets(c)
    0.40 %(d)*     0.41 %(d)     0.40 %*
Interest expense to average daily net assets(e)
    0.01 %*     0.03 %     0.03 %*
Total net expenses to average daily net assets(c)
    0.41 %*     0.44 %     0.43 %*
Net investment income (loss) to average daily net assets
    2.14 %*     1.94 %     3.86 %*
Portfolio turnover rate
    198 %**     315 %     116 %(f)**
Fees and expenses reimbursed by the Manager to average daily net assets:(g)
    0.03 %*     0.04 %     0.04 %*
 
(a) Period from March 27, 2009 (commencement of operations) through February 28, 2010.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Calculation represents portfolio turnover of the Fund for the period from March 18, 2009 (commencement of operations) through February 28, 2010.
(g) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
10
  See accompanying notes to the financial statements.    


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class VI share outstanding throughout the period)
 
                         
    Six Months
       
    Ended
       
    August 31, 2011
  Year Ended February 28,
    (Unaudited)   2011   2010(a)
 
Net asset value, beginning of period
  $ 25.01     $ 26.13     $ 25.00  
                         
                         
Income (loss) from investment operations:
                       
Net investment income (loss)
    0.34       0.64       0.80  
Net realized and unrealized gain (loss)
    0.32       0.54       1.15  
                         
                         
Total from investment operations
    0.66       1.18       1.95  
                         
                         
Less distributions to shareholders:
                       
From net investment income
    (0.18 )     (0.53 )     (0.63 )
From net realized gains
    (1.00 )     (1.77 )     (0.19 )
                         
                         
Total distributions
    (1.18 )     (2.30 )     (0.82 )
                         
                         
Net asset value, end of period
  $ 24.49     $ 25.01     $ 26.13  
                         
                         
Total Return(b)
    2.63 %**     4.60 %     7.83 %**
                         
Ratios/Supplemental Data:
                       
Net assets, end of period (000’s)
  $ 291,581     $ 489,202     $ 859,763  
Net operating expenses to average daily net assets(c)
    0.30 %(d)*     0.31 %(d)     0.31 %*
Interest expense to average daily net assets(e)
    0.01 %*     0.03 %     0.03 %*
Total net expenses to average daily net assets(c)
    0.31 %*     0.34 %     0.34 %*
Net investment income (loss) to average daily net assets
    2.73 %*     2.43 %     3.24 %*
Portfolio turnover rate
    198 %**     315 %     116 %(f)**
Fees and expenses reimbursed by the Manager to average daily net assets:(f)
    0.03 %*     0.04 %     0.04 %*
 
(a) Period from March 18, 2009 (commencement of operations) through February 28, 2010.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Calculation represents portfolio turnover of the Fund for the period from March 18, 2009 (commencement of operations) through February 28, 2010.
(g) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   11


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Asset Allocation Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the Citigroup 3-Month Treasury Bill Index. The Manager pursues the Fund’s investment objective by using investment strategies designed to complement broader asset allocation strategies being implemented by the Manager in other GMO Asset Allocation Funds or accounts. Accordingly, the Fund is not a standalone investment. The Manager uses multi-year forecasts of relative value and risk to determine the Fund’s strategic direction.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option). The Fund is permitted to invest in bonds of any kind (e.g., bonds of any maturity, duration or credit quality).
 
The Fund may invest in any sector of the bond market and is not required to maintain a minimum or maximum allocation of investments in any one sector. The sectors and types of bonds in which the Fund may invest include, but are not limited to: investment grade bonds denominated in various currencies, including bonds issued by the U.S. and foreign governments and their agencies or instrumentalities (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds and taxable and tax-exempt municipal bonds; below investment grade bonds (also known as “junk bonds”); inflation indexed bonds issued by the U.S. government (including Inflation-Protected Securities issued by the U.S. Treasury (“TIPS”)) and foreign governments and their agencies or instrumentalities (as well as bonds neither guaranteed nor insured by the U.S. and/or foreign governments) and inflation indexed bonds issued by corporations; sovereign debt of emerging countries and other bonds issued in emerging countries (including junk bonds); and asset-backed securities, including mortgage related and mortgage-backed securities.
 
The Fund may also invest in exchange traded and over-the-counter (“OTC”) derivatives, including futures contracts, currency options, currency forwards, reverse repurchase agreements, swap contracts (including credit default swaps), interest rate options, swaps on interest rates and other types of derivatives. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.

         
12
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may gain exposure to the investments described above through investments in shares of other GMO Funds, including GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by investing in a wide variety of high quality U.S. and foreign debt investments), GMO Debt Opportunities Fund (to gain exposure to global credit markets) and GMO U.S. Treasury Fund (for cash management purposes). The Fund also may invest in unaffiliated money market funds for cash management purposes.
 
The Fund may invest up to 100% of its assets in junk bonds.
 
The Manager does not seek to maintain a specified interest rate duration for the Fund, and the Fund’s interest rate duration will change depending on the Fund’s investments and the Manager’s assessment of different sectors of the bond market. The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjuction with the Fund’s financial statements. These financial statements are available, without charge, upon request be calling (617) 346-7646 (collect) or visiting GMO’s website at www.gmo.com.
 
For the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market

         
        13


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
14
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government
  $ 370,728,850     $ 37,101,700     $      —     $ 407,830,550  
                                 
TOTAL DEBT OBLIGATIONS
    370,728,850       37,101,700             407,830,550  
                                 
Mutual Funds
    2,770,961                   2,770,961  
Options Purchased
          4,418,800             4,418,800  
Short-Term Investments
    4,863,102                   4,863,102  
                                 
Total Investments
    378,362,913       41,520,500             419,883,413  
                                 
Derivatives *
                               
Futures Contracts
Interest Rate Risk
    758,956                   758,956  
Swap Agreements
Interest Rate Risk
          5,364,203             5,364,203  
                                 
Total
  $ 379,121,869     $ 46,884,703     $     $ 426,006,572  
                                 

         
        15


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Written Options
Interest Rate Risk
  $     $ (2,724,450 )   $      —     $ (2,724,450 )
Futures Contracts
Interest Rate Risk
    (1,779,320 )                 (1,779,320 )
Swap Agreements
Interest Rate Risk
          (9,623,958 )           (9,623,958 )
                                 
Total
  $ (1,779,320 )   $ (12,348,408 )   $     $ (14,127,728 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the

         
16
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. As of August 31, 2011, the Fund had received $39,900,000 from reverse repurchase agreements relating to securities with a market value, plus accrued interest, of $40,753,902. Reverse repurchase agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.

         
        17


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. The Fund had no inflation-indexed bonds outstanding at the end of the period.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards and future realized

         
18
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
losses, if any, subsequent to February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
                 
February 28, 2019
  $ (19,383,532 )        
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 409,088,805     $ 10,794,608     $      —     $ 10,794,608      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the period ended February 28, 2010 through current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded

         
        19


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics,

         
20
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers.

         
        21


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another creates additional risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.

         
22
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the

         
        23


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).

         
24
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest-rate exposure and enhance the

         
        25


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust interest rate exposure. Option contracts purchased by the Fund and outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust interest rate exposure. Written options outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.

         
26
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount
  of Futures
      Amount
  of Futures
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
                                                 
Outstanding, beginning of period
  $      —           $      —     $ (600,000,000 )     (500 )   $ (396,500 )
Options written
                      (250,000,000 )           (193,750 )
Options bought back
                            500       36,500  
Options expired
                                   
Options sold
                                   
                                                 
Outstanding, end of period
  $           $     $ (850,000,000 )         $ (553,750 )
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).

         
        27


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility

         
28
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (purchased options)
  $ 4,418,800     $      —     $      —     $      —     $      —     $ 4,418,800  
Unrealized appreciation on futures contracts*
    758,956                               758,956  
Unrealized appreciation on swap agreements
    5,364,203                               5,364,203  
                                                 
Total
  $ 10,541,959     $     $     $     $     $ 10,541,959  
                                                 
                                                 
Liabilities:
                                               
Written options outstanding
  $ (2,724,450 )   $     $     $     $     $ (2,724,450 )
Unrealized depreciation on futures contracts*
    (1,779,320 )                             (1,779,320 )
Unrealized depreciation on swap agreements
    (9,623,958 )                             (9,623,958 )
                                                 
Total
  $ (14,127,728 )   $     $     $     $     $ (14,127,728 )
                                                 

         
        29


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $ 1,005,350     $      —     $      —     $      —     $      —     $ 1,005,350  
Written options
    (77,000 )                             (77,000 )
Futures contracts
    (51,255,166 )                             (51,255,166 )
Swap agreements
    9,803,000                               9,803,000  
                                                 
Total
  $ (40,523,816 )   $     $     $     $     $ (40,523,816 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $ 3,543,900     $     $     $     $     $ 3,543,900  
Written options
    (2,501,525 )                             (2,501,525 )
Futures contracts
    28,017,038                               28,017,038  
Swap agreements
    (1,255,338 )                             (1,255,338 )
                                                 
Total
  $ 27,804,075     $     $     $     $     $ 27,804,075  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                         
    Futures
  Swap
   
    contracts   agreements   Options
 
Average amount outstanding
  $ 3,785,942,438     $ 1,851,500,000     $ 1,609,166,667  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on

         
30
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class’ shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $5,605 and $2,252, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             

         
        31


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
For the period ended August 31, 2011, cost of purchases and proceeds from sales of securities, other than short-term obligations, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $ 1,200,446,797     $ 1,397,414,896  
Investments (non-U.S. Government securities)
    149,907,530       157,976,700  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 77.82% of the shares outstanding of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. Two of these shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 99.98% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
32
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
 
Shares sold
    2,186,148     $ 55,396,133       923,852     $ 24,389,447  
Shares issued to shareholders in reinvestment of distributions
    189,816       4,675,525       147,963       3,695,819  
Shares repurchased
    (1,137,507 )     (27,716,109 )     (664,641 )     (17,649,272 )
                                 
Net increase (decrease)
    1,238,457     $ 32,355,549       407,174     $ 10,435,994  
                                 
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
 
Shares sold
    29,665,984     $ 734,850,908       18,322,364     $ 473,280,812  
Shares issued to shareholders in reinvestment of distributions
    1,174,715       28,940,469       1,483,358       37,317,130  
Shares repurchased
    (38,496,439 )     (946,891,464 )     (33,152,339 )     (868,694,626 )
                                 
Net increase (decrease)
    (7,655,740 )   $ (183,100,087 )     (13,346,617 )   $ (358,096,684 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 9,857,886     $ 149,031,530     $ 156,113,100     $ 6,340     $ 190     $ 2,770,961  
                                                 
                                                 
Totals
  $ 9,857,886     $ 149,031,530     $ 156,113,100     $ 6,340     $ 190     $ 2,770,961  
                                                 
 
11. Subsequent events
 
Subsequent to August 31, 2011, the Fund received redemption requests in the amount of $231,827,582.

         
        33


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the Fund’s purpose is to complement broader asset allocation strategies being implemented by the Manager in other asset allocation funds or accounts and noted that the Fund is not separately available. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the

         
34
       


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal

         
        35


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
36
       


 

GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: the following information is in relation to the expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        37


 

 
GMO Asset Allocation Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.41 %   $ 1,000.00     $ 1,026.00     $ 2.09  
2) Hypothetical
    0.41 %   $ 1,000.00     $ 1,023.08     $ 2.08  
                                 
Class VI
                               
                                 
1) Actual
    0.31 %   $ 1,000.00     $ 1,026.30     $ 1.58  
2) Hypothetical
    0.31 %   $ 1,000.00     $ 1,023.58     $ 1.58  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including interest expense and indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
38
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    61.7 %
Debt Obligations
    19.7  
Short-Term Investments
    16.3  
Preferred Stocks
    1.5  
Swap Agreements
    0.3  
Options Purchased
    0.3  
Loan Participations
    0.2  
Investment Funds
    0.1  
Loan Assignments
    0.1  
Futures Contracts
    0.0 Ù
Rights/Warrants
    0.0 Ù
Promissory Notes
    0.0 Ù
Forward Currency Contracts
    (0.1 )
Written Options
    (0.1 )
Reverse Repurchase Agreements
    (1.2 )
Other
    1.2  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    47.6 %
Emerging***
    17.4  
Japan
    10.4  
Australia
    9.6  
United Kingdom
    4.7  
France
    2.2  
Germany
    1.4  
New Zealand
    1.4  
Netherlands
    0.9  
Switzerland
    0.9  
Italy
    0.7  
Canada
    0.4  
Hong Kong
    0.4  
Singapore
    0.4  
Spain
    0.4  
Belgium
    0.3  
Sweden
    0.3  
Denmark
    0.2  
Austria
    0.1  

         
        1


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country / Region Summary**   % of Investments  
Finland
    0.1 %
Greece
    0.1  
Ireland
    0.1  
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”) except for GMO Alpha Only Fund.
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund and GMO Special Situations Fund. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Argentina, Brazil, Chile, China, Colombia, Congo, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, Turkey and Venezuela.
Ù Rounds to 0.0%

         
2
       


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 99.7%        
                     
            Affiliated Issuers — 99.7%        
      5,345,847     GMO Alpha Only Fund, Class IV     132,309,712  
      137,744     GMO Alternative Asset Opportunity Fund     4,385,783  
      878,374     GMO Asset Allocation Bond Fund, Class VI     21,511,391  
      2,834,797     GMO Currency Hedged International Equity Fund, Class III     59,445,703  
      1,168,981     GMO Emerging Country Debt Fund, Class IV     11,339,113  
      4,728,113     GMO Emerging Markets Fund, Class VI     60,803,533  
      1,653,820     GMO Flexible Equities Fund, Class VI     29,636,461  
      7,372,738     GMO Quality Fund, Class VI     154,606,311  
      954,522     GMO Special Situations Fund, Class VI     25,686,189  
      5,018,596     GMO Strategic Fixed Income Fund, Class VI     83,459,257  
      173,215     GMO World Opportunity Overlay Fund     3,968,358  
                     
                     
            TOTAL MUTUAL FUNDS (COST $631,569,130)     587,151,811  
                     
                     
            DEBT OBLIGATIONS — 0.3%        
                     
            Asset-Backed Securities — 0.3%        
            CMBS Collateralized Debt Obligations — 0.0%        
      1,599,399     American Capital Strategies Ltd. Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .80%, 1.10%, due 11/23/52     15,994  
                     
                     
            Insured Other — 0.0%        
      2,500,000     Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37     175,000  
                     
                     
            Insured Residential Mortgage-Backed Securities (United States) — 0.0%        
      56,952     GreenPoint Home Equity Loan Trust, Series 04-4, Class A, AMBAC, 1 mo. LIBOR + .28%, 0.77%, due 08/15/30     35,529  
                     
                     
            Residential Asset-Backed Securities (United States)u — 0.3%        
      513,926     Argent Securities, Inc., Series 06-M1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     152,250  
      1,192,537     Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, 1 mo. LIBOR + .15%, 0.37%, due 10/25/36     673,784  
      114,775     Equity One ABS, Inc., Series 04-1, Class AV2, 1 mo. LIBOR + .30%, 0.52%, due 04/25/34     87,229  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States)u — continued        
      132,048     Fremont Home Loan Trust, Series 06-B, Class 2A2, 1 mo. LIBOR + .10%, 0.32%, due 08/25/36     51,664  
      485,459     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     223,311  
      160,133     Merrill Lynch Mortgage Investors, Series 07-HE2, Class A2A, 1 mo. LIBOR + .12%, 0.34%, due 02/25/37     75,262  
      397,172     Morgan Stanley Home Equity Loans, Series 07-2, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 04/25/37     343,554  
                     
            Total Residential Asset-Backed Securities (United States)     1,607,054  
                     
            Total Asset-Backed Securities     1,833,577  
                     
                     
            U.S. Government Agency — 0.0%        
      25,225     Agency for International Development Floater (Support of C.A.B.E.I.), 6 mo. U.S. Treasury Bill + .40%, 0.44%, due 10/01/12 (a)     25,059  
      35,247     Agency for International Development Floater (Support of Honduras), 3 mo. U.S. Treasury Bill x 117%, 0.05%, due 10/01/11 (a)     35,200  
      33,334     Agency for International Development Floater (Support of Zimbabwe), 3 mo. U.S. Treasury Bill x 115%, 0.05%, due 01/01/12 (a)     33,160  
                     
            Total U.S. Government Agency     93,419  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $2,634,295)     1,926,996  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Money Market Funds — 0.0%        
      23,573     State Street Institutional U.S. Government Money Market Fund-Institutional Class, 0.00% (b)     23,573  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $23,573)     23,573  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $634,226,998)
    589,102,380  
            Other Assets and Liabilities (net) — (0.0%)     (135,419 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 588,966,961  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
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 investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
C.A.B.E.I. - Central American Bank for Economic Integration
CDO - Collateralized Debt Obligation
CMBS - Commercial Mortgage Backed Security
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
u These securities are primarily backed by subprime mortgages.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust.
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   5


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $2,657,868) (Note 2)
  $ 1,950,569  
Investments in affiliated issuers, at value (cost $631,569,130) (Notes 2 and 10)
    587,151,811  
Receivable for investments sold
    50,821  
Receivable for Fund shares sold
    2,334,129  
Interest receivable
    754  
Receivable for expenses reimbursed by Manager (Note 5)
    21,793  
Miscellaneous receivable
    46  
         
Total assets
    591,509,923  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    2,384,996  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    945  
Accrued expenses
    157,021  
         
Total liabilities
    2,542,962  
         
Net assets
  $ 588,966,961  
         
Net assets consist of:
       
Paid-in capital
  $ 623,963,387  
Distributions in excess of net investment income
    (10,181,304 )
Accumulated net realized gain
    20,309,496  
Net unrealized depreciation
    (45,124,618 )
         
    $ 588,966,961  
         
Net assets attributable to:
       
Class III shares
  $ 588,966,961  
         
Shares outstanding:
       
Class III
    25,705,093  
         
Net asset value per share:
       
Class III
  $ 22.91  
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 9,701,998  
Interest
    706,863  
Dividends from unaffiliated issuers
    7  
         
Total investment income
    10,408,868  
         
Expenses:
       
Legal fees
    56,856  
Audit and tax fees
    32,568  
Trustees fees and related expenses (Note 5)
    30,051  
Custodian, fund accounting agent and transfer agent fees
    26,128  
Registration fees
    24,909  
Trust Officers or agents unaffiliated with the Manager (Note 5)
    10,254  
Miscellaneous
    13,616  
         
Total expenses
    194,382  
Fees and expenses reimbursed by Manager (Note 5)
    (154,077 )
Expense reductions (Note 2)
    (719 )
         
Net expenses
    39,586  
         
Net investment income (loss)
    10,369,282  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    2,517,119  
Investments in affiliated issuers
    176,986,658  
Realized gains distributions from affiliated issuers (Note 10)
    37,414,553  
         
Net realized gain (loss)
    216,918,330  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (3,577,325 )
Investments in affiliated issuers
    (168,340,161 )
         
Net unrealized gain (loss)
    (171,917,486 )
         
Net realized and unrealized gain (loss)
    45,000,844  
         
Net increase (decrease) in net assets resulting from operations
  $ 55,370,126  
         

         
    See accompanying notes to the financial statements.   7


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 10,369,282     $ 33,385,813  
Net realized gain (loss)
    216,918,330       (21,339,274 )
Change in net unrealized appreciation (depreciation)
    (171,917,486 )     151,446,348  
                 
                 
Net increase (decrease) in net assets from operations
    55,370,126       163,492,887  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (24,004,953 )     (41,863,110 )
                 
Net share transactions (Note 9):
               
Class III
    (2,613,078,575 )     1,314,856,688  
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    107,106       914,185  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (2,612,971,469 )     1,315,770,873  
                 
                 
Total increase (decrease) in net assets
    (2,581,606,296 )     1,437,400,650  
                 
Net assets:
               
Beginning of period
    3,170,573,257       1,733,172,607  
                 
End of period (including distributions in excess of net investment income of $10,181,304 and accumulated undistributed net investment income of $3,454,367, respectively)
  $ 588,966,961     $ 3,170,573,257  
                 

         
8
  See accompanying notes to the financial statements.    


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 22.72     $ 21.49     $ 17.51     $ 25.30     $ 26.92     $ 27.76  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.09       0.36       0.64       3.21       1.19       0.80  
Net realized and unrealized gain (loss)
    0.27       1.28       4.11       (6.72 )     1.18       1.63  
                                                 
                                                 
Total from investment operations
    0.36       1.64       4.75       (3.51 )     2.37       2.43  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.17 )     (0.41 )     (0.75 )     (3.71 )     (1.12 )     (1.16 )
From net realized gains
                (0.02 )     (0.57 )     (2.87 )     (2.11 )
                                                 
                                                 
Total distributions
    (0.17 )     (0.41 )     (0.77 )     (4.28 )     (3.99 )     (3.27 )
                                                 
                                                 
Net asset value, end of period
  $ 22.91     $ 22.72     $ 21.49     $ 17.51     $ 25.30     $ 26.92  
                                                 
                                                 
Total Return(b)
    1.59 %**     7.69 %     27.18 %     (15.11 )%     8.60 %     9.31 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 588,967     $ 3,170,573     $ 1,733,173     $ 1,436,951     $ 1,610,066     $ 1,296,396  
Net expenses to average daily net assets(c)(d)
    0.00 %(e)*     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %
Net investment income (loss) to average daily net assets(a)
    0.80 %*     1.63 %     3.14 %     14.05 %     4.30 %     2.94 %
Portfolio turnover rate
    17 %**     19 %     24 %     40 %     57 %     45 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.01 %     0.01 %     0.01 %     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 %(f)   $ 0.01     $ 0.01     $ 0.00 (f)   $ 0.00 (f)   $ 0.00 (f)
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) Net expenses to average daily net assets were less than 0.01%.
(e) The net expense ratio does not include the effect of expense reductions.
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   9


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Benchmark-Free Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks a positive total return. The Fund does not have a particular securities market index as a benchmark and does not seek to outperform a particular index or blend of indices (e.g., the Fund seeks positive return, not “relative” return). The Fund is a fund of funds and invests primarily in shares of other GMO Funds, which may include the GMO International Equity Funds, the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Debt Opportunities Fund, GMO High Quality Short-Duration Bond Fund, GMO Special Situations Fund and GMO World Opportunity Overlay Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities (particularly asset-backed securities) directly or through one or more subsidiaries or other entities. The Fund implements its strategy by allocating its assets among asset classes represented by the underlying funds (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities). The Fund is not restricted in its exposure to any particular asset class, and at times may be substantially invested in underlying funds that primarily invest in a single asset class (e.g., GMO Fixed Income Funds). In addition, the Fund is not restricted in its exposure to any particular market. Although the Fund generally will have exposure to both emerging countries and developed countries, including the U.S., at times, it also may have substantial exposure to a particular country or type of country (e.g., emerging countries).
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments. The Manager’s ability to shift investments among the underlying funds is not subject to any limits. The Fund may invest substantially all of its assets in a few underlying funds that primarily invest in the same asset class and may, at times, also invest a substantial portion of its assets in a single underlying fund.

         
10
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or on GMO.com. As of August 31, 2011, shares of GMO Alternative Asset Opportunity Fund, GMO Special Situations Fund and GMO World Opportunity Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the Fund and the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.7% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
        11


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund either directly or through investments in the underlying funds that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      34.2 %
           
Futures Contracts
      (0.2 )
           
Swap Agreements
      0.7  
           
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 1.1% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements.

         
12
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR rate.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 587,151,811     $     $     $ 587,151,811  
Debt Obligations
                               
Asset-Backed Securities
          175,000       1,658,577       1,833,577  
U.S. Government Agency
                93,419       93,419  
                                 
TOTAL DEBT OBLIGATIONS
          175,000       1,751,996       1,926,996  
                                 
Short-Term Investments
    23,573                   23,573  
                                 
Total Investments
    587,175,384       175,000       1,751,996       589,102,380  
                                 
Total
  $ 587,175,384     $ 175,000     $ 1,751,996     $ 589,102,380  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 6.1% and (0.1)% of total net assets, respectively.

         
        13


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments still
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  as of
    Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Debt Obligations
                                                                                 
Asset-Backed Securities
  $ 21,992,549     $      —     $ (19,711,808 )   $ 100,963     $ 1,489,740     $ (2,212,867 )   $      —     $      —     $ 1,658,577       $ 388,066  
U.S. Government Agency
    167,552             (74,697 )     (335 )     368       531                   93,419         531  
                                                                                   
Total Debt Obligations
    22,160,101             (19,786,505 )     100,628       1,490,108       (2,212,336 )                 1,751,996         388,597  
                                                                                   
Total
  $ 22,160,101     $     $ (19,786,505 )   $ 100,628     $ 1,490,108     $ (2,212,336 )   $     $     $ 1,751,996       $ 388,597  
                                                                                   
 
            * The fund accounts for investments transferred into Level 3 at the value at the beginning of the period and transfers out of Level 3 at the value at the end of the period.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and

         
14
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2018
  $ (111,308,319 )
February 28, 2019
    (10,499,416 )
         
Total
  $ (121,807,735 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership Activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 660,104,931     $ 2,679,809     $ (73,682,360 )   $ (71,002,551 )    
 
For the period ended August 31, 2011, the Fund had net realized gains attributed to redemption in-kind transactions of $152,840,355.
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way

         
        15


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.09% of the amount invested or redeemed.
 
Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as

         
16
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
        17


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of companies with smaller market capitalizations often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalization.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding

         
18
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. Below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.

         
        19


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also

         
20
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.

         
        21


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $30,051 and $10,254, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.429%
    0.074%     0.003%     0.506%
                   

         
22
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 74,697  
Investments (non-U.S. Government securities)
    562,666,158       426,919,409  
 
Proceeds from sales of securities for in-kind transactions for the period ended August 31, 2011 were $2,725,183,510.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 25.58% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 6.31% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 84.92% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        23


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    9,237,047     $ 211,006,908       59,229,938     $ 1,321,541,427  
Shares issued to shareholders in reinvestment of distributions
    1,012,211       23,233,585       1,774,179       39,532,172  
Shares repurchased
    (124,118,981 )     (2,847,319,068 )     (2,092,173 )     (46,216,911 )
Purchase premiums
          3,366             906,386  
Redemption fees
          103,740             7,799  
                                 
Net increase (decrease)
    (113,869,723 )   $ (2,612,971,469 )     58,911,944     $ 1,315,770,873  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Alpha Only Fund, Class IV
  $ 599,996,684     $ 186,813,371     $ 680,811,716     $     $     $ 132,309,712  
GMO Alternative Asset Opportunity Fund
    24,921,958             19,873,053                   4,385,783  
GMO Asset Allocation Bond Fund, Class VI
    244,450,911       70,233,544       287,452,367       902,697       11,911,427       21,511,391  
GMO Currency Hedged International Equity Fund, Class III
    363,301,368       43,268,223       328,054,098             1,635,149       59,445,703  
GMO Emerging Country Debt Fund, Class IV
    54,942,811       4,115,645       50,921,505       565,954             11,339,113  
GMO Emerging Markets Fund, Class VI
    340,226,922       54,384,899       312,663,814             23,867,977       60,803,533  
GMO Flexible Equities Fund, Class VI
    72,002,968       84,742,023       125,739,638                   29,636,461  
GMO Quality Fund, Class VI
    851,695,924       79,143,435       786,280,048       8,233,347             154,606,311  

         
24
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Special Situations Fund, Class VI
  $ 148,674,177     $ 9,442,288     $ 128,597,086     $     $     $ 25,686,189  
GMO Strategic Fixed Income Fund, Class VI
    417,114,334       30,522,730       385,007,267                   83,459,257  
GMO World Opportunity Overlay Fund
    22,044,262             18,133,125                   3,968,358  
                                                 
Totals
  $ 3,139,372,319     $ 562,666,158     $ 3,123,533,717     $ 9,701,998     $ 37,414,553     $ 587,151,811  
                                                 
 
11. Subsequent events
 
On October 12, 2011, the Fund mailed a proxy statement to its shareholders seeking the approval of a new management contract. Under that new management contract, the Fund would pay GMO a management fee of 0.65%.
 
Subsequent to August 31, 2011, the Fund received redemption requests in the amount of $418,286,949.

         
        25


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
1. Approval of renewal of management agreement for GMO Benchmark-Free Allocation Fund.
 
In determining to approve the renewal of the management agreement of the Fund (the “Current Management Contract”) for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Current Management Contract. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Current Management Contract. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Current Management Contract. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees considered that the Fund seeks a positive total return and does not seek to outperform a particular securities market index or blend of market indices. The Trustees also considered the Fund’s investment performance as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven-year periods and for the life of the Fund, and information prepared by the third-party data services, various other statistical measures of the Fund’s performance, and factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the comparative data provided by the third-party data services was based on peer groups that included funds with investment approaches that were substantially different from that of the Fund and gave correspondingly less weight to that information. The

         
26
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Current Management Contract or the Fund’s shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the Current Management Contract. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the Current Management

         
        27


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Contract was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Current Management Contract.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Current Management Contract for an additional twelve-month period commencing June 30, 2011.
 
2. Approval of new amended and restated management agreement for GMO Benchmark-Free Allocation Fund.
 
At a meeting of the Trust’s Board of Trustees held on June 3, 2011, the Trust’s Independent Trustees considered the terms of a proposed new amended and restated management agreement between the Trust, on behalf of the Fund, and the Manager, with respect to the Fund that will implement a new management fee for the Fund (the “New Management Contract”) and determined to recommend its approval to the full Board of Trustees. At a meeting held on June 14, 2011, the Board of Trustees, including all of the Independent Trustees, approved the New Management Contract and resolved to recommend approval of the New Management Contract by the Fund’s shareholders.
 
In connection with its consideration of the New Management Contract, the Independent Trustees met privately with its independent legal counsel and independent compliance consultant. In addition to the information the Board of Trustees took into account in connection with its approval of the Current Management Contract on May 31, 2011 described above, the Board of Trustees also considered the following factors, among others: (i) that the Manager is not currently being paid by the Fund for what the Trustees believe to be valuable asset allocation services; (ii) under the New Management Contract, the Manager’s management fee would be reduced or waived by an amount equal to the net management fees that are paid to the Manager and indirectly borne by the Fund as a result of the Fund’s investment in other funds of the Trust (after any waivers/reimbursements by the Manager to those other funds); (iii) the Fund’s management fee under the New Management Contract compares favorably with the fees paid by the Manager’s institutional accounts for the Manager’s real return strategies; (iv) the Fund’s current estimated total expenses under the New Management Contract would remain below the median of leading competitors identified by the Manager; and (v) the total direct and indirect fees paid by the Fund to the

         
28
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager for management services under the New Management Contract will be at least 0.65% of the Fund’s average daily net assets per annum and could be higher depending on the allocation of the Fund’s assets among other funds of the Trust.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services to be provided supported the approval of the New Management Contract.
 
Following their review, on June 14, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the New Management Contract for an initial period ending on the second anniversary of the agreement’s execution.

         
        29


 

GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
30
       


 

 
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.51 %   $ 1,000.00     $ 1,015.90     $ 2.58  
2) Hypothetical
    0.51 %   $ 1,000.00     $ 1,022.57     $ 2.59  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        31


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    61.7 %
Debt Obligations
    19.5  
Short-Term Investments
    16.5  
Preferred Stocks
    1.5  
Swap Agreements
    0.3  
Options Purchased
    0.3  
Loan Participations
    0.1  
Investment Funds
    0.2  
Loan Assignments
    0.1  
Futures Contracts
    0.0 Ù
Rights/Warrants
    0.0 Ù
Promissory Notes
    0.0 Ù
Forward Currency Contracts
    (0.1 )
Written Options
    (0.1 )
Reverse Repurchase Agreements
    (1.2 )
Other
    1.2  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    47.4 %
Emerging***
    17.5  
Japan
    10.4  
Australia
    9.7  
United Kingdom
    4.7  
France
    2.2  
Germany
    1.4  
New Zealand
    1.4  
Netherlands
    0.9  
Switzerland
    0.9  
Italy
    0.7  
Canada
    0.4  
Hong Kong
    0.4  
Singapore
    0.4  
Spain
    0.4  
Belgium
    0.3  
Sweden
    0.3  
Denmark
    0.2  
Austria
    0.1  

         
        1


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country / Region Summary**   % of Investments  
Finland
    0.1 %
Greece
    0.1  
Ireland
    0.1  
         
      100.0 %
         
 
Ù Rounds to 0.0%
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”) except for GMO Alpha Only Fund.
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund and GMO Special Situations Fund. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Argentina, Brazil, Chile, China, Colombia, Congo, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, Turkey and Venezuela.

         
2
       


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
     
    25,148,509     GMO Alpha Only Fund, Class IV     622,425,608  
      627,907     GMO Alternative Asset Opportunity Fund     19,992,562  
      4,198,543     GMO Asset Allocation Bond Fund, Class VI     102,822,307  
      13,159,844     GMO Currency Hedged International Equity Fund, Class III     275,961,932  
      5,357,780     GMO Emerging Country Debt Fund, Class IV     51,970,465  
      22,315,771     GMO Emerging Markets Fund, Class VI     286,980,821  
      7,718,501     GMO Flexible Equities Fund, Class VI     138,315,545  
      34,599,161     GMO Quality Fund, Class VI     725,544,408  
      4,607,020     GMO Special Situations Fund, Class VI     123,974,921  
      23,657,940     GMO Strategic Fixed Income Fund, Class VI     393,431,549  
      798,754     GMO World Opportunity Overlay Fund     18,299,457  
                     
                     
            TOTAL MUTUAL FUNDS (COST $2,762,513,884)     2,759,719,575  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      38,459     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     38,459  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $38,459)     38,459  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $2,762,552,343)
    2,759,758,034  
            Other Assets and Liabilities (net) — (0.0%)     (18,241 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 2,759,739,793  
                     

         
    See accompanying notes to the financial statements.   3


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)


 
Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $38,459) (Note 2)
  $ 38,459  
Investments in affiliated issuers, at value (cost $2,762,513,884) (Notes 2 and 10)
    2,759,719,575  
Receivable for Fund shares sold
    7,634,602  
Receivable for expenses reimbursed by Manager (Note 5)
    23,459  
Miscellaneous receivable
    6,802  
         
Total assets
    2,767,422,897  
         
         
Liabilities:
       
Payable for investments purchased
    7,557,211  
Payable for Fund shares repurchased
    84,086  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    1,759  
Accrued expenses
    40,048  
         
Total liabilities
    7,683,104  
         
Net assets
  $ 2,759,739,793  
         
Net assets consist of:
       
Paid-in capital
  $ 2,759,343,195  
Accumulated undistributed net investment income
    2,774,417  
Accumulated net realized gain
    416,490  
Net unrealized depreciation
    (2,794,309 )
         
    $ 2,759,739,793  
         
Net assets attributable to:
       
Class III shares
  $ 2,759,739,793  
         
Shares outstanding:
       
Class III
    137,270,565  
         
Net asset value per share:
       
Class III
  $ 20.10  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)


Statement of Operations — Period from June 15, 2011 (commencement of operations) through
August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 2,779,306  
         
Total investment income
    2,779,306  
         
Expenses:
       
Audit and tax fees
    19,327  
Custodian, fund accounting agent and transfer agent fees
    11,319  
Legal fees
    7,931  
Trustees fees and related expenses (Note 5)
    3,080  
Registration fees
    693  
Miscellaneous
    11,390  
         
Total expenses
    53,740  
Fees and expenses reimbursed by Manager (Note 5)
    (48,851 )
         
Net expenses
    4,889  
         
Net investment income (loss)
    2,774,417  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    416,490  
         
Net realized gain (loss)
    416,490  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (2,794,309 )
         
Net realized and unrealized gain (loss)
    (2,377,819 )
         
Net increase (decrease) in net assets resulting from operations
  $ 396,598  
         

         
    See accompanying notes to the financial statements.   5


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)


 
Statement of Changes in Net Assets
 
         
    Period from
    June 15, 2011
    (commencement
    of operations)
    through
    August 31, 2011
    (Unaudited)
Increase (decrease) in net assets:
       
Operations:
       
Net investment income (loss)
  $ 2,774,417  
Net realized gain (loss)
    416,490  
Change in net unrealized appreciation (depreciation)
    (2,794,309 )
         
Net increase (decrease) in net assets from operations
    396,598  
         
Net share transactions (Note 9):
       
Class III
    2,759,320,763  
Purchase premiums and redemption fees (Notes 2 and 9):
       
Class III
    22,432  
         
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    2,759,343,195  
         
         
Total increase (decrease) in net assets
    2,759,739,793  
         
Net assets:
       
Beginning of period
     
         
End of period (including accumulated undistributed net investment income of $2,774,417)
  $ 2,759,739,793  
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)


Financial Highlights
(For a Class III share outstanding throughout the period)
 
         
    Period from
    June 15, 2011
    (commencement
    of operations)
    through
    August 31, 2011
    (Unaudited)
 
Net asset value, beginning of period
  $ 20.00  
         
         
Income (loss) from investment operations:
       
Net investment income (loss)(a)†
    0.03  
Net realized and unrealized gain (loss)
    0.07 (b)
         
         
Total from investment operations
    0.10  
         
         
Net asset value, end of period
  $ 20.10  
         
         
Total Return(c)
    0.50 %**
         
Ratios/Supplemental Data:
       
Net assets, end of period (000’s)
  $ 2,759,740  
Net expenses to average daily net assets(d)(e)
    0.00 %*
Net investment income (loss) to average daily net assets(a)
    0.73 %*
Portfolio turnover rate
    11 %**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (f)
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain(loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
Benchmark-Free Fund (the “Fund”) commenced operations on June 15, 2011.
 
GMO Benchmark-Free Fund is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks a positive total return. The Fund does not have a particular securities market index as a benchmark and does not seek to outperform a particular index or blend of indices (e.g., the Fund seeks positive return, not “relative” return). The Fund is a fund of funds and invests primarily in shares of other GMO Funds, which may include the GMO International Equity Funds, the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Debt Opportunities Fund, GMO High Quality Short-Duration Bond Fund, GMO Special Situations Fund, and GMO World Opportunity Overlay Fund (GMO Funds in which the Fund invests are collectively referred to as, the “underlying funds”). In addition, the Fund may hold securities (particularly asset-backed securities) directly or through one or more subsidiaries or other entities. The Fund implements its strategy by allocating its assets among asset classes represented by the underlying funds (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income, and commodities). The Fund is not restricted in its exposure to any particular asset class, and at times may be substantially invested in underlying funds that primarily invest in a single asset class (e.g., Fixed Income Funds). In addition, the Fund is not restricted in its exposure to any particular market. Although the Fund generally will have exposure to both emerging countries and developed countries, including the U.S., at times, it also may have substantial exposure to a particular country or type of country (e.g., emerging countries).
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income, and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments. The Manager’s ability to shift investments among the underlying funds is not subject to any limits. The Fund may invest substantially all of its assets in a few underlying funds that primarily invest in the same asset class and may, at times, also invest a substantial portion of its assets in a single underlying fund.
 
The Fund also may invest in unaffiliated money market funds and GMO U.S. Treasury Fund.

         
8
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Currently, shares of the Fund are not publicly offered and are principally available for purchase by other GMO Funds and certain other accredited investors.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). As of August 31, 2011, shares of GMO Alternative Asset Opportunity Fund, GMO Special Situations Fund and GMO World Opportunity Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.7% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
        9


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or through investments in the underlying funds, that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      34.2 %
           
Futures Contracts
      (0.2 )%
           
Swap Agreements
      0.7 %
           
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented less than 1.1% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements.

         
10
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 2,759,719,575     $      —     $      —     $ 2,759,719,575  
Short-Term Investments
    38,459                   38,459  
                                 
Total Investments
    2,759,758,034                   2,759,758,034  
                                 
Total
  $ 2,759,758,034     $     $     $ 2,759,758,034  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 5.8% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at August 31, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all

         
        11


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
Capital losses realized in the future, if any, could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 2,762,651,020     $ 27,087,008     $ (29,979,994 )   $ (2,892,986 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at

         
12
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the period ended August 31, 2011.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.09% of the amount invested or redeemed.
 
Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.

         
        13


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those

         
14
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of companies with smaller market capitalizations often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalization.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.

         
        15


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. Below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
16
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness

         
        17


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and

         
18
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $3,080 and $1,809, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.435%
    0.075%     0.003%     0.513%
                   
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $2,946,538,388 and $184,440,994, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
        19


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 21.13% of the outstanding shares of the Fund were held by two shareholders. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                 
    Period from
    June 15, 2011
    (commencement of
    operations) through
    August 31, 2011
    (Unaudited)
Class III:   Shares   Amount
         
 
Shares sold
    137,274,748     $ 2,759,404,849  
Shares repurchased
    (4,183 )     (84,086 )
Purchase premiums
          22,432  
                 
Net increase (decrease)
    137,270,565     $ 2,759,343,195  
                 

         
20
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Alpha Only Fund, Class IV
  $      —     $ 660,088,867     $ 50,168,287     $      —     $      —     $ 622,425,608  
GMO Alternative Asset Opportunity Fund
          19,873,053                         19,992,562  
GMO Asset Allocation Bond Fund, Class VI
          238,707,686       134,247,707       1,202,998             102,822,307  
GMO Currency Hedged International Equity Fund, Class III
          288,162,295                         275,961,932  
GMO Emerging Country Debt Fund, Class IV
          51,325,960             217,065             51,970,465  
GMO Emerging Markets Fund, Class VI
          299,398,796                         286,980,821  
GMO Flexible Equities Fund, Class VI
          142,547,699                         138,315,545  
GMO Quality Equity Fund, Class VI
          725,346,727       25,000       1,359,243             725,544,408  
GMO Special Situations Fund, Class VI
          124,390,899                         123,974,921  
GMO Strategic Fixed Income Fund, Class VI
          378,563,281                         393,431,549  
GMO World Opportunity Overlay Fund
          18,133,125                         18,299,457  
                                                 
Totals
  $     $ 2,946,538,388     $ 184,440,994     $ 2,779,306     $     $ 2,759,719,575  
                                                 

         
        21


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the initial management agreement of the Fund, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. At a meeting on April 27, 2011, the Trustees discussed materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to the Trustees for purposes of considering the Manager’s proposal to establish the Fund as a new series of the Trust and the proposed new management agreement between the Trust, on behalf of the Fund, and the Manager.
 
At meetings throughout the year, the Trustees had considered information relevant to approval of the Fund’s management agreement, including information provided at meetings with the Manager’s investment advisory personnel (including members of the Manager’s Asset Allocation Division, the investment division that would be responsible for day-to-day management of the Fund) with respect to other series of the Trust (collectively, the “funds”). In addition to that information the Trustees considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel who would be providing services under the Fund’s management agreement and information concerning the investment philosophy of, and investment process to be applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention to be devoted by the Manager’s senior management to the Fund. The Trustees considered the business reputation of the Manager and its professional liability insurance coverage.
 
Since the Fund had not yet commenced operations, the Trustees were unable to consider its performance. However, the Trustees considered the qualifications and experience of the Asset Allocation Division personnel, the support those personnel received from the Manager, the investment techniques that would be used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques to be used to manage the Fund. Since the Fund had not yet commenced operations, the Trustees were unable to review the Manager’s profitability with respect to the Fund. The Trustees did, however, consider how the proposed fees compared to fees paid by other asset allocation funds of the Trust and so-called “fallout benefits” to the Manager and also possible reputational value to be derived from serving as investment manager to the Fund. As the Fund had not yet commenced operations, the Trustees did not consider possible economies of scale to the Manager associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee to be charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors. The Trustees considered the rigor and discipline with which the Manager would be managing the Fund and the extent and quality of the resources, including human resources, to be brought

         
22
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services to be provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of other funds of the Trust. The Trustees also considered the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also took into account information concerning the Manager’s practices with respect to the execution of portfolio transactions that they received over the course of the year. Finally, the Trustees considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services to be provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund would be consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services to be provided by persons other than the Manager, considering, among other things, the Fund’s estimated total expenses, the Manager’s proposed contractual expense reimbursement arrangement with respect to the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services to be provided supported the approval of the Fund’s management agreement.
 
Following their review, on April 27, 2011, the Trustees who were not “interested persons” of the Trust, in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the Fund’s initial management agreement for an initial period ending on the second anniversary of the agreement’s execution.

         
        23


 

GMO Benchmark-Free Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, as outlined in the notes to the table below.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
24
       


 

 
GMO Benchmark-Free Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.51 %   $ 1,000.00     $ 1,005.00     $ 1.08(a )
2) Hypothetical
    0.51 %   $ 1,000.00     $ 1,022.57     $ 2.59(b )
                                 
 
(a) For the period June 15, 2011 (commencement of operations) through August 31, 2011. Expense is calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the period ended August 31, 2011, multiplied by the average account value over the period, multiplied by 77 days in the period, divided by 366 days in the year.
(b) For the period March 1, 2011 through August 31, 2011. Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        25


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    87.1 %
Short-Term Investments
    24.1  
Options Purchased
    0.4  
Loan Participations
    0.2  
Loan Assignments
    0.1  
Rights/Warrants
    0.0 Ù
Futures Contracts
    0.0 Ù
Promissory Notes
    0.0 Ù
Forward Currency Contracts
    0.0 Ù
Written Options
    (0.0 )Ù
Reverse Repurchase Agreements
    (1.5 )
Swap Agreements
    (1.7 )
Other
    (8.7 )
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    111.0 %
Euro Region***
    13.8  
Emerging****
    3.5  
Canada
    1.6  
Japan
    0.3  
Australia
    0.2  
New Zealand
    0.0 Ù
Norway
    0.0 Ù
Switzerland
    (6.3 )
Sweden
    (10.4 )
United Kingdom
    (13.7 )
         
      100.0 %
         
 
Ù Rounds to 0.0%.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments. For example, U.S. asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of market value (directly and indirectly). Duration is based on the Manager’s models. The greater the duration of a bond,

         
        1


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
the greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using a reference security and applying the same methodology to that security
*** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
**** The “Emerging” exposure is comprised of: Brazil, Chile, China, Congo, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand and Turkey.

         
2
       


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Par Value     Description   Value ($)  
            DEBT OBLIGATIONS — 45.3%        
                     
            Albania — 2.9%        
            Foreign Government Obligations — 2.9%        
USD
    14,281,227     Republic of Albania Par Bond, Zero Coupon, due 08/31/25 (a)     6,854,989  
                     
                     
            Australia — 0.2%        
            Asset-Backed Securities — 0.2%        
USD
    181,534     Crusade Global Trust, Series 07-1, Class A1, 3 mo. LIBOR + .06%, 0.31%, due 04/19/38     175,469  
USD
    255,453     Medallion Trust, Series 05-1G, Class A1, 3 mo. LIBOR + .08%, 0.35%, due 05/10/36     247,280  
                     
            Total Australia     422,749  
                     
                     
            United Kingdom — 0.3%        
            Asset-Backed Securities — 0.3%        
USD
    516,149     Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 01/13/39     474,856  
USD
    31,368     Granite Master Issuer Plc, Series 06-2, Class A4, 1 mo. LIBOR + .04%, 0.29%, due 12/20/54     29,518  
USD
    300,000     Permanent Master Issuer Plc, Series 07-1, Class 4A, 3 mo. LIBOR + .08%, 0.33%, due 10/15/33     298,470  
                     
            Total United Kingdom     802,844  
                     
                     
            United States — 41.9%        
            Asset-Backed Securities — 2.9%        
USD
    294,667     Alliance Bancorp Trust, Series 07-S1, Class A1, 144A, 1 mo. LIBOR + .20%, 0.42%, due 05/25/37     14,733  
USD
    130,122     AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, 1 mo. LIBOR + .04%, 0.25%, due 10/06/13     129,771  
USD
    1,027,852     Argent Securities, Inc., Series 06-M1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     304,501  
USD
    868,120     Argent Securities, Inc., Series 06-W5, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     257,995  
USD
    103,272     Argent Securities, Inc., Series 06-M2, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 09/25/36     32,273  
USD
    140,472     Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, 1 mo. LIBOR + .39%, 0.61%, due 01/25/36     98,330  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Par Value     Description   Value ($)  
            Asset-Backed Securities — continued        
USD
    43,637     Capital Auto Receivable Asset Trust, Series 07-2, Class A4B, 1 mo. LIBOR + .40%, 0.61%, due 02/18/14     43,659  
USD
    500,000     Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, 1 mo. LIBOR + 1.25%, 1.46%, due 09/15/17     501,135  
USD
    300,000     College Loan Corp. Trust, Series 07-2, Class A1, 3 mo. LIBOR + .25%, 0.50%, due 01/25/24     299,475  
USD
    455,520     Crest Exeter Street Solar, Series 04-1A, Class A1, 144A, 3 mo. LIBOR + .35%, 0.60%, due 06/28/19     419,078  
USD
    232,945     Daimler Chrysler Auto Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 1.85%, 2.06%, due 11/10/14     233,991  
USD
    644,503     First Franklin Mortgage Loan Asset Backed Certificates, Series 06-FF5, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 04/25/36     397,980  
USD
    96,290     Fremont Home Loan Trust, Series 06-B, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 08/25/36     31,294  
USD
    384,420     Fremont Home Loan Trust, Series 06-A, Class 1A2, 1 mo. LIBOR + .20%, 0.41%, due 05/25/36     231,433  
USD
    791,599     GE Business Loan Trust, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .24%, 0.45%, due 11/15/33     708,481  
USD
    800,000     GS Mortgage Securities Corp., Series 07-EOP, Class A2, 144A, 1 mo. LIBOR + .57%, 1.32%, due 03/06/20     788,000  
USD
    161,820     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     74,437  
USD
    700,000     Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     217,000  
USD
    500,000     Morgan Stanley Capital, Inc., Series 07-HE4, Class A2C, 1 mo. LIBOR + .23%, 0.45%, due 02/25/37     132,500  
USD
    80,696     National Collegiate Student Loan Trust, Series 06-1, Class A2, 1 mo. LIBOR + .14%, 0.36%, due 08/25/23     79,566  
USD
    32,040     Residential Asset Securities Corp., Series 07-KS3, Class AI1, 1 mo. LIBOR + .11%, 0.33%, due 04/25/37     31,761  
USD
    62,159     Residential Funding Mortgage Securities II, Series 03-HS1, Class AII, FGIC, 1 mo. LIBOR + .29%, 0.51%, due 12/25/32     19,269  
USD
    110,854     SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, 1 mo. LIBOR + .19%, 0.41%, due 11/25/35     95,933  
USD
    287,479     Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 05/20/18     282,883  
USD
    168,993     SLM Student Loan Trust, Series 07-A, Class A1, 3 mo. LIBOR + .03%, 0.28%, due 09/15/22     168,148  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Par Value     Description   Value ($)  
            Asset-Backed Securities — continued        
USD
    43,041     Structured Asset Securities Corp., Series 05-S6, Class A2, 1 mo. LIBOR + .29%, 0.51%, due 11/25/35     34,003  
USD
    348,517     Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, 1 mo. LIBOR + 1.20%, 1.41%, due 07/14/14     350,884  
USD
    659,525     Wachovia Auto Owner Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.15%, 1.36%, due 03/20/14     662,539  
USD
    400,000     World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, 1 mo. LIBOR + .13%, 0.34%, due 02/15/17     396,312  
                     
                  7,037,364  
                     
                     
            Corporate Debt — 0.5%        
USD
    350,000     CIT Group, Inc., 144A, 7.00%, due 05/02/16     345,625  
USD
    210,000     CIT Group, Inc., 144A, 7.00%, due 05/04/15     207,375  
USD
    490,000     CIT Group, Inc., 144A, 7.00%, due 05/02/17     480,200  
USD
    117,337     CIT Group, Inc., 7.00%, due 05/01/14     118,065  
                     
                  1,151,265  
                     
                     
            U.S. Government — 29.8%        
USD
    18,799,560     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (b) (c)     19,077,154  
USD
    30,000,000     U.S. Treasury Note, 2.50%, due 03/31/15 (c)     32,137,500  
USD
    10,100,000     U.S. Treasury Receipts, 0.00%, due 02/15/12 (d)     10,052,319  
USD
    10,100,000     U.S. Treasury Receipts, 0.00%, due 08/15/12 (d)     9,991,629  
                     
                  71,258,602  
                     
                     
            U.S. Government Agency — 8.7%        
USD
    20,000,000     Federal National Mortage Assoc.,TBA, 4.00%, due 10/01/40     20,668,750  
                     
            Total United States     100,115,981  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $105,102,998)     108,196,563  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 Shares / 
           
Par Value     Description   Value ($)  
                     
            MUTUAL FUNDS — 63.2%        
                     
            United States — 63.2%        
            Affiliated Issuers        
      746,827     GMO Emerging Country Debt Fund, Class IV     7,244,221  
      7,417,054     GMO Short-Duration Collateral Fund     53,328,619  
      93,858     GMO Special Purpose Holding Fund (e)     40,359  
      1,669,718     GMO U.S. Treasury Fund     41,759,650  
      2,119,934     GMO World Opportunity Overlay Fund     48,567,698  
                     
            Total United States     150,940,547  
                     
                     
            TOTAL MUTUAL FUNDS (COST $156,736,596)     150,940,547  
                     
                     
            SHORT-TERM INVESTMENTS — 0.7%        
                     
            Money Market Funds — 0.2%        
      394,713     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (f)     394,713  
                     
                     
            U.S. Government — 0.5%        
USD
    200,000     U.S. Treasury Bill, 0.07%, due 05/31/12 (c) (g)     199,898  
USD
    1,100,000     U.S. Treasury Bill, 0.08%, due 06/28/12 (c) (g)     1,099,247  
                     
            Total U.S. Government (COST $1,298,177)     1,299,145  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $1,692,890)     1,693,858  
                     
                     
            TOTAL INVESTMENTS — 109.2%
(Cost $263,532,484)
    260,830,968  
            Other Assets and Liabilities (net) — (9.2%)     (21,992,636 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 238,838,332  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
9/27/11
    Citibank N.A.     AUD     1,700,000     $ 1,811,433     $ (51,410 )
9/27/11
    Credit Suisse International     AUD     800,000       852,439       16,463  
9/27/11
    Deutsche Bank AG     AUD     8,000,000       8,524,392       (52,052 )
10/04/11
    Credit Suisse International     CAD     1,400,000       1,428,495       16,892  
10/04/11
    Deutsche Bank AG     CAD     2,500,000       2,550,884       (7,412 )
9/06/11
    Citibank N.A.     CHF     2,000,000       2,482,110       (115,124 )
9/06/11
    Credit Suisse International     CHF     500,000       620,527       (7,377 )
9/06/11
    Deutsche Bank AG     CHF     2,800,000       3,474,954       7,453  
9/06/11
    Goldman Sachs International     CHF     600,000       744,633       (2,491 )
9/13/11
    Deutsche Bank AG     EUR     6,100,000       8,761,443       35,393  
10/11/11
    Citibank N.A.     GBP     600,000       973,558       (19,436 )
10/11/11
    Credit Suisse International     GBP     1,100,000       1,784,856       (30,038 )
10/11/11
    Deutsche Bank AG     GBP     2,400,000       3,894,231       (34,809 )
10/11/11
    Royal Bank of Scotland PLC     GBP     1,600,000       2,596,154       (23,547 )
9/20/11
    Citibank N.A.     JPY     30,000,000       391,852       12,466  
9/20/11
    Deutsche Bank AG     JPY     320,000,000       4,179,759       130,100  
9/20/11
    Royal Bank of Scotland PLC     JPY     80,000,000       1,044,940       1,519  
10/25/11
    Deutsche Bank AG     NZD     14,400,000       12,220,910       370,718  
                                 
                        $ 58,337,570     $ 247,308  
                                 
Sales #
                                   
9/27/11
    Citibank N.A.     AUD     1,700,000     $ 1,811,433     $ (64,836 )
9/27/11
    Credit Suisse International     AUD     1,200,000       1,278,659       (31,571 )
9/27/11
    Deutsche Bank AG     AUD     900,000       958,994       (53,126 )
10/04/11
    Citibank N.A.     CAD     4,200,000       4,285,485       20,837  
10/04/11
    Credit Suisse International     CAD     3,900,000       3,979,379       (35,357 )
10/04/11
    Deutsche Bank AG     CAD     2,700,000       2,754,955       90,325  
10/04/11
    Royal Bank of Scotland PLC     CAD     3,900,000       3,979,379       (3,156 )
9/06/11
    Credit Suisse International     CHF     1,200,000       1,489,266       32,463  
9/06/11
    Deutsche Bank AG     CHF     6,400,000       7,942,751       (280,833 )
9/06/11
    Royal Bank of Scotland PLC     CHF     500,000       620,528       58,050  
9/13/11
    Citibank N.A.     EUR     900,000       1,292,672       (28,802 )
9/13/11
    Credit Suisse International     EUR     1,100,000       1,579,932       (14,943 )

         
    See accompanying notes to the financial statements.   7


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
9/13/11
    Deutsche Bank AG     EUR     1,200,000     $ 1,723,563     $ 1,176  
9/13/11
    Goldman Sachs International     EUR     900,000       1,292,672       (5,591 )
9/13/11
    Royal Bank of Scotland PLC     EUR     1,900,000       2,728,974       (22,060 )
10/11/11
    Deutsche Bank AG     GBP     3,100,000       5,030,048       22,952  
9/20/11
    Citibank N.A.     JPY     60,000,000       783,705       (15,011 )
9/20/11
    Deutsche Bank AG     JPY     170,000,000       2,220,497       (2,667 )
9/20/11
    Royal Bank of Scotland PLC     JPY     90,000,000       1,175,557       (10,855 )
10/25/11
    Credit Suisse International     NZD     1,400,000       1,188,144       (31,772 )
                                 
                        $ 48,116,593     $ (374,777 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Forward Cross Currency Contracts
 
                                             
                Net Unrealized
Settlement
      Deliver/Units
  Receive/In
  Appreciation
Date   Counterparty   of Currency   Exchange For   (Depreciation)
 
10/18/11
    Deutsche Bank AG     EUR     7,300,000       NOK       57,413,400     $ 194,674  
      Goldman Sachs                                      
10/18/11
    International     EUR     400,000       NOK       3,157,256       12,771  
      Credit Suisse                                      
10/18/11
    International     NOK     6,305,040       EUR       800,000       (23,781 )
      Goldman Sachs                                      
10/18/11
    International     NOK     7,084,125       EUR       900,000       (25,072 )
      Credit Suisse                                      
11/01/11
    International     EUR     500,000       SEK       4,567,000       83  
11/01/11
    Deutsche Bank AG     EUR     600,000       SEK       5,482,260       391  
                                         
                                        $ 159,066  
                                         

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
8
    Australian Government Bond 10 Yr.     September 2011   $ 968,553     $ 7,441  
24
    Canadian Government Bond 10 Yr.     December 2011     3,178,647       (23,610 )
119
    Euro Bund     September 2011     23,054,996       221,737  
147
    U.S. Treasury Note 10 Yr. (CBT)     September 2011     19,114,594       (98,409 )
                         
                $ 46,316,790     $ 107,159  
                         
Sales
                           
13
    U.S. Treasury Bond 30 Yr. (CBT)     September 2011   $ 1,785,062     $ 19,961  
243
    U.S. Treasury Note 2 Yr. (CBT)     September 2011     53,589,094       (136,541 )
65
    U.S. Treasury Note 5 Yr. (CBT)     September 2011     8,027,500       (46,487 )
167
    UK Gilt Long Bond     December 2011     34,389,455       222,402  
                         
                $ 97,791,111     $ 59,335  
                         
 
Swap Agreements
 
Credit Default Swaps
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread(1)   Entity   Contract(2)   (Depreciation)
 
  2,000,000     USD   12/20/2013   Barclays Bank PLC   Receive   0.25%   3.93%   SLM Corp.     2,000,000     USD   $ (159,254 )
                                                     
Premiums to (Pay) Receive
  $  —  
         
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional

         
    See accompanying notes to the financial statements.   9


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e. higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Variable Rate   (Depreciation)
 
  13,500,000     CHF   9/21/2016   Barclays Bank PLC   Receive   1.90%   6 Month CHF LIBOR   $ 736,855  
  6,900,000     CHF   9/21/2016   Citibank N.A.   Receive   1.90%   6 Month CHF LIBOR     376,615  
  65,400,000     SEK   9/21/2016   Citibank N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (653,761 )
                JPMorgan Chase                    
  42,600,000     SEK   9/21/2016   Bank, N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (425,844 )
  52,000,000     SEK   9/21/2016   Barclays Bank PLC   (Pay)   3.90%   3 Month SEK STIBOR     (519,810 )
                                     
                                $ (485,945 )
                                     
Premiums to (Pay) Receive
  $ (104,875 )
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  175,000,000     USD   2/17/2012   Merrill Lynch
Capital Services, Inc.
  1 month
LIBOR -0.15%
  Lehman Aggregate
Total Return Index
  $ (900,219 )
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
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 investors.
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
SEK STIBOR - Stockholm Interbank Offered Rate denominated in Swedish Krona.
TBA - To Be Announced - Delayed Delivery Security
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
 
(a) Security is backed by the U.S. Government.
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any. (Note 4).
(d) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust.
(e) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(f) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(g) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar

         
    See accompanying notes to the financial statements.   11


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $106,795,888) (Note 2)
  $ 109,890,421  
Investments in affiliated issuers, at value (cost $156,736,596) (Notes 2 and 10)
    150,940,547  
Dividends and interest receivable
    472,920  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,024,726  
Receivable for open swap contracts (Note 4)
    1,113,470  
Receivable for variation margin on open futures contracts (Note 4)
    1,067,938  
Receivable for expenses reimbursed by Manager (Note 5)
    20,638  
         
Total assets
    264,530,660  
         
         
Liabilities:
       
Payable for investments purchased – delayed delivery securities
    20,796,885  
Payable for Fund shares repurchased
    100,000  
Payable to affiliate for (Note 5):
       
Management fee
    51,020  
Shareholder service fee
    22,504  
Trustees and Trust Officers or agents unaffiliated with the Manager
    137  
Due to broker for open futures contracts
    955,797  
Unrealized depreciation on open forward currency contracts (Note 4)
    993,129  
Payable for open swap contracts (Note 4)
    2,658,888  
Accrued expenses
    113,968  
         
Total liabilities
    25,692,328  
         
Net assets
  $ 238,838,332  
         
Net assets consist of:
       
Paid-in capital
  $ 415,580,217  
Accumulated undistributed net investment income
    1,867,552  
Accumulated net realized loss
    (174,458,338 )
Net unrealized depreciation
    (4,151,099 )
         
    $ 238,838,332  
         
Net assets attributable to:
       
Class III shares
  $ 49,543,242  
         
Class IV shares
  $ 189,295,090  
         
Shares outstanding:
       
Class III
    6,568,236  
         
Class IV
    25,047,313  
         
Net asset value per share:
       
Class III
  $ 7.54  
         
Class IV
  $ 7.56  
         

         
12
  See accompanying notes to the financial statements.    


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 1,975,659  
Dividends from affiliated issuers (Note 10)
    489,571  
Dividends from unaffiliated issuers
    2  
         
Total investment income
    2,465,232  
         
Expenses:
       
Management fee (Note 5)
    293,573  
Shareholder service fee – Class III (Note 5)
    36,802  
Shareholder service fee – Class IV (Note 5)
    92,895  
Custodian, fund accounting agent and transfer agent fees
    62,560  
Audit and tax fees
    42,136  
Legal fees
    4,600  
Registration fees
    4,048  
Trustees fees and related expenses (Note 5)
    1,722  
Miscellaneous
    6,879  
         
Total expenses
    545,215  
Fees and expenses reimbursed by Manager (Note 5)
    (118,864 )
Expense reductions (Note 2)
    (5 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (15,731 )
Shareholder service fee waived (Note 5)
    (3,714 )
         
Net expenses
    406,901  
         
Net investment income (loss)
    2,058,331  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    (561,156 )
Investments in affiliated issuers
    (147,720 )
Realized gains distributions from affiliated issuers (Note 10)
    1,236  
Futures contracts
    (3,853,304 )
Written options
    358,868  
Swap contracts
    17,419,678  
Foreign currency, forward contracts and foreign currency related transactions
    (18,252 )
         
Net realized gain (loss)
    13,199,350  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    1,122,286  
Investments in affiliated issuers
    (388,183 )
Futures contracts
    62,120  
Written options
    (330,276 )
Swap contracts
    (4,127,320 )
Foreign currency, forward contracts and foreign currency related transactions
    535,051  
         
Net unrealized gain (loss)
    (3,126,322 )
         
Net realized and unrealized gain (loss)
    10,073,028  
         
Net increase (decrease) in net assets resulting from operations
  $ 12,131,359  
         

         
    See accompanying notes to the financial statements.   13


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 2,058,331     $ 4,664,508  
Net realized gain (loss)
    13,199,350       13,355,190  
Change in net unrealized appreciation (depreciation)
    (3,126,322 )     16,689,965  
                 
                 
Net increase (decrease) in net assets from operations
    12,131,359       34,709,663  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (655,371 )     (3,608,961 )
Class IV
    (2,445,189 )     (18,732,766 )
                 
Total distributions from net investment income
    (3,100,560 )     (22,341,727 )
                 
                 
Net share transactions (Note 9):
               
Class III
    (99,199 )     (10,173,273 )
Class IV
    (1,199,423 )     (103,777,751 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (1,298,622 )     (113,951,024 )
                 
                 
Total increase (decrease) in net assets
    7,732,177       (101,583,088 )
                 
Net assets:
               
Beginning of period
    231,106,155       332,689,243  
                 
End of period (including accumulated undistributed net investment income of $1,867,552 and $2,909,781, respectively)
  $ 238,838,332     $ 231,106,155  
                 

         
14
  See accompanying notes to the financial statements.    


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 7.26     $ 7.02     $ 6.08     $ 9.42     $ 10.49     $ 10.32  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.06       0.11       0.05       0.27       0.37       0.43  
Net realized and unrealized gain (loss)
    0.32       0.65       1.51       (2.08 )     (0.63 )     0.27  
                                                 
                                                 
Total from investment operations
    0.38       0.76       1.56       (1.81 )     (0.26 )     0.70  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.10 )     (0.52 )     (0.62 )     (1.53 )     (0.81 )     (0.53 )
                                                 
                                                 
Total distributions
    (0.10 )     (0.52 )     (0.62 )     (1.53 )     (0.81 )     (0.53 )
                                                 
                                                 
Net asset value, end of period
  $ 7.54     $ 7.26     $ 7.02     $ 6.08     $ 9.42     $ 10.49  
                                                 
                                                 
Total Return(b)
    5.26 %**     10.93 %     26.84 %     (20.12 )%     (2.56 )%     6.85 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 49,543     $ 47,773     $ 55,839     $ 73,730     $ 125,506     $ 187,045  
Net operating expenses to average daily net assets(c)
    0.39 %(d)*     0.39 %(d)     0.38 %(d)     0.39 %(d)     0.39 %(d)     0.39 %
Interest expense to average daily net assets
                0.02 %(e)                  
                                                 
Total net expenses to average daily net assets(c)
    0.39 %(d)*     0.39 %(d)     0.40 %(d)     0.39 %(d)     0.39 %(d)     0.39 %
Net investment income (loss) to average daily net assets
    1.71 %*     1.48 %     0.77 %     3.20 %     3.70 %     4.11 %
Portfolio turnover rate
    10 %**     46 %     58 %     22 %     44 %     72 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.12 %*     0.11 %     0.09 %     0.08 %     0.06 %     0.06 %
Redemption fees consisted of the following per share amounts:
                0.00 (f)   $ 0.01              
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   15


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 7.27     $ 7.03     $ 6.09     $ 9.44     $ 10.50     $ 10.33  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.07       0.11       0.12       0.17       0.36       0.45  
Net realized and unrealized gain (loss)
    0.32       0.65       1.45       (1.99 )     (0.61 )     0.26  
                                                 
                                                 
Total from investment operations
    0.39       0.76       1.57       (1.82 )     (0.25 )     0.71  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.10 )     (0.52 )     (0.63 )     (1.53 )     (0.81 )     (0.54 )
                                                 
                                                 
Total distributions
    (0.10 )     (0.52 )     (0.63 )     (1.53 )     (0.81 )     (0.54 )
                                                 
                                                 
Net asset value, end of period
  $ 7.56     $ 7.27     $ 7.03     $ 6.09     $ 9.44     $ 10.50  
                                                 
                                                 
Total Return(b)
    5.39 %**     10.97 %     26.87 %     (20.23 )%     (2.42 )%     6.90 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 189,295     $ 183,333     $ 276,850     $ 233,848     $ 1,017,792     $ 2,182,618  
Net operating expenses to average daily net assets(c)
    0.34 %(d)*     0.34 %(d)     0.33 %(d)     0.34 %(d)     0.34 %(d)     0.34 %
Interest expense to average daily net assets
                0.02 %(e)                  
                                                 
Total net expenses to average daily net assets(c)
    0.34 %(d)*     0.34 %(d)     0.35 %(d)     0.34 %(d)     0.34 %(d)     0.34 %
Net investment income (loss) to average daily net assets(a)
    1.76 %*     1.48 %     1.78 %     1.89 %     3.60 %     4.33 %
Portfolio turnover rate
    10 %**     46 %     58 %     22 %     44 %     72 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.12 %*     0.11 %     0.09 %     0.08 %     0.06 %     0.06 %
Redemption fees consisted of the following per share amounts:
                0.00 (f)   $ 0.01              
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
16
  See accompanying notes to the financial statements.    


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Core Plus Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the Barclays Capital U.S. Aggregate Index. The Fund’s investment program has two principal components. One component seeks to replicate the Fund’s benchmark. The second component seeks to add value relative to the Fund’s benchmark by taking positions that may be unrelated to its benchmark in global interest rate, currency and credit markets (particularly in asset-backed and emerging country debt markets). These positions can cause the Fund’s performance to differ significantly from that of its benchmark.
 
In deciding on what positions to take in global interest rate and currency markets, and for the size of those positions, the Manager considers fundamental factors (e.g., inflation and current account positions) as well as price-based factors (e.g., interest and exchange rates). The Manager assesses the relative values across global interest rate and currency markets, and considers the merits of overweighting or underweighting positions in currencies and interest rates. The Manager also may consider the relative attractiveness of yield curve and duration positions in these markets.
 
In selecting credit investments, the Manager uses fundamental investment techniques to assess the expected performance of these investments relative to the Fund’s benchmark.
 
In implementing these strategies, the Fund may hold or invest in: derivatives, including without limitation, futures contracts, currency options, interest rate options, currency forwards, reverse repurchase agreements, credit default swaps and other swap contracts (to generate a return comparable to the Fund’s benchmark and to gain exposure to the global interest rate, credit and currency markets); bonds denominated in various currencies, including foreign and U.S. government bonds, asset-backed securities issued by foreign governments and U.S. government agencies (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; shares of GMO Short-Duration Collateral Fund (“SDCF”) (to have exposure to asset-backed securities);shares of GMO World Opportunity Overlay Fund (“Overlay Fund”) (to gain exposure to the global interest rate, credit and currency markets); shares of GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets); shares of GMO U.S. Treasury Fund and unaffiliated money market funds (for cash management purposes); shares of GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by

         
        17


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investing in a wide variety of high quality U.S. and foreign debt investments); and shares of GMO Debt Opportunities Fund (to gain exposure to global credit markets).
 
The Fund, primarily through its investments in shares of SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposure to below investment grade U.S. asset-backed and emerging country debt securities. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager normally seeks to maintain the Fund’s estimated interest rate duration within +/- 2 years of the benchmark’s duration.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option). The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder service fee.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or at gmo.com. As of August 31, 2011, shares of SDCF, Overlay Fund and GMO Special Purpose Holding Fund (“SPHF”) were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of

         
18
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 9.2% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivatives based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 7.9% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The

         
        19


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and inputs from pricing vendors) to value credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR rate or U.S. Treasury yield.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Asset-Backed Securities
  $     $ 736,414     $ 7,526,543     $ 8,262,957  
Corporate Debt
          1,151,265             1,151,265  
Foreign Government Obligations
          6,854,989             6,854,989  

         
20
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
U.S. Government
  $ 32,137,500     $ 19,077,154     $ 20,043,948     $ 71,258,602  
U.S. Government Agency
          20,668,750             20,668,750  
                                 
TOTAL DEBT OBLIGATIONS
    32,137,500       48,488,572       27,570,491       108,196,563  
                                 
Mutual Funds
    150,900,188       40,359             150,940,547  
Short-Term Investments
    1,693,858                   1,693,858  
                                 
Total Investments
    184,731,546       48,528,931       27,570,491       260,830,968  
                                 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency Risk
          1,024,726             1,024,726  
Futures Contracts
                               
Interest Rate Risk
    471,541                   471,541  
Swap Agreements
                               
Interest Rate Risk
          1,113,470             1,113,470  
                                 
Total
  $ 185,203,087     $ 50,667,127     $ 27,570,491     $ 263,440,705  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency Risk
  $     $ (993,129 )   $      —     $ (993,129 )
Futures Contracts
                               
Interest Rate Risk
    (305,047 )                 (305,047 )
Swap Agreements
                               
Credit Risk
          (159,254 )           (159,254 )
Interest Rate Risk
          (2,499,634 )           (2,499,634 )
                                 
Total
  $ (305,047 )   $ (3,652,017 )   $     $ (3,957,064 )
                                 

         
        21


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 35.6% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3*   level 3*   2011     2011
Debt Obligations
                                                                                 
Asset Backed Securities
  $ 9,187,027     $      —     $ (1,277,217 )   $ 74,730     $ 169,696     $ (627,693 )   $      —     $      —     $ 7,526,543       $ (596,999 )
U.S Government Agency
    19,856,848                   639,939             (452,839 )                 20,043,948         (452,839 )
                                                                                   
Total
  $ 29,043,875     $     $ (1,277,217 )   $ 714,669     $ 169,696     $ (1,080,532 )   $     $     $ 27,570,491       $ (1,049,838 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are

         
22
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.

         
        23


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Delayed delivery commitments
The Fund may purchase or sell securities on a when-issued or forward commitment basis. Payment and delivery may take place a month or more after the date of the transaction. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Collateral consisting of liquid securities or cash and cash equivalents is maintained with the custodian in an amount at least equal to these commitments. Delayed delivery commitments outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from

         
24
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $626,389.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital and currency losses and future realized losses, if any, subsequent to February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity. The Fund’s capital Loss carryforwards expire as follows:
 
         
February 28, 2014
  $ (34,693,380 )
February 28, 2015
    (2,795,728 )
February 29, 2016
    (33,008,915 )
February 28, 2017
    (74,050,257 )
February 28, 2018
    (17,147,333 )
February 28, 2019
    (138,723 )
         
Total
  $ (161,834,336 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 289,145,951     $ 5,592,349     $ (33,907,332 )   $ (28,314,983 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws

         
        25


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.

         
26
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
        27


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds

         
28
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.

         
        29


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange

         
30
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal

         
        31


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.

         
32
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies, adjust against anticipated currency exchange rate changes and hedge some or all of the broad market exposure of the underlying funds and assets in which the Fund invests. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        33


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain markets and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to to adjust exposure to currencies and otherwise manage currency exchange rate risk. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset

         
34
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust exposure to foreign currencies and otherwise manage currency exchange rate risk. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount
  of
      Amount
  of
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
Outstanding, beginning of period
    (18,200,000 )          —     $ (358,868 )          —            —     $      —  
Options written
                                   
Options exercised
    18,200,000             358,868                    
Options expired
                                   
Options sold
                                   
                                                 
Outstanding, end of period
              $                 $  
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some

         
        35


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A

         
36
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure and adjust exposure to certain markets, achieve exposure to a reference entity’s credit, and/or provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
        37


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on
forward currency contracts
  $     $ 1,024,726     $     $     $     $ 1,024,726  
Unrealized appreciation on
futures contracts *
    471,541                        —            —       471,541  
Unrealized appreciation on
swap agreements
    1,113,470                               1,113,470  
                                                 
Total
  $ 1,585,011     $ 1,024,726     $     $     $     $ 2,609,737  
                                                 
Liabilities:
                                               
Unrealized depreciation on
forward currency contracts
  $     $ (993,129 )   $     $     $     $ (993,129 )
Unrealized depreciation on
futures contracts *
    (305,047 )                             (305,047 )
Unrealized depreciation on
swap agreements
    (2,499,634 )           (159,254 )                 (2,658,888 )
                                                 
Total
  $ (2,804,681 )   $ (993,129 )   $ (159,254 )   $     $     $ (3,957,064 )
                                                 

         
38
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $     $ (687,680 )   $     $      —     $      —     $ (687,680 )
Written options
          358,868                         358,868  
Futures contracts
    (3,853,304 )                             (3,853,304 )
Forward currency contracts
          (25,955 )                       (25,955 )
Swap agreements
    17,411,508             8,170                   17,419,678  
                                                 
Total
  $ 13,558,204     $ (354,767 )   $ 8,170     $     $     $ 13,211,607  
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $     $ 590,470     $     $     $     $ 590,470  
Written options
          (330,276 )                       (330,276 )
Futures contracts
    62,120                               62,120  
Forward currency contracts
          532,634                         532,634  
Swap agreements
    (4,046,412 )           (80,908 )                 (4,127,320 )
                                                 
Total
  $ (3,984,292 )   $ 792,828     $ (80,908 )   $     $     $ (3,272,372 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts and futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                         
    Forward
               
    Currency
  Futures
  Swap
       
    Contracts   Contracts   Agreements   Options    
 
Average amount outstanding
  $ 95,032,149     $ 162,187,365     $ 294,355,497     $ 12,924,725          
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and

         
        39


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.10% for Class IV shares; provided, however, that the amount of this waiver will not exceed the respective Class’s shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $1,722 and $715, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
40
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.022%
    0.003%     0.008%     0.033%
                   
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $ 20,796,875     $  
Investments (non-U.S. Government securities)
    55,330,393       22,682,731  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 95.40% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.05% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 21.42% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        41


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $       436,418     $ 3,104,427  
Shares issued to shareholders in reinvestment of distributions
    2,003       14,801       38,131       277,484  
Shares repurchased
    (15,156 )     (114,000 )     (1,850,226 )     (13,555,184 )
                                 
Net increase (decrease)
    (13,153 )   $ (99,199 )     (1,375,677 )   $ (10,173,273 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,351,085     $ 10,025,144       1,318,105     $ 9,642,494  
Shares issued to shareholders in reinvestment of distributions
    315,885       2,340,710       2,573,711       18,732,765  
Shares repurchased
    (1,833,254 )     (13,565,277 )     (18,067,031 )     (132,153,010 )
                                 
Net increase (decrease)
    (166,284 )   $ (1,199,423 )     (14,175,215 )   $ (103,777,751 )
                                 

         
42
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 7,081,912     $ 94,659     $ 400,000     $ 94,659     $     $     $ 7,244,221  
GMO Short-Duration Collateral Fund
    76,989,022                   390,415             22,176,951       53,328,619  
GMO Special Purpose Holding Fund
    46,929                                     40,359  
GMO U.S. Treasury Fund
    7,570,707       53,085,734       18,900,000       4,497       1,236             41,759,650  
GMO World Opportunity Overlay Fund
    47,034,438       2,150,000       1,100,000                         48,567,698  
                                                         
Totals
  $ 138,723,008     $ 55,330,393     $ 20,400,000     $ 489,571     $ 1,236     $ 22,176,951     $ 150,940,547  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined through the fiscal year ending February 29, 2012.

         
        43


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
44
       


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
        45


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
46
       


 

GMO Core Plus Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        47


 

 
GMO Core Plus Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.42 %   $ 1,000.00     $ 1,052.60     $ 2.17  
2) Hypothetical
    0.42 %   $ 1,000.00     $ 1,023.03     $ 2.14  
                                 
Class IV
                               
                                 
1) Actual
    0.37 %   $ 1,000.00     $ 1,053.90     $ 1.91  
2) Hypothetical
    0.37 %   $ 1,000.00     $ 1,023.28     $ 1.88  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
48
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    77.8 %
Short-Term Investments
    24.6  
Futures Contracts
    0.8  
Options Purchased
    0.3  
Loan Participations
    0.2  
Loan Assignments
    0.1  
Forward Currency Contracts
    0.1  
Promissory Notes
    0.0 Ù
Rights/Warrants
    0.0 Ù
Written Options
    (0.0 )Ù
Reverse Repurchase Agreements
    (1.5 )
Swap Agreements
    (1.6 )
Other
    (0.8 )
         
      100.0 %
         
 
         
Country/Region Summary**   % of Investments  
Euro Region***
    95.0 %
Canada
    7.2  
United Kingdom
    5.4  
Emerging****
    3.3  
Australia
    2.9  
United States
    0.9  
Japan
    0.3  
Norway
    0.0 Ù
New Zealand
    0.0 Ù
Switzerland
    (6.5 )
Sweden
    (8.5 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative contracts. For example, U.S. asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of market value (direct and indirect). Duration is based on the Manager’s models. The greater the duration of a bond, the greater its

         
        1


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using the reference security and applying the same methodology to that security.
*** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
**** The “Emerging” exposure is associated only with investments in GMO Emerging Country Debt Fund, which is exposed to emerging countries primarily comprised of Russia, Argentina, Brazil, Philippines, Mexico, Venezuela, Colombia, Congo, Turkey, and Indonesia. Additional information about the fund’s emerging country exposure is available in the financial statements of GMO Emerging Country Debt Fund.
Ù Rounds to 0.0%

         
2
       


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            DEBT OBLIGATIONS — 33.7%        
                     
            Belgium — 0.9%        
            Foreign Government Obligations        
EUR
    500,000     Belgium Government Bond, 4.25%, due 03/28/41     678,043  
                     
                     
            Canada — 2.8%        
            Foreign Government Obligations        
CAD
    2,000,000     Government of Canada, 3.50%, due 06/01/20     2,222,914  
                     
                     
            France — 6.4%        
            Foreign Government Obligations        
EUR
    3,300,000     Government of France, 4.00%, due 10/25/38     4,988,379  
                     
                     
            Germany — 5.8%        
            Foreign Government Obligations        
EUR
    2,500,000     Republic of Deutschland, 4.75%, due 07/04/34 (a)     4,538,984  
                     
                     
            Italy — 4.3%        
            Foreign Government Obligations        
EUR
    3,100,000     Republic of Italy, 4.00%, due 02/01/37     3,340,532  
                     
                     
            Netherlands — 1.0%        
            Foreign Government Obligations        
EUR
    500,000     Netherlands Government Bond, 3.75%, due 01/15/42     795,800  
                     
                     
            Spain — 2.9%        
            Foreign Government Obligations        
EUR
    1,900,000     Government of Spain, 4.70%, due 07/30/41     2,274,423  
                     
                     
            United Kingdom — 4.6%        
            Foreign Government Obligations        
GBP
    2,000,000     United Kingdom Gilt, 3.75%, due 09/07/19     3,566,066  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Par Value /
           
Shares     Description   Value ($)  
            United States — 5.0%        
                     
            U.S. Government        
USD
    3,893,400     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a) (b)     3,950,890  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $24,139,539)     26,356,031  
                     
                     
            MUTUAL FUNDS — 65.4%        
                     
            United States — 65.4%        
            Affiliated Issuers        
      243,110     GMO Emerging Country Debt Fund, Class IV     2,358,163  
      2,683,050     GMO Short-Duration Collateral Fund     19,291,132  
      5,496     GMO Special Purpose Holding Fund (c)     2,363  
      540,365     GMO U.S. Treasury Fund     13,514,525  
      698,896     GMO World Opportunity Overlay Fund     16,011,710  
                     
            Total United States     51,177,893  
                     
                     
            TOTAL MUTUAL FUNDS (COST $52,694,671)     51,177,893  
                     
                     
            SHORT-TERM INVESTMENTS — 1.3%        
                     
            Money Market Funds — 0.5%        
      419,082     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     419,082  
                     
                     
            U.S. Government — 0.8%        
USD
    625,000     U.S. Treasury Bill, 0.08%, due 06/28/12 (a) (e)     624,572  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $1,043,168)     1,043,654  
                     
                     
            TOTAL INVESTMENTS — 100.4%
(Cost $77,877,378)
    78,577,578  
            Other Assets and Liabilities (net) — (0.4%)     (274,199 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 78,303,379  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys
                                   
9/27/11
    Citibank N.A.     AUD     600,000     $ 639,329     $ (18,145 )
9/27/11
    Credit Suisse International     AUD     300,000       319,665       6,174  
9/27/11
    Deutsche Bank AG     AUD     2,500,000       2,663,873       (15,880 )
10/04/11
    Credit Suisse International     CAD     200,000       204,071       2,413  
10/04/11
    Deutsche Bank AG     CAD     800,000       816,283       (2,482 )
9/06/11
    Goldman Sachs International     CHF     300,000       372,316       (1,245 )
9/06/11
    Citibank N.A.     CHF     600,000       744,633       (34,537 )
9/06/11
    Credit Suisse International     CHF     200,000       248,211       (2,951 )
9/06/11
    Deutsche Bank AG     CHF     900,000       1,116,949       2,644  
10/11/11
    Deutsche Bank AG     GBP     600,000       973,558       (8,810 )
10/11/11
    Credit Suisse International     GBP     400,000       649,038       (9,885 )
10/11/11
    Citibank N.A.     GBP     100,000       162,260       (3,239 )
10/11/11
    Royal Bank of Scotland PLC     GBP     600,000       973,558       (9,131 )
9/20/11
    Deutsche Bank AG     JPY     100,000,000       1,306,175       40,656  
9/20/11
    Citibank N.A.     JPY     10,000,000       130,618       4,155  
9/20/11
    Royal Bank of Scotland PLC     JPY     30,000,000       391,852       886  
10/25/11
    Deutsche Bank AG     NZD     4,700,000       3,988,769       120,998  
                                 
                        $ 15,701,158     $ 71,621  
                                 
Sales #
                                   
9/27/11
    Credit Suisse International     AUD     400,000     $ 426,220     $ (10,524 )
9/27/11
    Citibank N.A.     AUD     500,000       532,775       (19,070 )
9/27/11
    Deutsche Bank AG     AUD     300,000       319,665       (17,709 )
10/04/11
    Deutsche Bank AG     CAD     3,000,000       3,061,061       100,361  
10/04/11
    Royal Bank of Scotland PLC     CAD     1,300,000       1,326,460       (1,052 )
10/04/11
    Citibank N.A.     CAD     1,300,000       1,326,460       6,945  
10/04/11
    Credit Suisse International     CAD     1,200,000       1,224,424       (10,826 )
9/06/11
    Deutsche Bank AG     CHF     2,100,000       2,606,215       (92,148 )
9/06/11
    Royal Bank of Scotland PLC     CHF     200,000       248,211       23,220  
9/06/11
    Credit Suisse International     CHF     400,000       496,422       9,998  
9/13/11
    Citibank N.A.     EUR     200,000       287,260       (6,400 )
9/13/11
    Royal Bank of Scotland PLC     EUR     700,000       1,005,411       (7,492 )
9/13/11
    Credit Suisse International     EUR     900,000       1,292,672       (13,091 )

         
    See accompanying notes to the financial statements.   5


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
9/13/11
    Goldman Sachs International     EUR     300,000     $ 430,891     $ (1,864 )
9/13/11
    Deutsche Bank AG     EUR     9,800,000       14,075,761       (54,245 )
10/11/11
    Deutsche Bank AG     GBP     3,100,000       5,030,048       22,952  
9/20/11
    Citibank N.A.     JPY     20,000,000       261,235       (5,004 )
9/20/11
    Royal Bank of Scotland PLC     JPY     30,000,000       391,852       (4,286 )
9/20/11
    Deutsche Bank AG     JPY     50,000,000       653,087       (693 )
10/25/11
    Credit Suisse International     NZD     400,000       339,470       (9,078 )
                                 
                        $ 35,335,600     $ (90,006 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Forward Cross Currency Contracts
 
                                             
                Net Unrealized
Settlement
              Appreciation
Date   Counterparty   Deliver/Units of Currency   Receive/In Exchange For   (Depreciation)
 
10/18/2011
    Credit Suisse International     NOK     2,364,390       EUR       300,000     $ (8,918 )
10/18/2011
    Deutsche Bank AG     EUR     2,400,000       NOK       18,868,000       62,731  
10/18/2011
    Goldman Sachs International     EUR     200,000       NOK       1,578,628       6,386  
10/18/2011
    Goldman Sachs International     NOK     2,361,375       EUR       300,000       (8,357 )
11/01/2011
    Credit Suisse International     EUR     200,000       SEK       1,826,800       33  
11/01/2011
    Deutsche Bank AG     EUR     200,000       SEK       1,827,420       130  
                                         
                                        $ 52,005  
                                         

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
8
    Australian Government Bond 10 Yr.     September 2011   $ 966,744     $ 11,578  
11
    Australian Government Bond 3 Yr.     September 2011     1,248,199       33,064  
17
    Canadian Government Bond 10 Yr.     December 2011     2,248,208       (16,699 )
95
    Euro BOBL     September 2011     16,613,564       491,843  
35
    Euro Bund     September 2011     6,765,345       47,298  
56
    Euro SCHATZ     September 2011     8,795,752       94,318  
9
    U.S. Treasury Note 10 Yr. (CBT)     September 2011     1,170,281       4,641  
8
    UK Gilt Long Bond     December 2011     1,642,390       (12,227 )
                         
                $ 39,450,483     $ 653,816  
                         
Sales
                           
3
    U.S. Treasury Bond 30 Yr. (CBT)     September 2011   $ 411,938     $ 5,647  
13
    U.S. Treasury Note 2 Yr. (CBT)     September 2011     2,866,906       727  
                         
                $ 3,278,844     $ 6,374  
                         
 
Swap Agreements
 
Credit Default Swaps
 
                                                 
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
  Net
                        Implied
      by the Fund
  Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  14,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.70%   3.61%   Republic of Italy        NA       $ 588,093  
  10,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.66%   3.54%   Republic of Italy   10,000,000         (1,075,716 )
                                                 
                                            $ (487,623 )
                                                 
Premiums to (Pay) Receive
  $  
         

         
    See accompanying notes to the financial statements.   7


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e.higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Variable Rate   (Depreciation)
 
  15,000,000     EUR   6/29/2013   Merrill Lynch Capital Services   Receive   2.02%   3 Month EUR LIBOR   $ 150,816  
  4,000,000     CHF   9/21/2016   Barclays Bank PLC   Receive   1.90%   6 Month CHF LIBOR     218,327  
  2,400,000     CHF   9/21/2016   Citibank N.A.   Receive   1.90%   6 Month CHF LIBOR     130,996  
  9,300,000     SEK   9/21/2016   Barclays Bank PLC   (Pay)   3.90%   3 Month SEK STIBOR     (92,966 )
  22,000,000     SEK   9/21/2016   Citibank N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (219,919 )
  13,200,000     SEK   9/21/2016   JPMorgan Chase Bank, N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (131,952 )
                                     
                                $ 55,302  
                                     
Premiums to (Pay) Receive
  $ (35,653 )
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/ or agreements, the fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011
 
Notes to Schedule of Investments:
 
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
EUR LIBOR - London Interbank Offered Rate denominated in Euros.
SEK STIBOR - Stockholm Interbank Offered Rate denominated in Swedish Krona.
(a) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any (Note 4).
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(e) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar

         
    See accompanying notes to the financial statements.   9


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $25,182,707) (Note 2)
  $ 27,399,685  
Investments in affiliated issuers, at value (cost $52,694,671) (Notes 2 and 10)
    51,177,893  
Dividends and interest receivable
    352,083  
Unrealized appreciation on open forward currency contracts (Note 4)
    410,682  
Due from broker on open futures contracts
    113,455  
Receivable for open swap contracts (Note 4)
    1,088,232  
Receivable for expenses reimbursed by Manager (Note 5)
    12,346  
         
Total assets
    80,554,376  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    16,547  
Shareholder service fee
    9,930  
Trustees and Trust Officers or agents unaffiliated with the Manager
    58  
Payable for variation margin on open futures contracts (Note 4)
    252,370  
Unrealized depreciation on open forward currency contracts (Note 4)
    377,062  
Payable for open swap contracts (Note 4)
    1,520,553  
Accrued expenses
    74,477  
         
Total liabilities
    2,250,997  
         
Net assets
  $ 78,303,379  
         
Net assets consist of:
       
Paid-in capital
  $ 92,579,491  
Accumulated undistributed net investment income
    1,432,115  
Accumulated net realized loss
    (16,638,754 )
Net unrealized appreciation
    930,527  
         
    $ 78,303,379  
         
Net assets attributable to:
       
Class III shares
  $ 78,303,379  
         
Shares outstanding:
       
Class III
    9,120,534  
         
Net asset value per share:
       
Class III
  $ 8.59  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 506,434  
Dividends from affiliated issuers (Note 10)
    171,848  
Dividends from unaffiliated issuers
    21  
         
Total investment income
    678,303  
         
Expenses:
       
Management fee (Note 5)
    94,257  
Shareholder service fee – Class III (Note 5)
    56,555  
Audit and tax fees
    36,064  
Custodian, fund accounting agent and transfer agent fees
    31,924  
Legal fees
    1,748  
Registration fees
    1,288  
Trustees fees and related expenses (Note 5)
    511  
Miscellaneous
    5,549  
         
Total expenses
    227,896  
Fees and expenses reimbursed by Manager (Note 5)
    (75,900 )
Expense reductions (Note 2)
    (36 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (4,707 )
Shareholder service fee waived (Note 5)
    (1,112 )
         
Net expenses
    146,141  
         
Net investment income (loss)
    532,162  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    (301,267 )
Investments in affiliated issuers
    1,779  
Realized gains distributions from affiliated issuers (Note 10)
    449  
Futures contracts
    1,887,990  
Written options
    157,744  
Swap contracts
    (230,520 )
Foreign currency, forward contracts and foreign currency related transactions
    (1,340,139 )
         
Net realized gain (loss)
    176,036  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    1,632,478  
Investments in affiliated issuers
    (238,791 )
Futures contracts
    649,068  
Written options
    (145,176 )
Swap contracts
    228,848  
Foreign currency, forward contracts and foreign currency related transactions
    896,112  
         
Net unrealized gain (loss)
    3,022,539  
         
Net realized and unrealized gain (loss)
    3,198,575  
         
Net increase (decrease) in net assets resulting from operations
  $ 3,730,737  
         

         
    See accompanying notes to the financial statements.   11


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 532,162     $ 1,809,430  
Net realized gain (loss)
    176,036       67,923  
Change in net unrealized appreciation (depreciation)
    3,022,539       8,743,689  
                 
                 
Net increase (decrease) in net assets from operations
    3,730,737       10,621,042  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (6,700,944 )
                 
Net share transactions (Note 9):
               
Class III
    3,773,571       (70,421,683 )
                 
Total increase (decrease) in net assets
    7,504,308       (66,501,585 )
                 
                 
Net assets:
               
Beginning of period
    70,799,071       137,300,656  
                 
End of period (including accumulated undistributed net investment income of $1,432,115 and $899,953, respectively)
  $ 78,303,379     $ 70,799,071  
                 

         
12
  See accompanying notes to the financial statements.    


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.18     $ 7.98     $ 7.00     $ 8.79     $ 9.21     $ 9.04  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.06       0.12       0.09       0.26       0.33       0.17  
Net realized and unrealized gain (loss)
    0.35       0.47       1.39       (1.49 )     (0.62 )     0.15  
                                                 
                                                 
Total from investment operations
    0.41       0.59       1.48       (1.23 )     (0.29 )     0.32  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.39 )     (0.42 )     (0.56 )     (0.01 )      
From net realized gains
                                  (0.14 )
Return of capital
                (0.08 )           (0.12 )     (0.01 )
                                                 
                                                 
Total distributions
          (0.39 )     (0.50 )     (0.56 )     (0.13 )     (0.15 )
                                                 
                                                 
Net asset value, end of period
  $ 8.59     $ 8.18     $ 7.98     $ 7.00     $ 8.79     $ 9.21  
                                                 
                                                 
Total Return(b)
    5.01 %**     7.35 %     22.19 %     (13.93 )%     (3.08 )%     3.58 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 78,303     $ 70,799     $ 137,301     $ 127,081     $ 155,952     $ 274,422  
Net expenses to average daily net assets(c)
    0.39 %(d)*     0.39 %(d)     0.39 %(d)     0.39 %(d)     0.38 %(d)     0.39 %(d)
Net investment income (loss) to average daily net assets(a)
    1.41 %*     1.43 %     1.19 %     3.24 %     3.62 %     1.93 %
Portfolio turnover rate
    7 %**     51 %     31 %     28 %     55 %     25 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.22 %*     0.17 %     0.12 %     0.13 %     0.09 %     0.06 %
Redemption fees consisted of the following per share amounts:
              $ 0.01     $ 0.00 (e)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Currency Hedged International Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the J.P. Morgan Non-U.S. Government Bond Index (Hedged) (ex-Japan). The Fund’s investment program has two principal components. One component seeks to replicate the Fund’s benchmark. The second component seeks to add value relative to the Fund’s benchmark by taking positions that may be unrelated to its benchmark in global interest rate, currency and credit markets (particularly in asset-backed and emerging country debt markets). These positions can cause the Fund’s performance to differ significantly from that of its benchmark.
 
In deciding on what positions to take in global interest rate and currency markets, and for the size of those positions, the Manager considers fundamental factors (e.g., inflation and current account positions) as well as price-based factors (e.g., interest and exchange rates). The Manager assesses the relative values across global interest rate and currency markets, and considers the merits of overweighting or underweighting positions in currencies and interest rates. The Manager also may consider the relative attractiveness of yield curve and duration positions in these markets.
 
In selecting credit investments, the Manager uses fundamental investment techniques to assess the expected performance of these investments relative to the Fund’s benchmark.
 
In implementing these strategies, the Fund may hold or invest in: derivatives, including without limitation, futures contracts, currency options, interest rate options, currency forwards, reverse repurchase agreements, credit default swaps and other swap contracts (to generate a return comparable to the Fund’s benchmark and to gain exposure to the global interest rate, credit and currency markets); bonds denominated in various currencies, including foreign and U.S. government bonds, asset-backed securities issued by foreign governments and U.S. government agencies (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; shares of GMO Short-Duration Collateral Fund (“SDCF”) (to have exposure to asset-backed securities); shares of GMO World Opportunity Overlay Fund (“Overlay Fund”) (to gain exposure to the global interest rate, credit and currency markets); shares of GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets); shares of GMO U.S. Treasury Fund and unaffiliated money market funds (for cash management purposes); shares of GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by

         
14
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investing in a wide variety of high quality U.S. and foreign debt investments); and shares of GMO Debt Opportunities Fund (to gain exposure to global credit markets).
 
The Fund generally attempts to hedge at least 75% of its net foreign currency exposure into U.S. dollars.
 
The Fund, primarily through its investments in shares of SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposure to below investment grade U.S. asset-backed and emerging country debt securities. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager normally seeks to maintain the Fund’s estimated interest rate duration within +/- 2 years of the benchmark’s duration.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option). The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). As of August 31, 2011, shares of SDCF, GMO Special Purpose Holding Fund (“SPHF”) and Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or

         
        15


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.8% of net assets. The underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 5.1% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The

         
16
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and inputs from pricing vendors) to value credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government
  $     $ 3,950,890     $      —     $ 3,950,890  
Foreign Government Obligations
          22,405,141             22,405,141  
                                 
TOTAL DEBT OBLIGATIONS
          26,356,031             26,356,031  
                                 
Mutual Funds
    51,175,530       2,363             51,177,893  
Short-Term Investments
    1,043,654                   1,043,654  
                                 
Total Investments
    52,219,184       26,358,394             78,577,578  
                                 

         
        17


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Futures Contracts
                               
Interest Rate Risk
  $ 689,116     $     $     $ 689,116  
Forward Currency Contracts
                               
Foreign Currency Risk
          410,682             410,682  
Swap Agreements
                               
Credit Risk
          588,093             588,093  
Interest Rate Risk
          500,139             500,139  
                                 
Total
  $ 52,908,300     $ 27,857,308     $     $ 80,765,608  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Futures Contracts
                               
Interest Rate Risk
  $ (28,926 )   $     $      —     $ (28,926 )
Forward Currency Contracts
                               
Foreign Currency Risk
          (377,062 )           (377,062 )
Swap Agreements
                               
Credit Risk
          (1,075,716 )           (1,075,716 )
Interest Rate Risk
          (444,837 )           (444,837 )
                                 
Total
  $ (28,926 )   $ (1,897,615 )   $     $ (1,926,541 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.

         
18
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 25.8% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the

         
        19


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are

         
20
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $4,468,208.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (1,749,220 )
February 28, 2018
    (3,328,985 )
         
Total
  $ (5,078,205 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.

         
        21


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 85,119,795     $        —     $ (6,542,217 )   $ (6,542,217 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may

         
22
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics,

         
        23


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.

         
24
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if

         
        25


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a

         
26
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.

         
        27


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may

         
28
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and

         
        29


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
otherwise adjust currency exchange rate risk. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust interest rate exposure, to adjust exposure to currencies and otherwise manage currency exchange rate risk. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a

         
30
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust exposure to foreign currencies and otherwise manage currency exchange rate risk. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
          Principal
       
    Amount
  Number of
      Amount
  Number of
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
Outstanding, beginning of period
    (8,000,000 )          —     $ (157,744 )          —            —     $      —  
Options written
                                   
Options exercised
                                   
Options expired
    8,000,000             157,744                    
Options bought back
                                   
                                                 
Outstanding, end of period
              $                 $  
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.

         
        31


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a

         
32
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure, achieve exposure to a reference entity’s credit, and/or provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
        33


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $ 689,116     $     $     $      —     $      —     $ 689,116  
Unrealized appreciation on forward currency contracts
          410,682                         410,682  
Unrealized appreciation on swap agreements
    500,139             588,093                   1,088,232  
                                                 
Total
  $ 1,189,255     $ 410,682     $ 588,093     $     $     $ 2,188,030  
                                                 
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $ (28,926 )   $     $     $     $     $ (28,926 )
Unrealized depreciation on forward currency contracts
          (377,062 )                       (377,062 )
Unrealized depreciation on swap agreements
    (444,837 )           (1,075,716 )                 (1,520,553 )
                                                 
Total
  $ (473,763 )   $ (377,062 )   $ (1,075,716 )   $     $     $ (1,926,541 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $     $ (302,277 )   $     $      —     $      —     $ (302,277 )
Written options
          157,744                               157,744  
Futures contracts
    1,887,990                               1,887,990  
Forward currency contracts
          (1,312,559 )                       (1,312,559 )
Swap agreements
    7,642             (238,162 )                 (230,520 )
                                                 
Total
  $ 1,895,632     $ (1,457,092 )   $ (238,162 )   $     $     $ 200,378  
                                                 

         
34
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù: — continued
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $     $ (259,547 )   $     $     $     $ (259,547 )
Written options
          (145,176 )                             (145,176 )
Futures contracts
    649,068                               649,068  
Forward currency contracts
          869,592                         869,592  
Swap agreements
    323,497             (94,649 )                 228,848  
                                                 
Total
  $ 972,565     $ 464,869     $ (94,649 )   $     $     $ 1,342,785  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts and futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period:
 
                                 
    Forward
           
    currency
  Futures
       
    contracts   contracts   Swap agreements   Options
 
Average amount outstanding
  $ 46,081,117     $ 55,088,202     $ 73,654,646     $ 5,681,198  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan underwhich the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, an other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.

         
        35


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager has contractually agreed to reimburse the Fund for expenses incurred by the Fund to the extent the Fund’s total annual operating expenses (excluding “Excluded Fund Fees and Expenses”, as defined below) exceed 0.25% of the Fund’s average daily net assets. Excluded Fund Fees and Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses); subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s expense reimbursement amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ending August 31, 2011 was $511 and $213, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011 , these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.016%
    0.003%     0.008%     0.027%
                   
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $19,093,500 and $5,450,000, respectively.

         
36
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 94.52% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.03% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 94.52% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    465,968     $ 3,779,000       6,521     $ 52,298  
Shares issued to shareholders
in reinvestment of distributions
                814,210       6,700,944  
Shares repurchased
    (655 )     (5,429 )     (9,377,297 )     (77,174,925 )
                                 
Net increase (decrease)
    465,313     $ 3,773,571       (8,556,566 )   $ (70,421,683 )
                                 

         
        37


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 2,089,035     $ 127,923     $     $ 27,923     $     $     $ 2,358,163  
GMO Short-Duration Collateral Fund
    27,850,062                   141,230             8,022,306       19,291,132  
GMO Special Purpose Holding Fund
    2,748                                     2,363  
GMO U.S. Treasury Fund
    5,008,836       13,953,145       5,450,000       2,695       449             13,514,525  
GMO World Opportunity Overlay Fund
    14,255,462       1,600,000                               16,011,710  
                                                         
Totals
  $ 49,206,143     $ 15,681,068     $ 5,450,000     $ 171,848     $ 449     $ 8,022,306     $ 51,177,893  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period of March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
38
       


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        39


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
40
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        41


 

GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
42
       


 

 
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.42 %   $ 1,000.00     $ 1,050.10     $ 2.16  
2) Hypothetical
    0.42 %   $ 1,000.00     $ 1,023.03     $ 2.14  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        43


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    92.1 %
Short-Term Investments
    5.3  
Preferred Stocks
    0.9  
Rights/Warrants
    0.0 Ù
Forward Currency Contracts
    (0.1 )
Futures Contracts
    (0.8 )
Other
    2.6  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United Kingdom
    23.6 %
Japan
    22.4  
Germany
    10.3  
France
    10.0  
Switzerland
    6.5  
Italy
    5.1  
Spain
    3.1  
Canada
    3.0  
Hong Kong
    2.7  
Sweden
    2.7  
Singapore
    2.6  
Australia
    2.1  
Netherlands
    1.2  
Denmark
    1.1  
Finland
    0.7  
Austria
    0.6  
Belgium
    0.6  
Ireland
    0.5  
Greece
    0.4  
New Zealand
    0.3  
Norway
    0.3  
Israel
    0.2  
Portugal
    0.0 Ù
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above shows indirect country exposure associated with investments in underlying funds. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts. The Fund attempts to hedge at least 70% of the foreign currency exposure in the underlying fund’s holdings relative to the U.S. Dollar. Therefore, the Fund’s currency exposures will be different than the country exposures noted above.
Ù Rounds to 0.0%.

         
        1


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
            MUTUAL FUNDS — 98.5%        
                     
            United States — 98.5%        
            Affiliated Issuers        
      9,488,592     GMO International Growth Equity Fund, Class IV     213,303,540  
      10,466,985     GMO International Intrinsic Value Fund, Class IV     213,631,173  
                     
            TOTAL MUTUAL FUNDS (COST $413,048,560)     426,934,713  
                     
                     
            SHORT-TERM INVESTMENTS — 1.4%        
                     
            Time Deposits — 1.4%        
USD
    141,704     Bank of America (Charlotte) Time Deposit, 0.03%, due 09/01/11     141,704  
EUR
    7,015     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.13%, due 09/01/11     10,074  
DKK
    15     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     3  
USD
    2,000,000     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     2,000,000  
USD
    2,000,000     HSBC Bank (New York) Time Deposit, 0.03%, due 09/01/11     2,000,000  
USD
    2,000,000     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     2,000,000  
                     
            Total Time Deposits     6,151,781  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $6,151,781)     6,151,781  
                     
                     
            TOTAL INVESTMENTS — 99.9%
(Cost $419,200,341)
    433,086,494  
            Other Assets and Liabilities (net) — 0.1%     289,484  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 433,375,978  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Sales #
                                   
10/21/11
    Bank of America, N.A.     AUD     2,736,794     $ 2,907,070     $ (78,514 )
10/21/11
    Barclays Bank PLC     AUD     15,106,904       16,046,814       (563,807 )
10/21/11
    JPMorgan Chase Bank, N.A.     AUD     2,321,477       2,465,913       (63,718 )
10/21/11
    Morgan Stanley Capital Services Inc.      AUD     4,585,677       4,870,985       (125,690 )
10/21/11
    Royal Bank of Scotland PLC     AUD     6,715,716       7,133,549       (194,502 )
10/21/11
    State Street Bank and Trust Company     AUD     4,607,576       4,894,247       (127,709 )
10/21/11
    Bank of America, N.A.     CAD     1,736,750       1,771,393       (11,789 )
10/21/11
    Barclays Bank PLC     CAD     832,000       848,596       (3,128 )
10/21/11
    Deutsche Bank AG     CAD     2,161,000       2,204,106       (26,117 )
10/21/11
    Royal Bank of Scotland PLC     CAD     1,719,249       1,753,543       (12,586 )
10/21/11
    State Street Bank and Trust Company     CAD     1,011,000       1,031,167       (7,250 )
10/21/11
    Bank of New York Mellon     CHF     3,799,379       4,721,790       156,620  
10/21/11
    Barclays Bank PLC     CHF     5,196,967       6,458,684       156,937  
10/21/11
    Brown Brothers Harriman & Co.      CHF     4,180,497       5,195,436       110,437  
10/21/11
    Deutsche Bank AG     CHF     9,754,433       12,122,609       524,060  
10/21/11
    JPMorgan Chase Bank, N.A.     CHF     1,530,575       1,902,167       66,254  
10/21/11
    Morgan Stanley Capital Services Inc.      CHF     1,215,116       1,510,121       46,363  
10/21/11
    State Street Bank and Trust Company     CHF     3,784,000       4,702,677       154,583  
10/21/11
    Bank of New York Mellon     DKK     23,630,000       4,553,968       (357 )
10/21/11
    Brown Brothers Harriman & Co.      DKK     20,808,155       4,010,143       9,980  
10/21/11
    JPMorgan Chase Bank, N.A.     DKK     18,116,000       3,491,312       2,546  
10/21/11
    Morgan Stanley Capital Services Inc.      DKK     21,090,000       4,064,460       (24,984 )
10/21/11
    State Street Bank and Trust Company     DKK     16,476,000       3,175,251       196  
10/21/11
    Bank of New York Mellon     EUR     5,153,983       7,399,195       (832 )
10/21/11
    Barclays Bank PLC     EUR     6,899,535       9,905,155       15,134  
10/21/11
    Brown Brothers Harriman & Co.      EUR     1,636,183       2,348,948       6,894  
10/21/11
    JPMorgan Chase Bank, N.A.     EUR     18,899,307       27,132,346       21,687  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     12,466,375       17,897,058       (99,408 )
10/21/11
    Royal Bank of Scotland PLC     EUR     9,448,068       13,563,897       (2,471 )

         
    See accompanying notes to the financial statements.   3


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
10/21/11
    State Street Bank and Trust Company     EUR     7,055,244     $ 10,128,695     $ (1,457 )
10/21/11
    Bank of America, N.A.     GBP     8,040,133       13,044,265       93,320  
10/21/11
    Bank of New York Mellon     GBP     5,052,133       8,196,551       71,971  
10/21/11
    Barclays Bank PLC     GBP     5,497,670       8,919,388       85,136  
10/21/11
    Brown Brothers Harriman & Co.      GBP     4,226,000       6,856,238       64,048  
10/21/11
    Deutsche Bank AG     GBP     891,416       1,446,228       13,287  
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     4,433,732       7,193,261       65,645  
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     14,365,586       23,306,644       55,816  
10/21/11
    Royal Bank of Scotland PLC     GBP     5,640,000       9,150,303       75,315  
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     57,193,380       7,349,459       (4,039 )
10/21/11
    Morgan Stanley Capital Services Inc.      HKD     10,690,000       1,373,686       (2,196 )
10/21/11
    Bank of America, N.A.     JPY     1,407,000,929       18,383,032       (20,650 )
10/21/11
    Bank of New York Mellon     JPY     282,314,160       3,688,548       (6,829 )
10/21/11
    Brown Brothers Harriman & Co.      JPY     517,392,769       6,759,944       (19,109 )
10/21/11
    Deutsche Bank AG     JPY     2,045,064,280       26,719,585       (68,883 )
10/21/11
    Morgan Stanley Capital Services Inc.      JPY     26,784,868       349,955       (632 )
10/21/11
    State Street Bank and Trust Company     JPY     2,544,986,057       33,251,264       (61,782 )
10/21/11
    Bank of America, N.A.     NOK     3,340,774       621,026       (12,724 )
10/21/11
    Barclays Bank PLC     NOK     38,428,750       7,143,631       (105,399 )
10/21/11
    Morgan Stanley Capital Services Inc.      NOK     35,940,000       6,680,990       (158,036 )
10/21/11
    JPMorgan Chase Bank, N.A.     NZD     375,000       318,327       (9,126 )
10/21/11
    Morgan Stanley Capital Services Inc.      NZD     2,244,000       1,904,867       (54,510 )
10/21/11
    State Street Bank and Trust Company     NZD     2,635,000       2,236,776       (63,358 )
10/21/11
    Bank of America, N.A.     SEK     15,789,000       2,482,959       (40,543 )
10/21/11
    Brown Brothers Harriman & Co.      SEK     12,090,886       1,901,398       (18,845 )
10/21/11
    JPMorgan Chase Bank, N.A.     SEK     24,891,000       3,914,329       (100,314 )
10/21/11
    State Street Bank and Trust Company     SEK     3,724,121       585,651       (9,217 )
10/21/11
    Brown Brothers Harriman & Co.      SGD     3,880,571       3,223,050       (4,957 )
                                 
                        $ 397,212,650     $ (309,239 )
                                 
 
# Fund sells foreign currency; buys USD.

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
    See accompanying notes to the financial statements.   5


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $6,151,781) (Note 2)
  $ 6,151,781  
Investments in affiliated issuers, at value (cost $413,048,560) (Notes 2 and 10)
    426,934,713  
Receivable for Fund shares sold
    745,796  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,796,229  
Receivable for expenses reimbursed by Manager (Note 5)
    212,024  
         
Total assets
    435,840,543  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    176,103  
Shareholder service fee
    48,918  
Trustees and Trust Officers or agents unaffiliated with the Manager
    196  
Unrealized depreciation on open forward currency contracts (Note 4)
    2,105,468  
Accrued expenses
    133,880  
         
Total liabilities
    2,464,565  
         
Net assets
  $ 433,375,978  
         
Net assets consist of:
       
Paid-in capital
  $ 430,048,983  
Accumulated undistributed net investment income
    14,458,871  
Accumulated net realized loss
    (24,708,751 )
Net unrealized appreciation
    13,576,875  
         
    $ 433,375,978  
         
Net assets attributable to:
       
Class III shares
  $ 433,375,978  
         
Shares outstanding:
       
Class III
    20,664,241  
         
Net asset value per share:
       
Class III
  $ 20.97  
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 4,461,305  
Interest
    1,691  
         
Total investment income
    4,462,996  
         
Expenses:
       
Management fee (Note 5)
    1,044,553  
Shareholder service fee – Class III (Note 5)
    290,153  
Custodian and fund accounting agent fees
    70,196  
Audit and tax fees
    32,016  
Transfer agent fees
    13,064  
Legal fees
    6,992  
Registration fees
    3,127  
Trustees fees and related expenses (Note 5)
    2,909  
Miscellaneous
    7,674  
         
Total expenses
    1,470,684  
Fees and expenses reimbursed by Manager (Note 5)
    (131,651 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (955,115 )
Shareholder service fee waived (Note 5)
    (171,988 )
         
Net expenses
    211,930  
         
Net investment income (loss)
    4,251,066  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    19,872,868  
Foreign currency, forward contracts and foreign currency related transactions
    (30,802,051 )
         
Net realized gain (loss)
    (10,929,183 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (47,011,043 )
Foreign currency, forward contracts and foreign currency related transactions
    10,525,441  
         
Net unrealized gain (loss)
    (36,485,602 )
         
Net realized and unrealized gain (loss)
    (47,414,785 )
         
Net increase (decrease) in net assets resulting from operations
  $ (43,163,719 )
         

         
    See accompanying notes to the financial statements.   7


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 4,251,066     $ 4,367,697  
Net realized gain (loss)
    (10,929,183 )     (20,715,135 )
Change in net unrealized appreciation (depreciation)
    (36,485,602 )     49,288,760  
                 
                 
Net increase (decrease) in net assets from operations
    (43,163,719 )     32,941,322  
                 
Distributions to shareholders from:
               
Net realized gains
               
Class III
    (2,322,849 )      
                 
Net share transactions (Note 9):
               
Class III
    (11,184,086 )     431,710,108  
                 
Total increase (decrease) in net assets
    (56,670,654 )     464,651,430  
                 
Net assets:
               
Beginning of period
    490,046,632       25,395,202  
                 
End of period (including accumulated undistributed net investment income of $14,458,871 and $10,207,805, respectively)
  $ 433,375,978     $ 490,046,632  
                 

         
8
  See accompanying notes to the financial statements.    


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011(a)   2010(a)   2009(a)   2008(a)   2007(a)
 
Net asset value, beginning of period
  $ 24.11     $ 21.12     $ 18.08     $ 42.56     $ 59.60     $ 72.56  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.25       0.30       0.64       1.20       0.24       0.80  
Net realized and unrealized gain (loss)
    (3.24 )     2.69       4.40       (12.80 )     (2.32 )     9.36  
                                                 
                                                 
Total from investment operations
    (2.99 )     2.99       5.04       (11.60 )     (2.08 )     10.16  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
                (2.00 )(c)     (1.60 )           (0.96 )
From net realized gains
    (0.15 )                 (11.28 )     (14.96 )     (22.16 )
                                                 
                                                 
Total distributions
    (0.15 )           (2.00 )     (12.88 )     (14.96 )     (23.12 )
                                                 
                                                 
Net asset value, end of period
  $ 20.97     $ 24.11     $ 21.12     $ 18.08     $ 42.56     $ 59.60  
                                                 
Total Return(d)
    (12.45 )%**     14.16 %     29.15 %     (35.57 )%     (6.75 )%     15.60 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 433,376     $ 490,047     $ 25,395     $ 25,417     $ 30,273     $ 227,096  
Net expenses to average daily net assets(e)
    0.11 %*     0.12 %     0.11 %     0.11 %(f)     0.08 %(f)     0.07 %
Net investment income (loss) to average daily net assets(b)
    2.20 %*     1.32 %     3.25 %     3.96 %     0.42 %     1.23 %
Portfolio turnover rate
    32 %**     32 %     15 %     17 %     11 %     18 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets(g):
    0.65 %*     0.65 %     1.16 %     1.24 %     0.71 %     0.68 %
 
(a) Per share amounts were adjusted to reflect a 1:8 reverse stock split effective November 15, 2010.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) Distributions from net investment income include amounts (approximately $2.00 per share for 2010) from foreign currency transactions which are treated as realized capital gain for book purposes.
(d) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(f) The net expense ratio does not include the effect of expense reductions (Note 2).
(g) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   9


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Currency Hedged International Equity Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the MSCI EAFE Index (Hedged). The Fund is a fund of funds and invests primarily in other GMO Funds. The Fund may invest in GMO International Core Equity Fund, GMO International Intrinsic Value Fund, GMO International Growth Equity Fund, GMO International Small Companies Fund and GMO Flexible Equities Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may invest in securities directly. Under normal circumstances, the Fund invests directly and indirectly (through investment in the underlying funds) at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among major sectors in the international equity markets (e.g., large-cap value, large-cap growth, large-cap core, small- and mid-cap value and small- and mid-cap growth) to select the underlying funds and decide how much to invest in each. The Manager shifts investments among the underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
The Manager assesses the currency exposure of the underlying funds’ holdings and then attempts to hedge at least 70% of that exposure relative to the U.S. dollar through the use of currency forwards and other derivatives. While the Fund’s benchmark is fully hedged, the Fund may take active overweighted and underweighted positions in particular currencies relative to its benchmark.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund also may lend its portfolio securities. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or visiting GMO’s website at www.gmo.com.

         
10
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Currency Abbreviations: — continued
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented less than 0.1% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund either directly or through investments in the underlying funds that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures

         
        11


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Currency Abbreviations: — continued
 
(to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      88.3 %
           
Futures Contracts
      (0.9 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
12
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
                               
United States
  $ 426,934,713     $     $      —     $ 426,934,713  
                                 
TOTAL MUTUAL FUNDS
    426,934,713                   426,934,713  
                                 
Short-Term Investments
    6,151,781                   6,151,781  
                                 
Total Investments
    433,086,494                   433,086,494  
                                 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign currency risk
          1,796,229             1,796,229  
                                 
Total
  $ 433,086,494     $ 1,796,229     $     $ 434,882,723  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign currency risk
  $      —     $ (2,105,468 )   $      —     $ (2,105,468 )
                                 
Total
  $     $ (2,105,468 )   $     $ (2,105,468 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            * Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.

         
        13


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities using Level 3 inputs were less than 0.1% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of

         
14
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Operations. Transaction based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (6,392,893 )
         
Total
  $ (6,392,893 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 425,030,520     $ 8,055,974     $      —     $ 8,055,974      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and

         
        15


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. The Fund and some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a

         
16
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
decline in the market value of a particular security held by the Fund or an underlying fund may affect the Fund’s or the underlying fund’s performance more than if the Fund or underlying fund were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund or an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund or an underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or

         
        17


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests will not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged by the Fund or an underlying fund.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The use of derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.

         
18
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.

         
        19


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.

         
20
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency

         
        21


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contracts to hedge foreign currency exposure in the underlying Funds’ investments relative to the U.S. dollar. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put)

         
22
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security,

         
        23


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral

         
24
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on forward currency contracts
  $      —     $ 1,796,229     $      —     $      —     $      —     $ 1,796,229  
                                                 
Total
  $     $ 1,796,229     $     $     $     $ 1,796,229  
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (2,105,468 )   $     $     $     $ (2,105,468 )
                                                 
Total
  $     $ (2,105,468 )   $     $     $     $ (2,105,468 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Forward currency contracts
  $      —     $ (31,078,009 )   $      —     $      —     $      —     $ (31,078,009 )
                                                 
Total
  $     $ (31,078,009 )   $     $     $     $ (31,078,009 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Forward currency contracts
  $     $ 10,525,480     $     $     $     $ 10,525,480  
                                                 
Total
  $     $ 10,525,480     $     $     $     $ 10,525,480  
                                                 

         
        25


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The derivative financial instruments outstanding as of period end (as disclosed in the Schedules of Investments) serve as indicators of the volume of derivative activity for the Fund during the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.54% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.54% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $2,909 and $1,418, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
26
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.496%
    0.089%     0.585%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $128,756,091 and $161,568,724, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 94.03% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. Two of the shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 99.99% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        27


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares*   Amount
                 
 
Shares sold
    24,035,446     $ 532,586,733       24,851,257     $ 559,719,467  
Shares issued to shareholders in reinvestment of distributions
    101,302       2,322,849              
Shares repurchased
    (23,796,939 )     (546,093,668 )     (5,727,242 )     (128,009,359 )
                                 
Net increase (decrease)
    339,809     $ (11,184,086 )     19,124,015     $ 431,710,108  
                                 
 
            * Shares were adjusted to reflect a 1:8 reverse stock split effective November 15, 2010.
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO International Growth Equity Fund, Class IV
  $ 243,215,675     $ 60,475,430     $ 83,246,862     $ 1,180,645     $      —     $ 213,303,540  
GMO International Intrinsic Value Fund, Class IV
    243,669,947       68,280,661       78,321,862       3,280,660             213,631,173  
                                                 
Totals
  $ 486,885,622     $ 128,756,091     $ 161,568,724     $ 4,461,305     $     $ 426,934,713  
                                                 

         
28
       


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        29


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors,the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
30
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        31


 

GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs

         
32
       


 

 
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.70 %   $ 1,000.00     $ 875.50     $ 3.30  
2) Hypothetical
    0.70 %   $ 1,000.00     $ 1,021.62     $ 3.56  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        33


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Developed World Stock Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    95.3 %
Mutual Funds
    2.5  
Preferred Stocks
    0.6  
Rights/Warrants
    0.0 Ù
Forward Currency Contracts
    0.0 Ù
Futures Contracts
    (0.5 )
Other
    2.1  
         
      100.0 %
         
 
Ù Rounds to 0.0%
 
         
Country Summary*   % of Investments  
United States
    53.7 %
Japan
    11.0  
United Kingdom
    10.3  
Italy
    6.3  
France
    5.7  
Germany
    4.7  
Spain
    2.7  
Singapore
    2.2  
Canada
    1.3  
Switzerland
    0.7  
Ireland
    0.4  
Austria
    0.3  
Australia
    0.2  
Sweden
    0.2  
Belgium
    0.1  
Greece
    0.1  
Hong Kong
    0.1  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    14.3 %
Energy
    14.1  
Capital Goods
    9.2  
Software & Services
    7.6  
Food, Beverage & Tobacco
    6.5  
Materials
    5.9  
Telecommunication Services
    5.0  
Technology Hardware & Equipment
    4.5  
Banks
    4.3  
Insurance
    4.1  
Automobiles & Components
    3.2  
Utilities
    3.0  
Health Care Equipment & Services
    2.6  
Food & Staples Retailing
    2.5  
Retailing
    2.2  
Transportation
    1.9  
Diversified Financials
    1.9  
Consumer Durables & Apparel
    1.7  
Real Estate
    1.7  
Consumer Services
    1.5  
Media
    0.9  
Household & Personal Products
    0.8  
Semiconductors & Semiconductor Equipment
    0.5  
Commercial & Professional Services
    0.1  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 95.3%        
                     
            Australia — 0.8%        
      13,256     BHP Billiton Ltd     563,986  
      18,946     Commonwealth Bank of Australia     980,722  
      355,869     Telstra Corp Ltd     1,153,202  
                     
            Total Australia     2,697,910  
                     
                     
            Austria — 0.3%        
      19,976     OMV AG     787,198  
      3,575     Voestalpine AG     137,568  
                     
            Total Austria     924,766  
                     
                     
            Belgium — 0.1%        
      143,879     Dexia SA *     336,731  
                     
                     
            Canada — 1.2%        
      12,600     Barrick Gold Corp     641,387  
      11,700     Canadian Pacific Railway Ltd     671,917  
      44,300     EnCana Corp     1,125,029  
      53,900     Husky Energy Inc     1,341,858  
      15,400     Research In Motion Ltd *     498,184  
                     
            Total Canada     4,278,375  
                     
                     
            France — 5.6%        
      60,295     AXA     967,744  
      34,704     BNP Paribas     1,785,050  
      21,389     Bouygues SA     819,930  
      8,438     Casino Guichard-Perrachon SA     701,980  
      34,011     CNP Assurances     601,680  
      8,576     Compagnie de Saint-Gobain     430,751  
      5,739     Lafarge SA     238,806  
      7,768     LVMH Moet Hennessy Louis Vuitton SA     1,310,957  
      23,918     Peugeot SA     731,038  
      3,368     PPR     560,449  
      23,745     Renault SA     964,885  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            France — continued        
      62,861     Sanofi     4,584,325  
      5,470     Schneider Electric SA     728,487  
      35,961     STMicroelectronics NV     238,514  
      58,944     Total SA     2,878,557  
      8,371     Vinci SA     436,787  
      56,985     Vivendi SA     1,385,550  
                     
            Total France     19,365,490  
                     
                     
            Germany — 4.0%        
      17,445     Allianz SE (Registered)     1,794,569  
      23,392     BASF AG     1,663,480  
      12,407     Bayerische Motoren Werke AG     1,003,800  
      12,657     Daimler AG (Registered)     683,731  
      16,317     Deutsche Lufthansa AG (Registered)     275,366  
      92,558     E.ON AG     2,021,305  
      9,144     Hannover Rueckversicherung AG (Registered)     431,508  
      59,311     Infineon Technologies AG     503,643  
      4,848     K+S AG     340,231  
      4,194     Lanxess AG     260,920  
      3,463     Linde AG     529,835  
      8,657     Muenchener Rueckversicherungs-Gesellschaft AG (Registered)     1,129,339  
      19,293     RWE AG     723,607  
      1,615     Salzgitter AG     100,010  
      4,125     Siemens AG (Registered)     424,331  
      24,427     Suedzucker AG     854,147  
      6,841     Volkswagen AG     1,039,109  
                     
            Total Germany     13,778,931  
                     
                     
            Greece — 0.1%        
      55,041     National Bank of Greece SA *     243,171  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Hong Kong — 0.2%        
      35,500     CLP Holdings Ltd     328,332  
      77,937     Esprit Holdings Ltd     219,422  
                     
            Total Hong Kong     547,754  
                     
                     
            Ireland — 0.4%        
      86,227     CRH Plc     1,522,712  
                     
                     
            Italy — 4.0%        
      705,296     Enel SPA     3,439,986  
      247,849     ENI SPA     4,983,319  
      6,267     Exor SPA     149,734  
      23,143     Fiat SPA     143,465  
      77,385     Finmeccanica SPA     574,460  
      62,404     Mediaset SPA     241,407  
      58,266     Mediobanca SPA     537,075  
      139,327     Parmalat SPA     328,701  
      18,341     Saipem SPA     821,806  
      917,930     Telecom Italia SPA     1,113,330  
      726,388     Telecom Italia SPA-Di RISP     795,769  
      529,599     UniCredit SPA     716,056  
                     
            Total Italy     13,845,108  
                     
                     
            Japan — 9.9%        
      34,000     Asahi Kasei Corp     226,917  
      14,300     Astellas Pharma Inc     540,414  
      137,000     Cosmo Oil Co Ltd     363,892  
      10,900     Daito Trust Construction Co Ltd     1,010,661  
      2,800     Fanuc Ltd     466,070  
      31,000     Fuji Heavy Industries Ltd     194,479  
      164,000     Hitachi Ltd     887,162  
      15,600     Honda Motor Co Ltd     508,326  
      97     INPEX Corp     661,284  
      140,100     Itochu Corp     1,512,178  
      184,720     JX Holdings Inc     1,176,047  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      171,000     Kawasaki Kisen Kaisha Ltd     441,751  
      227     KDDI Corp     1,702,951  
      22,500     Komatsu Ltd     600,138  
      156,000     Marubeni Corp     989,204  
      215,000     Mazda Motor Corp *     463,081  
      80,500     Mitsubishi Chemical Holdings Corp     566,714  
      27,600     Mitsubishi Corp     664,105  
      32,000     Mitsubishi Electric Corp     320,164  
      44,100     Mitsui & Co Ltd     756,646  
      87,000     Mitsui OSK Lines Ltd     368,363  
      211,800     Mizuho Financial Group Inc     323,279  
      10,900     Murata Manufacturing Co Ltd     665,273  
      1,400     Nintendo Co Ltd     246,829  
      55,400     Nippon Telegraph & Telephone Corp     2,593,874  
      185,000     Nippon Yusen Kabushiki Kaisha     562,268  
      128,600     Nissan Motor Co Ltd     1,182,531  
      7,600     Nitto Denko Corp     297,748  
      106     NTT Data Corp     342,173  
      353     NTT Docomo Inc     643,503  
      8,370     ORIX Corp     760,156  
      251,100     Resona Holdings Inc     1,142,838  
      41,000     Ricoh Company Ltd     372,757  
      13,700     Sankyo Co Ltd     703,360  
      70,100     Showa Shell Sekiyu KK     562,986  
      10,500     SoftBank Corp     349,071  
      348,700     Sojitz Corp     656,605  
      151,900     Sumitomo Corp     1,990,910  
      195,000     Taisei Corp     520,167  
      4,000     Taisho Pharmaceutical Co Ltd     92,993  
      44,200     Takeda Pharmaceutical Co Ltd     2,140,766  
      56,000     TonenGeneral Sekiyu KK     642,556  
      49,000     Toray Industries Inc     372,567  
      37,100     Toyota Motor Corp     1,336,540  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      52,200     Toyota Tsusho Corp     873,706  
      5,160     Yamada Denki Co Ltd     379,444  
                     
            Total Japan     34,175,447  
                     
                     
            Singapore — 2.0%        
      476,000     Genting Singapore Plc *     657,595  
      3,027,000     Golden Agri-Resources Ltd     1,657,998  
      152,100     Keppel Corp Ltd     1,174,730  
      111,000     Neptune Orient Lines Ltd     106,571  
      178,728     Oversea-Chinese Banking Corp Ltd     1,300,122  
      169,000     Sembcorp Industries Ltd     605,204  
      33,200     Singapore Airlines Ltd     304,200  
      471,600     Singapore Telecommunications     1,218,696  
                     
            Total Singapore     7,025,116  
                     
                     
            Spain — 2.6%        
      146,415     Banco Bilbao Vizcaya Argentaria SA     1,328,515  
      175,146     Banco Popular Espanol SA     912,470  
      279,826     Banco Santander SA     2,585,512  
      57,306     Gas Natural SDG SA     1,047,482  
      14,075     Indra Sistemas SA     251,803  
      159,464     Mapfre SA     545,773  
      39,451     Repsol YPF SA     1,135,405  
      58,524     Telefonica SA     1,216,722  
                     
            Total Spain     9,023,682  
                     
                     
            Sweden — 0.7%        
      36,943     Atlas Copco AB Class A     832,471  
      13,086     Boliden AB     179,697  
      55,116     Svenska Cellulosa AB Class B     741,997  
      49,342     Swedbank AB Class A     678,351  
                     
            Total Sweden     2,432,516  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Switzerland — 0.7%        
      28,762     Novartis AG (Registered)     1,678,235  
      2,909     Zurich Financial Services AG *     655,375  
                     
            Total Switzerland     2,333,610  
                     
                     
            United Kingdom — 10.1%        
      32,482     3i Group Plc     112,077  
      27,098     Antofagasta Plc     588,805  
      74,275     ARM Holdings Plc     681,417  
      80,662     AstraZeneca Plc     3,819,454  
      226,838     Aviva Plc     1,250,004  
      199,788     BAE Systems Plc     891,498  
      305,997     Barclays Plc     845,472  
      23,865     BHP Billiton Plc     812,264  
      287,238     BP Plc     1,874,810  
      9,459     British American Tobacco Plc     420,847  
      605,680     BT Group Plc     1,679,834  
      156,701     GlaxoSmithKline Plc     3,336,067  
      91,122     Home Retail Group Plc     188,212  
      622,817     Legal & General Group Plc     1,060,189  
      80,113     Marks & Spencer Group Plc     418,800  
      10,169     Next Plc     389,402  
      609,891     Old Mutual Plc     1,184,207  
      24,765     Rio Tinto Plc     1,509,637  
      1,741,551     Royal Bank of Scotland Group Plc *     684,584  
      119,073     Royal Dutch Shell Plc A Shares (London)     3,983,155  
      98,760     Royal Dutch Shell Plc B Shares (London)     3,323,519  
      43,556     Scottish & Southern Energy Plc     917,316  
      19,484     Standard Chartered Plc     442,630  
      34,120     Tate & Lyle Plc     320,971  
      1,070,228     Vodafone Group Plc     2,808,552  
      24,147     Wolseley Plc     625,893  
      30,072     Xstrata Plc     522,272  
                     
            Total United Kingdom     34,691,888  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            United States — 52.6%        
      37,800     3M Co.      3,136,644  
      71,300     Abbott Laboratories     3,743,963  
      5,700     Abercrombie & Fitch Co.-Class A     362,577  
      48,000     Accenture Plc.-Class A     2,572,320  
      13,300     ACE, Ltd.      858,914  
      3,500     Affiliated Managers Group, Inc. *     305,060  
      36,300     Alcoa, Inc.      465,003  
      20,100     Allstate Corp. (The)     527,223  
      10,000     Altera Corp.      363,900  
      54,400     Altria Group, Inc.      1,479,136  
      12,200     Amdocs Ltd. *     335,134  
      17,100     Ameren Corp.      517,446  
      12,600     American Express Co.      626,346  
      13,500     Ameriprise Financial, Inc.      616,950  
      7,900     Anadarko Petroleum Corp.      582,625  
      82,600     Annaly Capital Management, Inc. REIT     1,497,538  
      14,900     Apple, Inc. *     5,733,967  
      11,500     Assurant, Inc.      404,455  
      42,900     Automatic Data Processing, Inc.      2,146,287  
      1,600     AutoZone, Inc. *     491,200  
      6,200     AvalonBay Communities, Inc. REIT     845,556  
      10,900     Baker Hughes, Inc.      666,099  
      23,400     Baxter International, Inc.      1,309,932  
      14,300     Becton, Dickinson and Co.      1,163,734  
      11,100     Best Buy Co., Inc.      284,049  
      5,500     Borg Warner, Inc. *     392,645  
      3,200     Boston Properties, Inc. REIT     333,728  
      21,200     Bristol–Myers Squibb Co.      630,700  
      14,300     Capital One Financial Corp.      658,515  
      21,800     Caterpillar, Inc.      1,983,800  
      19,600     CB Richard Ellis Group, Inc. *     297,136  
      24,600     CBS Corp.-Class B (Non Voting)     616,230  
      6,000     Celanese Corp.-Class A     282,060  
      27,100     Chevron Corp.      2,680,461  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United States — continued        
      1,800     Chipotle Mexican Grill, Inc. *     564,066  
      17,000     CH Robinson Worldwide, Inc.      1,198,500  
      41,800     Cisco Systems, Inc.      655,424  
      5,900     Cliffs Natural Resources, Inc.      488,815  
      23,900     Coach, Inc.      1,343,658  
      124,700     Coca-Cola Co. (The)     8,785,115  
      15,000     Cognizant Technology Solutions Corp.-Class A *     951,750  
      13,700     Comcast Corp.-Class A (Non-Voting)     289,892  
      18,900     Computer Sciences Corp.      579,474  
      4,700     Concho Resources Inc. *     408,665  
      55,453     ConocoPhillips     3,774,686  
      6,600     CR Bard, Inc.      628,716  
      28,600     CSX Corp.      627,484  
      7,900     Cummins, Inc.      734,068  
      10,500     Danaher Corp.      481,005  
      10,800     Deere & Co.      872,856  
      31,400     Discover Financial Services     790,024  
      15,000     Dow Chemical Co. (The)     426,750  
      27,800     Du Pont (E.I.) de Nemours & Co.      1,341,906  
      4,300     Eastman Chemical Co.      355,739  
      13,300     Eaton Corp.      571,235  
      24,000     Ecolab, Inc.      1,286,400  
      58,500     Eli Lilly & Co.      2,194,335  
      20,100     EMC Corp. *     454,059  
      7,200     Equity Residential REIT     440,496  
      20,500     Expeditors International of Washington, Inc.      932,750  
      69,700     Exxon Mobil Corp.      5,160,588  
      9,600     FLIR Systems, Inc.      248,352  
      11,000     FMC Technologies, Inc. *     489,060  
      15,500     Forest Laboratories, Inc. *     530,720  
      19,000     Freeport–McMoRan Copper & Gold, Inc.      895,660  
      26,100     General Dynamics Corp.      1,672,488  
      10,300     Genuine Parts Co.      566,706  
      14,200     Google, Inc.-Class A *     7,681,632  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United States — continued        
      20,200     Halliburton Co.      896,274  
      5,300     Hansen Natural Corp. *     452,196  
      33,400     Hartford Financial Services Group, Inc. (The)     639,276  
      7,300     Hess Corp.      433,182  
      7,400     Honeywell International, Inc.      353,794  
      18,600     Hormel Foods Corp.      513,546  
      15,900     Hospitality Properties Trust REIT     373,332  
      14,400     Intuit, Inc. *     710,352  
      212,500     Johnson & Johnson     13,982,500  
      4,300     Joy Global, Inc.      358,835  
      35,700     Kimberly–Clark Corp.      2,469,012  
      20,300     Las Vegas Sands Corp. *     945,371  
      13,200     Leucadia National Corp.      391,116  
      3,600     Liberty Media Corp. Capital-Class A *     256,716  
      10,500     Limited Brands, Inc.      396,270  
      42,700     Macy’s, Inc.      1,108,065  
      34,200     Marathon Oil Corp.      920,664  
      8,500     McDonald’s Corp.      768,910  
      42,500     Medtronic, Inc.      1,490,475  
      176,900     Merck & Co., Inc.      5,858,928  
      167,500     Microsoft Corp.      4,455,500  
      5,400     Mosaic Co. (The)     384,102  
      11,200     NASDAQ OMX Group, Inc. (The) *     265,328  
      11,300     National Oilwell Varco, Inc.      747,156  
      2,000     Netflix, Inc. *     470,020  
      25,500     Nike, Inc.-Class B     2,209,575  
      21,200     NiSource, Inc.      452,832  
      4,900     Noble Energy, Inc.      432,964  
      5,500     Occidental Petroleum Corp.      477,070  
      79,800     Oracle Corp.      2,239,986  
      5,000     Parker Hannifin Corp.      367,150  
      41,400     Paychex, Inc.      1,116,972  
      7,200     Peabody Energy Corp.      351,360  
      30,100     Pepco Holdings, Inc.      586,348  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United States — continued        
      85,500     PepsiCo, Inc.      5,508,765  
      222,373     Pfizer, Inc.      4,220,639  
      17,100     Philip Morris International, Inc.      1,185,372  
      5,700     PPG Industries, Inc.      436,563  
      2,100     Priceline.com, Inc. *     1,128,246  
      15,000     ProLogis, Inc. REIT     408,450  
      8,900     Prudential Financial, Inc.      446,869  
      500     Public Storage REIT     61,865  
      95,800     Qualcomm, Inc.      4,929,868  
      5,400     Rockwell Automation, Inc.      346,302  
      10,900     Rockwell Collins, Inc.      550,014  
      22,400     RR Donnelley & Sons Co.      341,600  
      16,700     Schlumberger Ltd.      1,304,604  
      9,500     Sigma–Aldrich Corp.      611,705  
      21,200     SLM Corp.      291,076  
      17,800     Southern Copper Corp.      601,106  
      22,400     Starbucks Corp.      865,088  
      24,800     Stryker Corp.      1,211,232  
      8,500     St Jude Medical, Inc.      387,090  
      33,142     Supervalu, Inc.      264,142  
      44,400     Sysco Corp.      1,240,092  
      9,100     T. Rowe Price Group, Inc.      486,668  
      24,100     TD Ameritrade Holding Corp.      370,658  
      14,400     Teradata Corp. *     753,984  
      4,200     Tiffany & Co.      302,232  
      4,300     Time Warner Cable, Inc.      281,650  
      18,200     Travelers Cos., Inc. (The)     918,372  
      10,000     Union Pacific Corp.      921,700  
      21,915     UnitedHealth Group, Inc.      1,041,401  
      21,400     United Technologies Corp.      1,588,950  
      48,700     Valero Energy Corp.      1,106,464  
      8,400     Varian Medical Systems, Inc. *     478,464  
      15,300     Viacom, Inc.-Class B     738,072  
      15,100     Virgin Media, Inc.      382,936  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United States — continued        
      6,500     Visa, Inc.-Class A     571,220  
      114,700     Wal–Mart Stores, Inc.      6,103,187  
      13,000     WellPoint, Inc.      822,900  
      9,900     Western Digital Corp. *     291,951  
      15,100     Weyerhaeuser Co. REIT     272,253  
      4,400     Whiting Petroleum Corp. *     207,284  
      13,000     Williams Cos., Inc.      350,870  
      3,800     WW Grainger, Inc.      585,580  
      3,500     Wynn Resorts Ltd.      541,520  
      8,100     Yum! Brands, Inc.      440,397  
                     
            Total United States     181,108,985  
                     
                     
            TOTAL COMMON STOCKS (COST $332,515,380)     328,332,192  
                     
                     
            PREFERRED STOCKS — 0.6%        
                     
            Germany — 0.6%        
      5,368     Henkel AG & Co KGaA 1.77%     317,096  
      13,133     Porsche Automobil Holding SE 1.10%     884,081  
      5,687     Volkswagen AG 1.97%     945,462  
                     
            Total Germany     2,146,639  
                     
                     
            TOTAL PREFERRED STOCKS (COST $1,818,180)     2,146,639  
                     
                     
            RIGHTS/WARRANTS — 0.0%        
                     
            United States — 0.0%        
      6,727     American International Group, Inc., Warrants, Strike 45.00, Expires 01/19/21 *     50,453  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $125,109)     50,453  
                     

         
    See accompanying notes to the financial statements.   13


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
                     
            MUTUAL FUNDS — 2.5%        
                     
            United States — 2.5%        
            Affiliated Issuers        
      342,344     GMO U.S. Treasury Fund     8,562,028  
                     
                     
            TOTAL MUTUAL FUNDS (COST $8,562,028)     8,562,028  
                     
                     
            SHORT-TERM INVESTMENTS — 0.8%        
                     
            Time Deposits — 0.8%        
AUD
    9,498     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     10,153  
CAD
    9,932     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     10,142  
CHF
    8,334     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     10,342  
DKK
    52,392     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     10,102  
EUR
    9,801     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.13%, due 09/01/11     14,079  
GBP
    6,169     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.11%, due 09/01/11     10,013  
HKD
    250,281     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     32,146  
JPY
    1,113,280     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     14,539  
NOK
    59,110     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.05%, due 09/01/11     11,019  
SEK
    65,337     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,303  
USD
    2,386     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     2,386  
SGD
    173,878     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     144,381  
USD
    2,355,373     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     2,355,373  
                     
            Total Time Deposits     2,634,978  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $2,634,978)     2,634,978  
                     
                     
            TOTAL INVESTMENTS — 99.2%
(Cost $345,655,675)
    341,726,290  
            Other Assets and Liabilities (net) — 0.8%     2,585,065  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 344,311,355  
                     

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
      Deliver/
  Units of
      Appreciation
Date   Counterparty   Receive   Currency   Value   (Depreciation)
 
Buys 
                                   
10/21/11
    Barclays Bank PLC     CAD     3,146,071     $ 3,208,826     $ 11,827  
10/21/11
    Brown Brothers Harriman & Co.      GBP     1,287,643       2,089,065       (19,515 )
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     789,209       1,280,408       (11,685 )
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     2,031,850       3,296,462       (30,020 )
10/21/11
    Bank of America N.A.     HKD     7,800,772       1,002,414       733  
10/21/11
    Deutsche Bank AG     HKD     37,993,622       4,882,253       3,865  
10/21/11
    Royal Bank of Scotland PLC     HKD     33,609,622       4,318,901       2,530  
10/21/11
    Bank of America N.A.     SEK     12,141,987       1,909,434       31,178  
10/21/11
    Bank of New York Mellon     SEK     5,162,681       811,877       12,846  
10/21/11
    Brown Brothers Harriman & Co.      SEK     4,003,522       629,589       6,240  
10/21/11
    Bank of New York Mellon     SGD     3,066,619       2,547,013       (2,395 )
10/21/11
    JPMorgan Chase Bank N.A.     SGD     3,392,840       2,817,959       (61 )
10/21/11
    Morgan Stanley Capital Services Inc.      SGD     1,187,540       986,324       (1,597 )
10/21/11
    Royal Bank of Scotland PLC     SGD     1,943,689       1,614,352       (618 )
10/21/11
    State Street Bank and Trust Company     SGD     4,005,840       3,327,093       (2,506 )
                                 
                        $ 34,721,970     $ 822  
                                 
Sales #
                                   
10/21/11
    Royal Bank of Scotland PLC     CHF     214,708     $ 266,835     $ 9,652  
10/21/11
    Bank of America N.A.     EUR     3,775,970       5,420,883       (1,259 )
10/21/11
    Brown Brothers Harriman & Co.      EUR     1,803,658       2,589,379       7,600  
10/21/11
    Deutsche Bank AG     EUR     3,741,878       5,371,939       10,790  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     3,356,248       4,818,318       5,234  
10/21/11
    Bank of New York Mellon     JPY     56,992,510       744,630       (1,379 )
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     329,719,457       4,307,917       (7,023 )
                                 
                        $ 23,519,901     $ 23,615  
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.

         
    See accompanying notes to the financial statements.   15


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
1
    FTSE 100     September 2011   $ 87,274     $ 3,675  
68
    FTSE/MIB     September 2011     7,582,510       (2,005,481 )
8
    MSCI Singapore     September 2011     437,204       19,368  
7
    S&P 500 E-Mini Index     September 2011     426,213       (31,158 )
29
    TOPIX     September 2011     2,941,911       (86,690 )
                         
                $ 11,475,112     $ (2,100,286 )
                         
Sales
                           
108
    OMXS 30     September 2011   $ 1,626,196     $ (3,521 )
18
    SPI 200     September 2011     2,071,669       105,613  
                         
                $ 3,697,865     $ 102,092  
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
16
  See accompanying notes to the financial statements.    


 

GMO Developed World Stock Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $337,093,647) (Note 2)
  $ 333,164,262  
Investments in affiliated issuers, at value (cost $8,562,028) (Notes 2 and 10)
    8,562,028  
Foreign currency, at value (cost $219) (Note 2)
    219  
Dividends receivable
    1,047,447  
Foreign taxes receivable
    86,954  
Unrealized appreciation on open forward currency contracts (Note 4)
    102,495  
Due from broker on open futures contracts
    1,516,568  
Receivable for variation margin on open futures contracts (Note 4)
    207,796  
Receivable for expenses reimbursed by Manager (Note 5)
    34,688  
Miscellaneous receivable
    342  
         
Total assets
    344,722,799  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    128,313  
Shareholder service fee
    35,117  
Trustees and Trust Officers or agents unaffiliated with the Manager
    213  
Payable for foreign currency purchased
    234  
Unrealized depreciation on open forward currency contracts (Note 4)
    78,058  
Accrued expenses
    169,509  
         
Total liabilities
    411,444  
         
Net assets
  $ 344,311,355  
         
Net assets consist of:
       
Paid-in capital
  $ 444,113,125  
Accumulated undistributed net investment income
    4,773,244  
Accumulated net realized loss
    (98,678,681 )
Net unrealized depreciation
    (5,896,333 )
         
    $ 344,311,355  
         
Net assets attributable to:
       
Class III shares
  $ 159,477,744  
         
Class IV shares
  $ 184,833,611  
         
Shares outstanding:
       
Class III
    9,114,113  
         
Class IV
    10,551,887  
         
Net asset value per share:
       
Class III
  $ 17.50  
         
Class IV
  $ 17.52  
         

         
    See accompanying notes to the financial statements.   17


 

GMO Developed World Stock Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers (net of withholding taxes of $432,080)
  $ 6,344,886  
Dividends from affiliated issuers (Note 10)
    3,282  
Interest
    2,587  
         
Total investment income
    6,350,755  
         
Expenses:
       
Management fee (Note 5)
    843,137  
Shareholder service fee – Class III (Note 5)
    132,376  
Shareholder service fee – Class IV (Note 5)
    99,113  
Custodian and fund accounting agent fees
    116,288  
Audit and tax fees
    39,560  
Transfer agent fees
    19,964  
Legal fees
    6,716  
Trustees fees and related expenses (Note 5)
    2,778  
Registration fees
    1,012  
Miscellaneous
    15,441  
         
Total expenses
    1,276,385  
Fees and expenses reimbursed by Manager (Note 5)
    (197,616 )
Expense reductions (Note 2)
    (5 )
         
Net expenses
    1,078,764  
         
Net investment income (loss)
    5,271,991  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    9,702,654  
Investments in affiliated issuers
    5,352  
Realized gains distributions from affiliated issuers (Note 10)
    543  
Futures contracts
    (300,911 )
Foreign currency, forward contracts and foreign currency related transactions
    (140,546 )
         
Net realized gain (loss)
    9,267,092  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (43,976,534 )
Futures contracts
    (2,582,819 )
Foreign currency, forward contracts and foreign currency related transactions
    171,008  
         
Net unrealized gain (loss)
    (46,388,345 )
         
Net realized and unrealized gain (loss)
    (37,121,253 )
         
Net increase (decrease) in net assets resulting from operations
  $ (31,849,262 )
         

         
18
  See accompanying notes to the financial statements.    


 

GMO Developed World Stock Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 5,271,991     $ 7,059,392  
Net realized gain (loss)
    9,267,092       3,518,289  
Change in net unrealized appreciation (depreciation)
    (46,388,345 )     61,745,938  
                 
                 
Net increase (decrease) in net assets from operations
    (31,849,262 )     72,323,619  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (1,743,567 )     (4,894,827 )
Class IV
    (2,039,662 )     (4,765,301 )
                 
Total distributions from net investment income
    (3,783,229 )     (9,660,128 )
                 
Net share transactions (Note 9):
               
Class III
    (34,096,050 )     6,993,972  
Class IV
    2,041,398       4,933,764  
                 
Increase (decrease) in net assets resulting from net share transactions
    (32,054,652 )     11,927,736  
                 
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    97,310       22,800  
Class IV
    10       125  
                 
Increase in net assets resulting from purchase premiums and redemption fees
    97,320       22,925  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (31,957,332 )     11,950,661  
                 
Total increase (decrease) in net assets
    (67,589,823 )     74,614,152  
                 
Net assets:
               
Beginning of period
    411,901,178       337,287,026  
                 
End of period (including accumulated undistributed net investment income of $4,773,244 and $3,284,482, respectively)
  $ 344,311,355     $ 411,901,178  
                 

         
    See accompanying notes to the financial statements.   19


 

GMO Developed World Stock Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 19.24     $ 16.28     $ 11.34     $ 21.88     $ 24.58     $ 22.24  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.26       0.33       0.29       0.51       0.54       0.43  
Net realized and unrealized gain (loss)
    (1.81 )     3.09       5.03       (10.20 )     (0.74 )     2.84  
                                                 
                                                 
Total from investment operations
    (1.55 )     3.42       5.32       (9.69 )     (0.20 )     3.27  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.19 )     (0.46 )     (0.38 )     (0.64 )     (0.67 )     (0.32 )
From net realized gains
                      (0.21 )     (1.83 )     (0.61 )
                                                 
                                                 
Total distributions
    (0.19 )     (0.46 )     (0.38 )     (0.85 )     (2.50 )     (0.93 )
                                                 
                                                 
Net asset value, end of period
  $ 17.50     $ 19.24     $ 16.28     $ 11.34     $ 21.88     $ 24.58  
                                                 
                                                 
Total Return(a)
    (8.11 )%**     21.41 %     47.03 %     (45.56 )%     (1.73 )%     14.87 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 159,478     $ 210,780     $ 171,842     $ 155,560     $ 309,609     $ 282,446  
Net expenses to average daily net assets
    0.60 %(b)(d)*     0.60 %(b)(d)     0.60 %(b)     0.61 %(c)     0.62 %(c)     0.62 %
Net investment income (loss) to average daily net assets
    2.78 %*     1.93 %     1.93 %     2.79 %     2.15 %     1.83 %
Portfolio turnover rate
    25 %**     34 %     47 %     50 %     53 %     43 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.11 %*     0.11 %     0.11 %     0.12 %     0.11 %     0.12 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.01     $ 0.00 (e)   $ 0.02     $ 0.01     $ 0.02     $ 0.03  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 19.26     $ 16.30     $ 11.35     $ 21.90     $ 24.59     $ 22.25  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.27       0.34       0.30       0.51       0.56       0.45  
Net realized and unrealized gain (loss)
    (1.81 )     3.09       5.04       (10.20 )     (0.74 )     2.82  
                                                 
                                                 
Total from investment operations
    (1.54 )     3.43       5.34       (9.69 )     (0.18 )     3.27  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.20 )     (0.47 )     (0.39 )     (0.65 )     (0.68 )     (0.32 )
From net realized gains
                      (0.21 )     (1.83 )     (0.61 )
                                                 
                                                 
Total distributions
    (0.20 )     (0.47 )     (0.39 )     (0.86 )     (2.51 )     (0.93 )
                                                 
                                                 
Net asset value, end of period
  $ 17.52     $ 19.26     $ 16.30     $ 11.35     $ 21.90     $ 24.59  
                                                 
                                                 
Total Return(a)
    (8.09 )%**     21.44 %     47.16 %     (45.52 )%     (1.66 )%     14.88 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 184,834     $ 201,121     $ 165,445     $ 112,438     $ 206,408     $ 209,937  
Net expenses to average daily net assets
    0.55 %(b)(d)*     0.55 %(b)(d)     0.55 %(b)     0.56 %(c)     0.57 %(c)     0.57 %
Net investment income (loss) to average daily net assets
    2.84 %*     1.98 %     1.94 %     2.82 %     2.22 %     1.93 %
Portfolio turnover rate
    25 %**     34 %     47 %     50 %     53 %     43 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.11 %*     0.11 %     0.11 %     0.12 %     0.11 %     0.12 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (e)   $ 0.00 (e)     (f )     (f )     (f )   $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Purchase premiums and redemption fees were less than $0.01 per share.
(f) The class received no purchase premiums or redemption fees.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   21


 

GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Developed World Stock Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return.  The Manager seeks to achieve the Fund’s investment objective by investing in stocks or groups of stocks that the Manager believes will provide higher returns than the MSCI World Index.
 
The Manager uses active investment management methods, which means that stocks are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting stocks for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify stocks that the Manager believes present positive return potential relative to other stocks. Some of these methods evaluate individual stocks or a group of stocks (e.g., stocks of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of a stock or a group of stocks. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of a stock or group of stocks relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in stocks, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in stocks tied economically to developed markets. For this purpose, the term “stock” refers to investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts, and the term “developed markets” refers to those countries included in the MSCI World Index, a global developed markets equity

         
22
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
index, and countries with similar characteristics (e.g., countries that have sustained economic development, sufficient liquidity for listed companies and accessible markets). The Manager may make investments tied economically to emerging countries.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
        23


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      42.1 %
           
Futures Contracts
      (0.6 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
24
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 2,697,910     $      —     $ 2,697,910  
Austria
          924,766             924,766  
Belgium
          336,731             336,731  
Canada
    4,278,375                   4,278,375  
France
          19,365,490             19,365,490  
Germany
          13,778,931             13,778,931  
Greece
          243,171             243,171  
Hong Kong
          547,754             547,754  
Ireland
          1,522,712             1,522,712  
Italy
          13,845,108             13,845,108  
Japan
          34,175,447             34,175,447  
Singapore
          7,025,116             7,025,116  
Spain
          9,023,682             9,023,682  
Sweden
          2,432,516             2,432,516  
Switzerland
          2,333,610             2,333,610  
United Kingdom
          34,691,888             34,691,888  
United States
    181,108,985                   181,108,985  
                                 
TOTAL COMMON STOCKS
    185,387,360       142,944,832             328,332,192  
                                 
Preferred Stocks
                               
Germany
          2,146,639             2,146,639  
                                 
TOTAL PREFERRED STOCKS
          2,146,639             2,146,639  
                                 
Rights/Warrants
                               
United States
          50,453             50,453  
                                 
TOTAL RIGHTS/WARRANTS
          50,453             50,453  
                                 

         
        25


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
                               
United States
  $ 8,562,028     $     $     $ 8,562,028  
                                 
TOTAL MUTUAL FUNDS
    8,562,028                   8,562,028  
                                 
Short-Term Investments
    2,634,978                   2,634,978  
                                 
Total Investments
    196,584,366       145,141,924             341,726,290  
                                 
Derivatives *
                               
Forward Currency Contracts
Foreign Currency risk
          102,495             102,495  
Futures Contracts
Equity risk
          128,656             128,656  
                                 
Total Derivatives
          231,151             231,151  
                                 
Total
  $ 196,584,366     $ 145,373,075     $     $ 341,957,441  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
Foreign Currency risk
  $     $ (78,058 )   $      —     $ (78,058 )
Futures Contracts
Equity risk
    (31,158 )     (2,095,692 )           (2,126,850 )
                                 
Total Derivatives
    (31,158 )     (2,173,750 )           (2,204,908 )
                                 
Total
  $ (31,158 )   $ (2,173,750 )   $     $ (2,204,908 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            * Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a

         
26
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.

         
        27


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (12,590,155 )
February 28, 2018
    (76,431,352 )
February 28, 2019
    (13,491,492 )
         
Total
  $ (102,512,999 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 352,414,349     $ 30,966,237     $ (41,654,296 )   $ (10,688,059 )    

         
28
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.

         
        29


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.25% of the amount invested or redeemed. An additional purchase premium and redemption fee of 0.005% is charged for any purchases/redemptions (or any portion of a purchase/redemption) effected in a currency other than the U.S. dollar.
 
Purchase premiums and redemption fees are paid to and retained by the Fund (and are allocated pro rata among the classes) to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.

         
30
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest

         
        31


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange

         
32
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under

         
        33


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse

         
34
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily

         
        35


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales

         
36
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.

         
        37


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated

         
38
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $     $      —     $ 50,453     $      —     $ 50,453  
Unrealized appreciation on forward currency contracts
          102,495                         102,495  
Unrealized appreciation on futures contracts *
                      128,656             128,656  
                                                 
Total
  $     $ 102,495     $     $ 179,109     $     $ 281,604  
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (78,058 )   $     $     $     $ (78,058 )
Unrealized depreciation on futures contracts *
                      (2,126,850 )           (2,126,850 )
                                                 
Total
  $     $ (78,058 )   $     $ (2,126,850 )   $     $ (2,204,908 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $     $      —     $ 4     $      —     $ 4  
Forward currency contracts
          (123,423 )                       (123,423 )
Futures contracts
                      (300,911 )           (300,911 )
                                                 
Total
  $     $ (123,423 )   $     $ (300,907 )   $     $ (424,330 )
                                                 

         
        39


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù: — continued
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ (27,580 )   $     $ (27,580 )
Forward currency contracts
          171,008                         171,008  
Futures contracts
                      (2,582,819 )           (2,582,819 )
                                                 
Total
  $     $ 171,008     $     $ (2,610,399 )   $     $ (2,439,391 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts, rights and/or warrants), outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                         
    Forward
      Rights
    Currency
  Futures
  and/or
    Contracts   Contracts   Warrants
 
Average amount outstanding
  $ 64,508,618     $ 16,673,173     $ 83,241  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.45% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.45% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and

         
40
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $2,778 and $1,365, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and interest
    Indirect Shareholder
     
expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $95,548,438 and $129,837,879, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss

         
        41


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 78.75% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.01% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    91,156     $ 1,745,625       350,679     $ 6,192,421  
Shares issued to shareholders in reinvestment of distributions
    70,716       1,332,295       227,058       3,832,385  
Shares repurchased
    (2,003,664 )     (37,173,970 )     (176,281 )     (3,030,834 )
Purchase premiums
          4,375             15,520  
Redemption fees
          92,935             7,280  
                                 
Net increase (decrease)
    (1,841,792 )   $ (33,998,740 )     401,456     $ 7,016,772  
                                 
                                 
                                 

         
42
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    143     $ 2,739       9,942     $ 168,463  
Shares issued to shareholders in reinvestment of distributions
    108,147       2,039,662       281,957       4,765,301  
Shares repurchased
    (50 )     (1,003 )            
Purchase premiums
          7             125  
Redemption fees
          3              
                                 
Net increase (decrease)
    108,240     $ 2,041,408       291,899     $ 4,933,889  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 11,923,000     $ 22,164,000     $ 25,530,304     $ 3,282     $ 543     $ 8,562,028  
                                                 
Totals
  $ 11,923,000     $ 22,164,000     $ 25,530,304     $ 3,282     $ 543     $ 8,562,028  
                                                 

         
        43


 

GMO Developed World Stock Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
44
       


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        45


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
46
       


 

GMO Developed World Stock Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        47


 

 
GMO Developed World Stock Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.60 %   $ 1,000.00     $ 918.90     $ 2.89  
2) Hypothetical
    0.60 %   $ 1,000.00     $ 1,022.12     $ 3.05  
                                 
Class IV
                               
                                 
1) Actual
    0.55 %   $ 1,000.00     $ 919.10     $ 2.65  
2) Hypothetical
    0.55 %   $ 1,000.00     $ 1,022.37     $ 2.80  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
48
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Domestic Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    93.8 %
Short-Term Investments
    6.3  
Swap Agreements
    (0.0 )Ù
Other
    (0.1 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
Ù Rounds to 0.0%.

         
        1


 

GMO Domestic Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Par Value ($) /
           
Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 9.9%        
                     
            Corporate Debt — 2.6%        
      9,312,000     Health Care Property Investors, Inc., Series G, MTN, 5.63%, due 02/28/13     9,736,674  
                     
                     
            U.S. Government — 7.1%        
      27,031,320     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a)     27,430,464  
                     
                     
            U.S. Government Agency — 0.2%        
      503,093     Agency for International Development Floater (Support of Jamaica), 6 mo. U.S. Treasury Bill + 0.79%, 0.80%, due 03/30/19 (b)     488,482  
      233,336     Agency for International Development Floater (Support of Zimbabwe), 3 mo. U.S. Treasury Bill x 115%, 0.05%, due 01/01/12 (b)     232,123  
                     
            Total U.S. Government Agency     720,605  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $37,602,651)     37,887,743  
                     
                     
            MUTUAL FUNDS — 85.2%        
                     
            Affiliated Issuers — 85.2%        
      45,578,624     GMO Short-Duration Collateral Fund     327,710,310  
      1,483     GMO Special Purpose Holding Fund (c)     637  
      16,817     GMO U.S. Treasury Fund     420,599  
                     
                     
            TOTAL MUTUAL FUNDS (COST $349,226,550)     328,131,546  
                     
                     
            SHORT-TERM INVESTMENTS — 5.1%        
                     
            Money Market Funds — 5.1%        
      19,682,545     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     19,682,545  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $19,682,545)     19,682,545  
                     
            TOTAL INVESTMENTS — 100.2%
(Cost $406,511,746)
    385,701,834  
            Other Assets and Liabilities (net)— (0.2%)     (596,092 )
                     
                     
            Net Assets — 100.0%     385,105,742  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Swap Agreements
 
Credit Default Swaps
 
                                                         
                            Maximum
       
                            Potential
       
                            Amount of
       
                            Future
       
                            Payments
  Net
   
                        Implied
      by the Fund
  Unrealized
   
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
   
Amount   Date   Counterparty   (Pay)   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)    
 
  11,500,000     USD   3/20/2013   Barclays Bank PLC   (Pay)   0.61%   1.25%   Healthcare Care Properties     NA     $ 99,876          
                                                         
Premiums to (Pay) Receive
  $          
                 
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e.higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
    See accompanying notes to the financial statements.   3


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
Notes to Schedule of Investments:
 
MTN - Medium Term Note
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
(a) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
 
Currency Abbreviations:
 
USD - United States Dollar

         
4
  See accompanying notes to the financial statements.    


 

GMO Domestic Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $57,285,196) (Note 2)
  $ 57,570,288  
Investments in affiliated issuers, at value (cost $349,226,550) (Notes 2 and 10)
    328,131,546  
Dividends and interest receivable
    210,613  
Receivable for open swap contracts (Note 4)
    99,876  
Receivable for expenses reimbursed by Manager (Note 5)
    32,309  
         
Total assets
    386,044,632  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    796,952  
Payable to affiliate for (Note 5):
       
Management fee
    33,124  
Shareholder service fee
    24,884  
Trustees and Trust Officers or agents unaffiliated with the Manager
    258  
Accrued expenses
    83,672  
         
Total liabilities
    938,890  
         
Net assets
  $ 385,105,742  
         
Net assets consist of:
       
Paid-in capital
  $ 427,104,140  
Accumulated undistributed net investment income
    54,667  
Accumulated net realized loss
    (21,343,029 )
Net unrealized depreciation
    (20,710,036 )
         
    $ 385,105,742  
         
Net assets attributable to:
       
Class III shares
  $ 81,753,788  
         
Class VI shares
  $ 303,351,954  
         
Shares outstanding:
       
Class III
    24,431,459  
         
Class VI
    90,424,893  
         
Net asset value per share:
       
Class III
  $ 3.35  
         
Class VI
  $ 3.35  
         

         
    See accompanying notes to the financial statements.   5


 

GMO Domestic Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 2,399,499  
Interest
    902,290  
Dividends from unaffiliated issuers
    124  
         
Total investment income
    3,301,913  
         
Expenses:
       
Management fee (Note 5)
    231,430  
Shareholder service fee – Class III (Note 5)
    73,705  
Shareholder service fee – Class VI (Note 5)
    100,261  
Custodian, fund accounting agent and transfer agent fees
    36,064  
Audit and tax fees
    27,232  
Legal fees
    10,672  
Trustees fees and related expenses (Note 5)
    3,475  
Registration fees
    2,659  
Miscellaneous
    9,128  
         
Total expenses
    494,626  
Fees and expenses reimbursed by Manager (Note 5)
    (197,586 )
         
Net expenses
    297,040  
         
Net investment income (loss)
    3,004,873  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    14,971  
Investments in affiliated issuers
    72  
Realized gains distributions from affiliated issuers (Note 10)
    30  
Swap contracts
    (35,465 )
         
Net realized gain (loss)
    (20,392 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (759,882 )
Investments in affiliated issuers
    (9,116,088 )
Swap contracts
    170,750  
         
Net unrealized gain (loss)
    (9,705,220 )
         
Net realized and unrealized gain (loss)
    (9,725,612 )
         
Net increase (decrease) in net assets resulting from operations
  $ (6,720,739 )
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Domestic Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 3,004,873     $ 8,567,060  
Net realized gain (loss)
    (20,392 )     (1,692,963 )
Change in net unrealized appreciation (depreciation)
    (9,705,220 )     45,516,138  
                 
                 
Net increase (decrease) in net assets from operations
    (6,720,739 )     52,390,235  
                 
Distributions to shareholders from (Note 2):
               
Net investment income
               
Class III
    (598,693 )     (1,756,513 )
Class VI
    (2,371,307 )     (6,704,779 )
                 
Total distributions from net investment income
    (2,970,000 )     (8,461,292 )
                 
Return of capital
               
Class III
    (28,017,215 )     (49,386,398 )
Class VI
    (104,012,786 )     (176,952,317 )
                 
Total distributions from return of capital
    (132,030,001 )     (226,338,715 )
                 
      (135,000,001 )     (234,800,007 )
                 
Net share transactions (Note 9):
               
Class III
    (8,577,390 )     (13,361,510 )
Class VI
    (3,679,254 )     (53,179,239 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (12,256,644 )     (66,540,749 )
                 
                 
Total increase (decrease) in net assets
    (153,977,384 )     (248,950,521 )
                 
Net assets:
               
Beginning of period
    539,083,126       788,033,647  
                 
End of period (including accumulated undistributed net investment income of $54,667 and $19,794, respectively)
  $ 385,105,742     $ 539,083,126  
                 

         
    See accompanying notes to the financial statements.   7


 

GMO Domestic Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 4.57     $ 5.99     $ 7.99     $ 9.47     $ 9.81     $ 9.81  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.02       0.06       0.09       0.39       0.42       0.43  
Net realized and unrealized gain (loss)
    (0.08 )     0.34       1.33       (1.36 )     (0.01 )     0.06  
                                                 
                                                 
Total from investment operations
    (0.06 )     0.40       1.42       (0.97 )     0.41       0.49  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.02 )     (0.06 )     (0.16 )     (0.50 )     (0.75 )     (0.49 )
From net realized gains
                (0.46 )     (0.01 )            
Return of capital
    (1.14 )     (1.76 )     (2.80 )                  
                                                 
                                                 
Total distributions
    (1.16 )     (1.82 )     (3.42 )     (0.51 )     (0.75 )     (0.49 )
                                                 
                                                 
Net asset value, end of period
  $ 3.35     $ 4.57     $ 5.99     $ 7.99     $ 9.47     $ 9.81  
                                                 
                                                 
Total Return(b)
    (1.54 )%**     8.19 %     23.87 %     (10.39 )%     4.35 %     5.09 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 81,754     $ 120,397     $ 173,619     $ 337,524     $ 144,286     $ 94,159  
Net expenses to average daily net assets(c)
    0.20 %*     0.20 %(d)     0.21 %     0.26 %(d)     0.25 %(d)     0.25 %
Net investment income (loss) to average daily net assets(a)
    1.21 %*     1.25 %     1.37 %     4.43 %     4.28 %     4.42 %
Portfolio turnover rate
    1 %**     8 %     30 %     68 %     22 %     17 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.09 %*     0.08 %     0.07 %     0.02 %     0.03 %     0.03 %
Redemption fees consisted of the following per share amounts:
              $ 0.00 (e)   $ 0.00 (e)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
8
  See accompanying notes to the financial statements.    


 

GMO Domestic Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 4.58     $ 5.99     $ 7.99     $ 9.48     $ 9.82     $ 9.82  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.03       0.07       0.09       0.44       0.57       0.48  
Net realized and unrealized gain (loss)
    (0.10 )     0.35       1.33       (1.41 )     (0.15 )     0.02  
                                                 
                                                 
Total from investment operations
    (0.07 )     0.42       1.42       (0.97 )     0.42       0.50  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.02 )     (0.07 )     (0.17 )     (0.51 )     (0.76 )     (0.50 )
From net realized gains
                (0.46 )     (0.01 )            
Return of capital
    (1.14 )     (1.76 )     (2.79 )                  
                                                 
                                                 
Total distributions
    (1.16 )     (1.83 )     (3.42 )     (0.52 )     (0.76 )     (0.50 )
                                                 
                                                 
Net asset value, end of period
  $ 3.35     $ 4.58     $ 5.99     $ 7.99     $ 9.48     $ 9.82  
                                                 
                                                 
Total Return(b)
    (1.79 )%**     8.46 %     23.87 %     (10.40 )%     4.42 %     5.19 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 303,352     $ 418,686     $ 614,415     $ 720,731     $ 581,526     $ 327,796  
Net expenses to average daily net assets(c)
    0.11 %*     0.11 %(d)     0.12 %     0.16 %(d)     0.16 %(d)     0.16 %
Net investment income (loss) to average daily net assets(a)
    1.32 %*     1.33 %     1.43 %     5.02 %     5.87 %     4.85 %
Portfolio turnover rate
    1 %**     8 %     30 %     68 %     22 %     17 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.09 %*     0.08 %     0.08 %     0.02 %     0.03 %     0.03 %
Redemption fees consisted of the following per share amounts:
              $ 0.00 (e)   $ 0.00 (e)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   9


 

GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Domestic Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund’s investment objective is total return in excess of that of its benchmark, the Barclays Capital U.S. Government Index. The Fund is not currently pursuing its investment objective or an active investment program and is not acquiring new investments.
 
Historically, the Fund has implemented its strategies: (i) synthetically by using exchange-traded and over-the-counter (“OTC”) derivatives and investing in other GMO Funds and/or (ii) directly by purchasing bonds. The Fund principally holds shares of GMO Short-Duration Collateral Fund (“SDCF”) (a Fund that primarily holds U.S. asset-backed securities).
 
The Fund has also invested in and may continue to hold: U.S. bonds (including U.S. government bonds, U.S. corporate bonds and asset-backed securities); derivatives, including without limitation, futures contracts, reverse repurchase agreements, credit default swaps and other swap contracts; shares of GMO U.S. Treasury Fund (for cash management purposes); and foreign bonds.
 
Because of the deterioration in credit markets that became acute in 2008, the Fund, including through its investment in SDCF, currently has and is expected to continue to have material exposure to below investment grade U.S. asset-backed securities (also known as “junk bonds”). The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager does not seek to maintain a specified interest rate duration for the Fund.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds tied economically to the U.S. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option).
 
As of August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.

         
10
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Since April 2009, the Fund has declared and paid distributions when it has acquired a meaningful cash position rather than reinvesting that cash in portfolio securities. The Fund currently intends to continue this practice. A substantial portion of any such distributions could constitute a return of capital to shareholders for tax purposes.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). As of August 31, 2011, shares of SCDF and GMO Special Purpose Holding Fund (“SPHF”) were not publicly available for direct purchase.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 2.8% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.

         
        11


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held indirectly for which no alternative pricing source was available represented 9.8% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and market data from pricing vendors) to value credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value techniques on Level 3 investments: The Fund valued certain debt securities by using an estimated specified spread above the LIBOR rate.

         
12
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
           
    in Active
  Significant
       
    Markets for
  Other
  Significant
   
    Identical
  Observable
  Unobservable
   
    Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Corporate Debt
  $     $ 9,736,674     $     $ 9,736,674  
U.S. Government
          27,430,464             27,430,464  
U.S. Government Agency
                720,605       720,605  
                                 
TOTAL DEBT OBLIGATIONS
          37,167,138       720,605       37,887,743  
                                 
Mutual Funds
    328,130,909       637             328,131,546  
Short-Term Investments
    19,682,545                   19,682,545  
                                 
Total Investments
    347,813,454       37,167,775       720,605       385,701,834  
                                 
Derivatives *
                               
Swap Agreements
                               
Credit Risk
          99,876             99,876  
                                 
Total
  $ 347,813,454     $ 37,267,651     $ 720,605     $ 385,801,710  
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 63.2% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
        13


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
                                          Investments
    Balances
                  Change in
          Balances
    Still
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Debt Obligations
                                                                                 
U.S. Government Agency
  $ 983,567     $      —     $ (264,791 )   $ 25     $ (16 )   $ 1,820     $      —     $      —     $ 720,605       $ 1,820  
                                                                                   
Total
  $ 983,567     $     $ (264,791 )   $ 25     $ (16 )   $ 1,820     $      —     $     $ 720,605       $ 1,820  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be

         
14
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. The Fund is permitted to, and will from time to time, declare and pay distributions from net investment income, if any, more frequently (e.g. monthly). As of August 31, 2011, all distributions have been paid in cash. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or

         
        15


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes. Such amounts are estimated for the six months ended August 31, 2011.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $797,187.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (3,229,648 )
February 28, 2019
    (814,498 )
         
Total
  $ (4,044,146 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 422,986,875     $ 429,884     $ (37,714,925 )   $ (37,285,041 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did

         
16
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.

         
        17


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of widening of credit spreads.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.

         
18
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of

         
        19


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The

         
20
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.

         
        21


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.

         
22
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are

         
        23


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.

         
24
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap

         
        25


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used credit default swap agreements to provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of

         
26
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on swap agreements
  $      —     $      —     $ 99,876     $      —     $      —     $ 99,876  
                                                 
Total
  $     $     $ 99,876     $     $     $ 99,876  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Swap agreements
  $      —     $      —     $ (35,465 )   $      —     $      —     $ (35,465 )
                                                 
Total
  $     $     $ (35,465 )   $     $     $ (35,465 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Swap agreements
  $     $     $ 170,750     $     $     $ 170,750  
                                                 
Total
  $     $     $ 170,750     $     $     $ 170,750  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The derivative financial instruments outstanding as of period end (as disclosed in the Schedule of Investments) serve as indicators of the volume of derivative activity for the Fund during the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.10% of average daily net assets. The Manager has voluntarily agreed to waive the Fund’s management fee by 0.05% and to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.05% of the Fund’s average daily net assets (excluding the Fund’s Excluded Fund Fees

         
        27


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and Expenses described below). The Manager may change or terminate these voluntary waivers and reimbursements at any time, and these voluntary waivers and reimbursements are in addition to the Manager’s contractual expense reimbursement agreement described below. During any period for which these voluntary waivers and reimbursements are in effect, the Fund will incur management fees at an annual rate lower than 0.10% of the Fund’s average daily net assets, and, as a result, total annual operating expenses after expense reimbursement for the Fund will be lower. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class’s shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.10% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). The Manager also has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $3,475 and $1,768, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
28
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder of the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.003%
    0.000%     0.000%     0.003%
                   
 
6. Purchases and sales of securities
 
For the period ended August 31, 2011, cost of purchases and proceeds from sales of securities, other than short-term obligations, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 1,402,202  
Investments (non-U.S. Government securities)
    3,110,000       17,353,000  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 89.08% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 99.47% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        29


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    466,901     $ 1,676,175           $  
Shares repurchased
    (2,370,324 )     (10,253,565 )     (2,670,650 )     (13,361,510 )
                                 
Net increase (decrease)
    (1,903,423 )   $ (8,577,390 )     (2,670,650 )   $ (13,361,510 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $           $  
Shares repurchased
    (996,368 )     (3,679,254 )     (11,101,709 )     (53,179,239 )
                                 
Net increase (decrease)
    (996,368 )   $ (3,679,254 )     (11,101,709 )   $ (53,179,239 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Short-Duration Collateral Fund
  $ 473,106,122     $     $     $ 2,399,147     $     $ 136,279,830     $ 327,710,310  
GMO Special Purpose Holding Fund
    741                                     637  
GMO U.S. Treasury Fund
    14,663,527       3,110,000       17,353,000       352       30             420,599  
                                                         
Totals
  $ 487,770,390     $ 3,110,000     $ 17,353,000     $ 2,399,499     $ 30     $ 136,279,830     $ 328,131,546  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
30
       


 

GMO Domestic Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        31


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
32
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        33


 

GMO Domestic Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
34
       


 

 
GMO Domestic Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.20 %   $ 1,000.00     $ 984.60     $ 1.00  
2) Hypothetical
    0.20 %   $ 1,000.00     $ 1,024.13     $ 1.02  
                                 
Class VI
                               
                                 
1) Actual
    0.11 %   $ 1,000.00     $ 982.10     $ 0.55  
2) Hypothetical
    0.11 %   $ 1,000.00     $ 1,024.58     $ 0.56  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        35


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Emerging Countries Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    87.9 %
Preferred Stocks
    9.7  
Investment Funds
    1.0  
Mutual Funds
    0.3  
Short-Term Investments
    0.2  
Other
    0.9  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
Brazil
    17.3 %
South Korea
    17.2  
China
    14.5  
Russia
    13.4  
Taiwan
    10.3  
Indonesia
    4.9  
Thailand
    4.8  
India
    3.1  
Poland
    2.7  
South Africa
    2.2  
Turkey
    2.2  
Czech Republic
    1.6  
Egypt
    1.5  
Hungary
    1.4  
Mexico
    1.2  
Philippines
    0.9  
Malaysia
    0.3  
Chile
    0.2  
Morocco
    0.2  
Sri Lanka
    0.1  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
 

         
        1


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Energy
    21.4 %
Banks
    17.2  
Materials
    16.0  
Telecommunication Services
    15.0  
Semiconductors & Semiconductor Equipment
    5.4  
Technology Hardware & Equipment
    4.1  
Automobiles & Components
    3.9  
Utilities
    3.7  
Capital Goods
    2.8  
Software & Services
    2.2  
Food, Beverage & Tobacco
    1.9  
Real Estate
    1.2  
Insurance
    1.1  
Diversified Financials
    1.0  
Consumer Durables & Apparel
    0.5  
Retailing
    0.5  
Pharmaceuticals, Biotechnology & Life Sciences
    0.5  
Food & Staples Retailing
    0.4  
Consumer Services
    0.4  
Media
    0.2  
Health Care Equipment & Services
    0.2  
Household & Personal Products
    0.2  
Transportation
    0.2  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 87.9%        
                     
            Brazil — 9.3%        
      44,102     Banco Bradesco ADR     787,221  
      242,600     Banco do Brasil SA     4,072,035  
      8,000     Banco Santander Brasil SA ADR     76,960  
      40,100     BR Malls Participacoes SA     447,123  
      19,260     Brasil Telecom SA ADR     437,395  
      2,600     Braskem SA Sponsored ADR     61,854  
      2,100     Centrais Eletricas Brasileiras SA ADR     28,287  
      21,470     Centrais Eletricas Brasileiras SA Sponsored ADR     223,932  
      9,500     CETIP SA     148,596  
      20,809     Cia de Saneamento Basico do Estado de Sao Paulo     601,303  
      4,760     Cia de Saneamento Basico do Estado de Sao Paulo ADR     274,462  
      22,800     Cia de Saneamento de Minas Gerais-Copasa MG *     448,294  
      4,500     Cia Paranaense de Energia Sponsored ADR     99,090  
      17,200     Cielo SA     441,912  
      20,400     Companhia Energetica de Minas Gerais Sponsored ADR     385,968  
      27,900     Cyrela Brazil Realty SA     264,471  
      27,300     Electrobras (Centro)     279,534  
      58,300     Gerdau SA     418,600  
      17,760     Gerdau SA Sponsored ADR     153,269  
      124,190     Itau Unibanco Holding SA ADR     2,255,290  
      30,000     Light SA     516,364  
      5,300     MPX Mineracao e Energia SA *     124,518  
      7,900     MRV Engenharia e Participacoes SA     66,499  
      118,430     Petroleo Brasileiro SA (Petrobras) ADR     3,440,391  
      9,300     Porto Seguro SA     115,673  
      37,700     Redecard SA     580,219  
      11,800     Sul America SA     131,202  
      16,960     Telecomunicacoes de Sao Paulo SA ADR     538,819  
      4,538     Tim Participacoes SA ADR     141,313  
      12,200     Ultrapar Participacoes SA     212,977  
      13,900     Ultrapar Participacoes SA Sponsored ADR     246,586  
      17,500     Usinas Siderurgicas de Minas Gerais SA     250,094  
      5,500     Usinas Siderurgicas de Minas Gerais SA Sponsored ADR     41,415  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      15,900     Vale SA     447,465  
      113,100     Vale SA Sponsored ADR     3,193,944  
                     
            Total Brazil     21,953,075  
                     
                     
            Chile — 0.2%        
      560     Embotelladora Andina SA ADR Class B     15,339  
      15,206     Empresa National de Telecomunicaciones SA     336,226  
                     
            Total Chile     351,565  
                     
                     
            China — 14.2%        
      184,000     Agile Property Holdings Ltd     249,947  
      475,000     Agricultural Bank of China Ltd Class H     229,142  
      54,500     Anhui Conch Cement Co Ltd Class H     228,261  
      1,200     Baidu Inc Sponsored ADR *     174,936  
      3,959,000     Bank of China Ltd Class H     1,642,049  
      958,100     Bank of Communications Co Ltd Class H     711,151  
      117,000     Belle International Holdings Ltd     240,573  
      654,000     China CITIC Bank Class H *     352,378  
      318,900     China Coal Energy Co Class H     430,153  
      471,200     China Communication Services Corp Ltd Class H     239,210  
      763,000     China Communications Construction Co Ltd Class H     554,854  
      1,359,000     China Construction Bank Class H     1,011,404  
      1,400     China Life Insurance Co Ltd ADR     53,144  
      97,000     China Life Insurance Co Ltd Class H     245,889  
      18,438     China Merchants Holdings International Co Ltd     55,162  
      221,500     China Minsheng Banking Corp Ltd     183,744  
      555,964     China Mobile Ltd     5,686,707  
      13,982     China Mobile Ltd Sponsored ADR     715,459  
      186,000     China National Building Material Co Ltd Class H     313,915  
      14,000     China Overseas Land & Investment Ltd     29,949  
      14,800     China Pacific Insurance Group Co Ltd     58,182  
      3,175,083     China Petroleum & Chemical Corp Class H     3,128,231  
      201,000     China Shenhua Energy Co Ltd Class H     938,327  
      76,000     China State Construction International Holdings Ltd     60,692  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            China — continued        
      500     China Telecom Corp Ltd ADR     32,965  
      3,031,900     China Telecom Corp Ltd Class H     1,993,807  
      904,000     China Unicom Hong Kong Ltd     1,894,488  
      14,600     China Unicom Hong Kong Ltd ADR     308,790  
      14,000     China Yurun Food Group Ltd     31,954  
      188,200     Citic Pacific Ltd     382,539  
      6,000     CNOOC Ltd     12,197  
      2,880     CNOOC Ltd ADR     585,187  
      192,000     Cosco Pacific Ltd     264,209  
      640,000     Country Garden Holdings Co     285,449  
      234,000     Dongfeng Motor Group Co Ltd Class H     374,930  
      229,000     Evergrande Real Estate Group Ltd     141,646  
      544,000     GCL-Poly Energy Holdings Ltd     241,991  
      711,000     GOME Electrical Appliances Holdings Ltd     308,395  
      46,000     Guangzhou R&F Properties Co Ltd Class H     55,674  
      36,000     Hengan International Group Co Ltd     308,765  
      318,000     Hopson Development Holdings Ltd     256,390  
      3,222,000     Industrial and Commercial Bank of China Ltd Class H     2,121,675  
      14,500     Inner Mongolia Yitai Coal Co Class B     82,750  
      125,775     Jiangxi Copper Co Ltd Class H     362,163  
      336,000     Lenovo Group Ltd     225,783  
      129,070     Lianhua Supermarket Holdings Co Ltd     220,989  
      139,500     Longfor Properties     202,600  
      8,500     Netease.Com Inc ADR *     429,760  
      41,000     Nine Dragons Paper Holdings Ltd     29,504  
      1,000     PetroChina Co Ltd ADR     128,500  
      1,650,315     PetroChina Co Ltd Class H     2,098,370  
      122,000     PICC Property & Casualty Co Ltd Class H     215,645  
      52,000     Ping An Insurance (Group) Co of China Ltd Class H     417,037  
      23,000     Shanghai Industrial Holdings Ltd     76,095  
      102,251     Sino-Ocean Land Holdings Ltd     48,477  
      2,600     Sohu.com, Inc. *     212,550  
      1,100     Tencent Holdings Ltd     26,245  
      120,000     Tingyi (Cayman Islands) Holding Corp     338,438  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            China — continued        
      365,000     Want Want China Holdings Ltd     303,403  
      137,000     Yangzijiang Shipbuilding Holdings Ltd     131,970  
      100,000     Yanzhou Coal Mining Co Ltd Class H     291,341  
      3,800     Yanzhou Coal Mining Co Ltd Sponsored ADR     110,428  
      794,000     Zijin Mining Group Co Ltd Class H     372,604  
                     
            Total China     33,459,162  
                     
                     
            Czech Republic — 1.6%        
      47,293     CEZ AS     2,219,593  
      4,017     Komercni Banka AS     846,221  
      4,045     Pegas Nonwovens SA     110,790  
      356     Philip Morris CR AS     224,286  
      12,508     Telefonica 02 Czech Republic AS     319,718  
                     
            Total Czech Republic     3,720,608  
                     
                     
            Egypt — 1.5%        
      14,835     Alexandria Mineral Oils Co     162,679  
      142,606     Commercial International Bank     663,129  
      2,155     EFG-Hermes Holding GDR *     11,883  
      53,230     EFG-Hermes Holding SAE *     147,236  
      8,394     Egyptian Co for Mobile Services     140,061  
      60,139     Egyptian Kuwaiti Holding Co SAE     70,516  
      28,313     ElSwedy Electric Co     127,632  
      11,890     Orascom Construction Industries     480,134  
      908     Orascom Construction Industries GDR     37,040  
      670,080     Orascom Telecom Holding SAE *     399,431  
      104,741     Orascom Telecom Holding SAE GDR (Registered Shares) *     310,671  
      19,791     Oriental Weavers Co     100,041  
      51,980     Sidi Kerir Petrochemicals Co     119,353  
      131,908     South Valley Cement     87,190  
      285,006     Talaat Moustafa Group *     189,575  
      204,104     Telecom Egypt     515,671  
                     
            Total Egypt     3,562,242  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Hungary — 1.3%        
      1,327     Egis Gyogyszergyar Nyrt     112,149  
      136,180     Magyar Telekom Nyrt     365,900  
      377     MOL Hungarian Oil and Gas Nyrt *     34,748  
      112,391     OTP Bank Nyrt     2,455,568  
      923     Richter Gedeon Nyrt     170,662  
                     
            Total Hungary     3,139,027  
                     
                     
            India — 3.0%        
      2,781     ACC Ltd     61,387  
      12,182     Ambuja Cements Ltd     35,398  
      90,679     Aurobindo Pharma Ltd     249,956  
      5,081     Bharat Petroleum Corp Ltd     74,398  
      49,523     Bharti Airtel Ltd     436,085  
      9,575     Cairn India Ltd *     58,364  
      5,619     Canara Bank Ltd     52,073  
      48,276     Essar Oil Ltd *     93,702  
      9,017     Grasim Industries Ltd * (a)     447,129  
      7,654     HCL Technologies Ltd     69,336  
      49,491     Hindustan Zinc Ltd     140,478  
      105,561     Idea Cellular Ltd *     230,471  
      11,693     Indian Oil Corp Ltd     77,947  
      3,816     Infosys Technologies Ltd     197,051  
      8,260     Infosys Technologies Ltd Sponsored ADR     426,381  
      32,588     Ipca Laboratories Ltd     219,769  
      19,867     Mphasis Ltd     154,043  
      74,980     Oil & Natural Gas Corp Ltd     430,593  
      25,779     Reliance Communications Ltd     44,827  
      33,396     Reliance Industries Ltd     572,862  
      1,402     Reliance Industries Ltd Sponsored GDR,144A     48,428  
      109,352     Sesa Goa Ltd     564,696  
      198,925     Shree Renuka Sugars Ltd     251,026  
      46,668     Steel Authority of India Ltd     109,917  
      131,855     Sterlite Industries India Ltd     376,648  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            India — continued        
      2,900     Sterlite Industries India Ltd ADR     33,611  
      51,432     Tata Consultancy Services Ltd     1,173,277  
      24,251     Tata Steel Ltd     248,197  
      17,043     Wipro Ltd     124,908  
      6,500     Wipro Ltd ADR     64,870  
                     
            Total India     7,067,828  
                     
                     
            Indonesia — 4.8%        
      51,500     Astra Agro Lestari Tbk PT     133,729  
      602,000     Astra International Tbk PT     4,828,977  
      98,000     Bank Central Asia Tbk PT     94,535  
      229,500     Bank Danamon Indonesia Tbk PT     144,285  
      1,040,172     Bank Mandiri Tbk PT     864,077  
      673,000     Bank Negara Indonesia (Persero) Tbk PT     336,188  
      1,687,500     Bank Rakyat Tbk PT     1,350,789  
      64,500     Bumi Resources Tbk PT     19,930  
      574,000     Indofood Sukses Makmur Tbk PT     418,569  
      90,500     Indosat Tbk PT     57,190  
      732,500     Kalbe Farma Tbk PT     308,664  
      825,500     Perusahaan Gas Negara PT     297,067  
      139,000     Tambang Batubara Bukit Asam Tbk PT     319,438  
      1,280,500     Telekomunikasi Indonesia Tbk PT     1,106,312  
      15,700     Telekomunikasi Indonesia Tbk PT Sponsored ADR     537,254  
      167,575     United Tractors Tbk PT     477,770  
                     
            Total Indonesia     11,294,774  
                     
                     
            Malaysia — 0.3%        
      36,200     AirAsia Berhad     40,837  
      190,300     AMMB Holdings Berhad     408,737  
      82,860     Genting Berhad     264,108  
      64,900     Landmarks Berhad *     25,097  
      12,900     Petronas Chemicals Group Bhd     27,265  
                     
            Total Malaysia     766,044  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Mexico — 1.2%        
      58,140     America Movil SAB de CV Class L ADR     1,486,058  
      37,200     Grupo Financiero Banorte SAB de CV Class O     150,598  
      63,700     Grupo Televisa SA-Series CPO     282,867  
      50,645     Telefonos de Mexico SAB de CV Class L Sponsored ADR     866,536  
                     
            Total Mexico     2,786,059  
                     
                     
            Morocco — 0.2%        
      537     Attijariwafa Bank     26,185  
      27,286     Maroc Telecom     499,482  
                     
            Total Morocco     525,667  
                     
                     
            Philippines — 0.9%        
      123,600     Alliance Global Group Inc     30,347  
      2,118,500     Lopez Holding Corp *     251,615  
      132,007     Metropolitan Bank & Trust Co     228,858  
      16,945     Philippine Long Distance Telephone Co     948,679  
      8,790     Philippine Long Distance Telephone Co Sponsored ADR     506,831  
      80,000     Universal Robina Corp     75,160  
      315,000     Vista Land & Lifescapes Inc     23,902  
                     
            Total Philippines     2,065,392  
                     
                     
            Poland — 2.6%        
      4,932     Asseco Poland SA     72,707  
      24,978     Grupa Lotos SA *     267,322  
      69,852     KGHM Polska Miedz SA     4,238,901  
      72,081     PGE SA     516,028  
      18,139     Polski Koncern Naftowy Orlen SA *     249,916  
      40,398     Polskie Gornictwo Naftowe i Gazownictwo SA     57,064  
      183,198     Tauron Polska Energia SA     339,264  
      83,774     Telekomunikacja Polska SA     502,735  
                     
            Total Poland     6,243,937  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Russia — 12.0%        
      3,979     Cherepovets MK Severstal GDR (Registered Shares)     61,804  
      48,840     Gazprom Neft Class S     214,046  
      6,614     Gazprom Neft JSC Sponsored ADR     144,991  
      841,380     Gazprom OAO Sponsored ADR     10,454,995  
      46,022     KamAZ *     76,421  
      85,011     Lukoil OAO ADR     5,111,539  
      22,323     Magnit OJSC Sponsored GDR (Registered Shares)     529,732  
      21,347     Magnitogorsk Iron & Steel Works Sponsored GDR (Registered Shares)     169,824  
      15,190     Mechel Sponsored ADR     286,483  
      55,537     MMC Norilsk Nickel JSC ADR     1,390,483  
      10,607     NovaTek OAO Sponsored GDR (Registered Shares)     1,441,916  
      39,599     OAO Tatneft Sponsored GDR (Registered Shares)     1,344,284  
      433,884     Rosneft OJSC GDR (Registered Shares)     3,416,855  
      134,828     Sberbank Sponsored ADR *     1,603,105  
      135,350     Surgutneftegas Sponsored ADR     1,153,959  
      12,206     Tatneft     66,631  
      57,000     United Co RUSAL Plc *     62,228  
      16,115     Uralkali Sponsored GDR (Registered Shares)     811,931  
                     
            Total Russia     28,341,227  
                     
                     
            South Africa — 2.1%        
      14,825     Absa Group Ltd     295,071  
      15,400     African Bank Investments Ltd     78,062  
      5,967     ArcelorMittal South Africa Ltd     52,827  
      115,599     Aveng Ltd     561,215  
      10,898     Bidvest Group Ltd     244,018  
      190,276     FirstRand Ltd     547,760  
      46,225     MTN Group Ltd     950,902  
      8,464     Murray & Roberts Holdings Ltd     33,611  
      13,304     Nedbank Group Ltd     269,995  
      6,325     Remgro Ltd     103,018  
      31,607     RMB Holdings Ltd     114,793  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Africa — continued        
      20,646     Sanlam Ltd     80,392  
      709     Sasol Ltd     34,180  
      15,553     Shoprite Holdings Ltd     244,773  
      128,128     Telkom South Africa Ltd     655,141  
      21,286     Vodacom Group Ltd     274,586  
      31,400     Wilson Bayly Holmes-Ovcon Ltd     456,864  
                     
            Total South Africa     4,997,208  
                     
                     
            South Korea — 15.7%        
      22     Amorepacific Corp     23,959  
      22,679     BS Financial Group Inc *     283,969  
      807     CJ CheilJedang Corp     248,215  
      31,302     DGB Financial Group Inc *     454,779  
      8,830     Dongbu Insurance Co Ltd     429,890  
      8,783     GS Holdings Corp     601,063  
      37,062     Hana Financial Group Inc     1,257,251  
      2,280     Hankook Tire Co Ltd     85,887  
      8,584     Hanwha Chemical Corp     298,363  
      18,477     Hanwha Corp     701,040  
      875     Honam Petrochemical Corp     295,278  
      38,769     Hynix Semiconductor Inc     700,162  
      5,476     Hyosung Corp     407,083  
      271     Hyundai Department Store Co Ltd     45,987  
      2,790     Hyundai Heavy Industries Co Ltd     914,886  
      8,287     Hyundai Hysco     374,708  
      3,155     Hyundai Mipo Dockyard     408,754  
      4,443     Hyundai Mobis     1,416,533  
      5,513     Hyundai Motor Co     1,058,626  
      4,820     Hyundai Steel Co     494,077  
      76,105     Industrial Bank of Korea     1,151,507  
      9,737     INTOPS Co Ltd     162,412  
      21,108     Kangwon Land Inc     552,675  
      17,124     KB Financial Group Inc     710,330  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Korea — continued        
      769     KCC Corp     216,008  
      10,720     Kia Motors Corp     716,139  
      108,740     Korea Exchange Bank     828,023  
      6,446     Korea Investment Holdings Co Ltd     235,545  
      2,201     Korea Kumho Petrochemical Co Ltd     379,942  
      1,676     Korea Zinc Co Ltd     663,577  
      13,260     KT Corp     458,332  
      12,100     KT Corp Sponsored ADR     206,789  
      30,592     KT&G Corp     1,971,947  
      734     LG Chem Ltd     262,519  
      3,500     LG Display Co Ltd ADR     34,790  
      189     LG Household & Health Care Ltd     83,484  
      85,328     LG Uplus Corp     400,764  
      1,301     Lotte Shopping Co Ltd     535,123  
      827     NCSoft Corp     272,489  
      785     NHN Corp *     154,008  
      350     OCI Company Ltd     103,039  
      7,520     POSCO     2,861,319  
      2,857     S-Oil Corp     329,259  
      47,580     Samho International Co Ltd *     106,474  
      859     Samsung C&T Corp     62,012  
      1,676     Samsung Engineering Co Ltd     381,604  
      3,887     Samsung Fire & Marine Insurance Co Ltd     841,504  
      1,477     Samsung SDI Co Ltd     195,746  
      904     Samsung Securities Co Ltd     54,242  
      7,738     Samsung Electronics Co Ltd     5,433,964  
      45,567     Shinhan Financial Group Co Ltd     1,925,749  
      3,879     SK C&C Co Ltd     517,269  
      989     SK Innovation Co Ltd     158,456  
      6,467     SK Telecom Co Ltd     941,264  
      66,539     SK Telecom Co Ltd ADR     1,069,947  
      4,528     SK Holdings Co Ltd     704,235  
      88,136     Woori Finance Holdings Co Ltd     988,145  
                     
            Total South Korea     37,171,141  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Sri Lanka — 0.1%        
      165,122     Hatton National Bank Plc     326,799  
      10,386     Hatton National Bank Plc (Non Voting)     10,627  
                     
            Total Sri Lanka     337,426  
                     
                     
            Taiwan — 10.1%        
      198,432     Advanced Semiconductor Engineering Inc     180,138  
      237,660     Asia Cement Corp     316,223  
      182,871     Asustek Computer Inc     1,555,167  
      201,000     Catcher Technology Co Ltd     1,589,893  
      30,620     Chang Hwa Commercial Bank     22,794  
      529,168     China Development Financial Holding Corp     173,709  
      275,550     China Petrochemical Development Corp     406,803  
      908,672     China Steel Corp     991,190  
      722,136     Chinatrust Financial Holding Co Ltd     593,417  
      721,594     Chunghwa Telecom Co Ltd     2,491,801  
      4,200     Chunghwa Telecom Co Ltd ADR     146,034  
      1,373,577     Compal Electronics Inc     1,484,121  
      523,314     Far Eastone Telecommunications Co Ltd     838,487  
      52,450     First Financial Holding Co Ltd     40,589  
      201,000     Formosa Chemicals & Fibre Co     614,979  
      38,822     Formosa Petrochemical Corp     113,578  
      182,000     Formosa Plastics Corp     570,333  
      70,350     Foxconn Technology Co Ltd     251,168  
      149,092     Fubon Financial Holding Co Ltd     213,772  
      121,091     Hon Hai Precision Industry Co Ltd     308,582  
      8,772     HTC Corp     231,144  
      12,184     Largan Precision Co Ltd     350,764  
      266,353     Lite-On Technology Corp     290,502  
      944,520     Mega Financial Holding Co Ltd     840,676  
      348,289     Nan Ya Plastics Corp     835,094  
      102,793     Novatek Microelectronics Corp Ltd     271,954  

         
    See accompanying notes to the financial statements.   13


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Taiwan — continued        
      155,962     Pegatron Corp *     152,076  
      144,100     Powertech Technology Inc     349,247  
      830,200     ProMOS Technologies Inc *     11,501  
      634,715     Quanta Computer Inc     1,296,018  
      124,000     Shin Kong Financial Holdings *     44,142  
      6,000     Siliconware Precision Industries Co     5,538  
      8,000     Siliconware Precision Industries Co Sponsored ADR     36,720  
      893,880     Taishin Financial Holding Co Ltd     406,893  
      234,000     Taiwan Cement Corp     314,287  
      313,476     Taiwan Mobile Co Ltd     851,400  
      1,024,660     Taiwan Semiconductor Manufacturing Co Ltd     2,457,317  
      30,296     TPK Holding Co Ltd *     741,794  
      1,791,000     United Microelectronics Corp     702,994  
      20,400     United Microelectronics Corp Sponsored ADR     40,596  
      537,394     Wistron Corp     675,613  
                     
            Total Taiwan     23,809,048  
                     
                     
            Thailand — 4.7%        
      287,390     Advanced Info Service Pcl (Foreign Registered) (a)     1,087,727  
      1,811,088     Asian Property Development Pcl (Foreign Registered) (a)     366,223  
      13,000     Bangkok Bank Pcl (Foreign Registered) (a)     71,069  
      145,250     Bangkok Bank Pcl NVDR     777,063  
      215,300     Bangkok Dusit Medical Service Pcl (Foreign Registered) (a)     453,112  
      73,000     Bank of Ayudhya Pcl NVDR     62,258  
      11,850     Banpu Pcl (Foreign Registered) (a)     250,437  
      267,200     Charoen Pokphand Foods Pcl (Foreign Registered) (a)     280,940  
      132,800     Electricity Generating Pcl (Foreign Registered) (a)     407,697  
      57,910     Kasikornbank Pcl (Foreign Registered) (a)     245,957  
      75,000     Kasikornbank Pcl NVDR     319,797  
      354,700     Krung Thai Bank Pcl (Foreign Registered) (a)     226,280  
      763,700     LPN Development Pcl (Foreign Registered) (a)     285,587  
      150,400     PTT Aromatics & Refining Pcl (Foreign Registered) (a)     172,010  
      71,000     PTT Chemical Pcl (Foreign Registered) (a)     323,836  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Thailand — continued        
      261,822     PTT Pcl (Foreign Registered) (a)     2,879,094  
      46,939     Siam Cement Pcl (Foreign Registered) (a)     592,449  
      76,800     Siam Cement Pcl NVDR     856,511  
      289,550     Siam Commercial Bank Pcl (Foreign Registered) (a)     1,151,727  
      54,570     Thai Oil Pcl (Foreign Registered) (a)     122,182  
      24,300     Total Access Communication Pcl (Foreign Registered) (a)     56,588  
      29,550     Total Access Communication Pcl NVDR     68,814  
                     
            Total Thailand     11,057,358  
                     
                     
            Turkey — 2.1%        
      170,144     Arcelik AS     602,488  
      73,695     Emlak Konut Gayrimenkul Yatirim Ortakligi     96,758  
      463,889     Eregli Demir ve Celik Fabrikalari TAS     906,638  
      53,858     Haci Omer Sabanci Holding AS     194,804  
      13,658     Koc Holding AS     48,868  
      34,033     Tupras-Turkiye Petrol Rafineriler AS     652,192  
      232,544     Turk Telekomunikasyon AS     1,072,110  
      137,369     Turkcell Iletisim Hizmet AS *     616,432  
      1,400     Turkcell Iletisim Hizmetleri AS ADR *     15,764  
      103,331     Turkiye Garanti Bankasi     382,627  
      11,776     Turkiye IS Bankasi Class C     30,675  
      74,881     Turkiye Vakiflar Bankasi TAO Class D     137,125  
      29,687     Turkiye Halk Bankasi AS     187,503  
      17,581     Yapi ve Kredi Bankasi AS *     35,312  
                     
            Total Turkey     4,979,296  
                     
                     
            TOTAL COMMON STOCKS (COST $209,365,963)     207,628,084  
                     
                     
            PREFERRED STOCKS — 9.7%        
                     
            Brazil — 7.6%        
      25,300     AES Tiete SA 8.78%     357,750  
      106,849     Banco Bradesco SA 0.68%     1,889,440  
      46,500     Banco do Estado do Rio Grande do Sul SA Class B 0.65%     503,295  

         
    See accompanying notes to the financial statements.   15


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      27,400     Bradespar SA 4.26%     608,449  
      12,200     Brasil Telecom SA 2.50%     91,582  
      24,700     Braskem SA, Class A 4.41%     293,253  
      48,100     Centrais Eletricas Brasileiras SA Class B 8.10%     638,755  
      13,785     Cia Energetica de Minas Gerais 5.94%     255,454  
      3,900     Companhia Paranaense de Energia Class B 0.89%     85,747  
      20,500     Eletropaulo Metropolitana SA 12.77%     362,250  
      7,000     Gerdau SA 1.75%     59,803  
      122,552     Itausa-Investimentos Itau SA 0.57%     737,514  
      13,500     Klabin SA 4.71%     45,116  
      43,600     Metalurgica Gerdau SA 2.33%     470,263  
      10,524     Petroleo Brasileiro SA (Petrobras) 0.62%     137,508  
      152,590     Petroleo Brasileiro SA Sponsored ADR 0.56%     4,066,524  
      57,400     Tele Norte Leste Participacoes ADR 3.83%     751,940  
      123,000     Usinas Siderrurgicas de Minas Gerais SA Class A 4.83%     927,194  
      10,756     Vale SA Class A 3.03%     274,660  
      208,730     Vale SA Preference A Sponsored ADR 5.74%     5,391,496  
                     
            Total Brazil     17,947,993  
                     
                     
            Chile — 0.0%        
      5,093     Embotelladora Andina SA B Shares 2.00%     23,737  
                     
                     
            Russia — 1.1%        
      2,061,494     Surgutneftegaz Class S 10.51%     995,646  
      1,112     Transneft 0.82%     1,523,610  
                     
            Total Russia     2,519,256  
                     
                     
            South Korea — 1.0%        
      6,993     Hyundai Motor Co 2.35%     448,127  
      3,789     Samsung Electronics Co Ltd (Non Voting) 0.99%     1,948,510  
                     
            Total South Korea     2,396,637  
                     
                     
            TOTAL PREFERRED STOCKS (COST $23,842,453)     22,887,623  
                     

         
16
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Shares /
           
Par Value     Description   Value ($)  
                     
            INVESTMENT FUNDS — 1.0%        
                     
            United States — 1.0%        
      53,905     Vanguard Emerging Markets ETF (b)     2,369,125  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $2,311,614)     2,369,125  
                     
                     
            MUTUAL FUNDS — 0.3%        
                     
            United States — 0.3%        
            Affiliated Issuers        
      26,871     GMO U.S. Treasury Fund     672,049  
                     
                     
            TOTAL MUTUAL FUNDS (COST $672,049)     672,049  
                     
                     
            SHORT-TERM INVESTMENTS — 0.2%        
                     
            Time Deposits — 0.2%        
HKD
    864,966     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     111,103  
ZAR
    508     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.46%, due 09/01/11     72  
USD
    439,189     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     439,189  
                     
            Total Time Deposits     550,364  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $550,364)     550,364  
                     
                     
            TOTAL INVESTMENTS — 99.1%
(Cost $236,742,443)
    234,107,245  
            Other Assets and Liabilities (net) — 0.9%     2,229,747  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 236,336,992  
                     
 
Notes to Schedule of Investments:
 
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 investors.
ADR - American Depositary Receipt
CPO - Ordinary Participation Certificate (Certificado de Participacion Ordinares), representing a bundle of shares of the multiple series of one issuer that trade together as a unit.

         
    See accompanying notes to the financial statements.   17


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
ETF - Exchange-Traded Fund
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt
MSCI - Morgan Stanley Capital International
NVDR - Non-Voting Depository Receipt
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Represents an investment to obtain exposure in Emerging Markets. The Vanguard Emerging Markets ETF is a separate investment portfolio of Vanguard, Inc., a registered investment company. The Vanguard Emerging Markets ETF prospectus states that the fund invests substantially all (normally about 95%) of its assets in the common stocks included in the MSCI Emerging Market Index, while employing a form of sampling to reduce risk.
 
Currency Abbreviations:
 
HKD - Hong Kong Dollar
USD - United States Dollar
ZAR - South African Rand

         
18
  See accompanying notes to the financial statements.    


 

GMO Emerging Countries Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $236,070,394) (Note 2)
  $ 233,435,196  
Investments in affiliated issuers, at value (cost $672,049) (Notes 2 and 10)
    672,049  
Foreign currency, at value (cost $879,012) (Note 2)
    878,756  
Receivable for investments sold
    1,265,497  
Receivable for Fund shares sold
    6,491  
Dividends and interest receivable
    914,336  
Foreign taxes receivable
    322,259  
Receivable for expenses reimbursed by Manager (Note 5)
    40,276  
Miscellaneous receivable
    4,439  
         
Total assets
    237,539,299  
         
         
Liabilities:
       
Payable for investments purchased
    34,711  
Payable for Fund shares repurchased
    537,055  
Payable to affiliate for (Note 5):
       
Management fee
    128,562  
Shareholder service fee
    26,421  
Administration fee – Class M
    4,333  
Trustees and Trust Officers or agents unaffiliated with the Manager
    152  
Payable for 12b-1 fee – Class M
    11,671  
Payable for foreign currency purchased
    133  
Accrued expenses
    459,269  
         
Total liabilities
    1,202,307  
         
Net assets
  $ 236,336,992  
         

         
    See accompanying notes to the financial statements.   19


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 247,407,604  
Accumulated undistributed net investment income
    3,658,600  
Accumulated net realized loss
    (12,098,282 )
Net unrealized depreciation
    (2,630,930 )
         
    $ 236,336,992  
         
Net assets attributable to:
       
Class III shares
  $ 210,267,355  
         
Class M shares
  $ 26,069,637  
         
Shares outstanding:
       
Class III
    19,172,507  
         
Class M
    2,413,836  
         
Net asset value per share:
       
Class III
  $ 10.97  
         
Class M
  $ 10.80  
         

         
20
  See accompanying notes to the financial statements.    


 

GMO Emerging Countries Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $843,149)
  $ 5,580,512  
Interest
    786  
Dividends from affiliated issuers (Note 10)
    420  
         
Total investment income
    5,581,718  
         
Expenses:
       
Management fee (Note 5)
    850,569  
Shareholder service fee – Class III (Note 5)
    174,561  
12b-1 fee – Class M (Note 5)
    36,208  
Administration fee – Class M (Note 5)
    28,965  
Custodian and fund accounting agent fees
    470,672  
Audit and tax fees
    76,452  
Transfer agent fees
    23,644  
Registration fees
    19,100  
Legal fees
    5,796  
Trustees fees and related expenses (Note 5)
    1,897  
Miscellaneous
    19,655  
         
Total expenses
    1,707,519  
Fees and expenses reimbursed by Manager (Note 5)
    (118,016 )
Expense reductions (Note 2)
    (125 )
         
Net expenses
    1,589,378  
         
Net investment income (loss)
    3,992,340  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers (net capital gains tax of $4,534)
    14,867,744  
Investments in affiliated issuers
    945  
Realized gains distributions from affiliated issuers (Note 10)
    82  
Foreign currency, forward contracts and foreign currency related transactions (net of foreign transaction tax of $52,369)
    (136,603 )
         
Net realized gain (loss)
    14,732,168  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (29,952,702 )
Foreign currency, forward contracts and foreign currency related transactions
    (13,968 )
         
Net unrealized gain (loss)
    (29,966,670 )
         
Net realized and unrealized gain (loss)
    (15,234,502 )
         
Net increase (decrease) in net assets resulting from operations
  $ (11,242,162 )
         

         
    See accompanying notes to the financial statements.   21


 

GMO Emerging Countries Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 3,992,340     $ 2,481,786  
Net realized gain (loss)
    14,732,168       49,410,598  
Change in net unrealized appreciation (depreciation)
    (29,966,670 )     4,843,251  
                 
                 
Net increase (decrease) in net assets from operations
    (11,242,162 )     56,735,635  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (2,619,986 )
Class M
          (337,720 )
                 
Total distributions from net investment income
          (2,957,706 )
                 
Net share transactions (Note 9):
               
Class III
    (11,728,840 )     10,750,817  
Class M
    (1,079,372 )     (10,657,117 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (12,808,212 )     93,700  
                 
Total increase (decrease) in net assets
    (24,050,374 )     53,871,629  
                 
Net assets:
               
Beginning of period
    260,387,366       206,515,737  
                 
End of period (including accumulated undistributed net investment income of $3,658,600 and distributions in excess of net investment income of $333,740, respectively)
  $ 236,336,992     $ 260,387,366  
                 

         
22
  See accompanying notes to the financial statements.    


 

GMO Emerging Countries Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 11.50     $ 9.24     $ 5.06     $ 15.26     $ 16.04     $ 19.20  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.18       0.11       0.09       0.24       0.23       0.32  
Net realized and unrealized gain (loss)
    (0.71 )     2.28       4.23       (8.10 )     4.87       2.50  
                                                 
                                                 
Total from investment operations
    (0.53 )     2.39       4.32       (7.86 )     5.10       2.82  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.13 )     (0.12 )     (0.22 )     (0.30 )     (0.36 )
From net realized gains
                (0.02 )     (2.12 )     (5.58 )     (5.62 )
                                                 
                                                 
Total distributions
          (0.13 )     (0.14 )     (2.34 )     (5.88 )     (5.98 )
                                                 
                                                 
Net asset value, end of period
  $ 10.97     $ 11.50     $ 9.24     $ 5.06     $ 15.26     $ 16.04  
                                                 
                                                 
Total Return
    (4.61 )%**(a)     25.89 %(a)     85.52 %(a)     (58.58 )%(a)     30.68 %(a)     16.20 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 210,267     $ 231,921     $ 174,933     $ 89,902     $ 371,540     $ 339,268  
Net expenses to average daily net assets
    1.18 %*(b)(c)     1.15 %(b)(c)     1.17 %(b)     1.16 %(d)     1.11 %(d)     1.06 %
Net investment income (loss) to average daily net assets
    3.08 %*     1.05 %     1.10 %     2.25 %     1.31 %     1.74 %
Portfolio turnover rate
    45 %**     124 %     138 %     128 %     72 %     58 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.09 %*     0.15 %     0.25 %     0.14 %     0.03 %      
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   23


 

GMO Emerging Countries Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class M share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 11.34     $ 9.12     $ 5.00     $ 15.07     $ 15.90     $ 19.05  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.16       0.08       0.07       0.16       0.18       0.30  
Net realized and unrealized gain (loss)
    (0.70 )     2.24       4.17       (7.92 )     4.82       2.44  
                                                 
                                                 
Total from investment operations
    (0.54 )     2.32       4.24       (7.76 )     5.00       2.74  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.10 )     (0.10 )     (0.19 )     (0.25 )     (0.27 )
From net realized gains
                (0.02 )     (2.12 )     (5.58 )     (5.62 )
                                                 
                                                 
Total distributions
          (0.10 )     (0.12 )     (2.31 )     (5.83 )     (5.89 )
                                                 
                                                 
Net asset value, end of period
  $ 10.80     $ 11.34     $ 9.12     $ 5.00     $ 15.07     $ 15.90  
                                                 
                                                 
Total Return
    (4.76 )%**(a)     25.48 %(a)     84.90 %(a)     (58.67 )%(a)     30.29 %(a)     15.89 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 26,070     $ 28,467     $ 31,582     $ 20,948     $ 31,386     $ 29,423  
Net expenses to average daily net assets
    1.48 %*(b)(c)     1.45 %(b)(c)     1.47 %(c)     1.48 %(d)     1.41 %(d)     1.36 %
Net investment income (loss) to average daily net assets
    2.78 %*     0.80 %     0.83 %     1.68 %     0.99 %     1.63 %
Portfolio turnover rate
    45 %**     124 %     138 %     128 %     72 %     58 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.09 %*     0.15 %     0.25 %     0.23 %     0.03 %      
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
24
  See accompanying notes to the financial statements.    


 

GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Emerging Countries Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the S&P/IFCI Composite Index. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies tied economically to emerging countries. “Emerging countries” include all countries that are not treated as “developed market countries” in the MSCI World Index or MSCI EAFE Index. The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to emerging countries. In addition to investing in companies tied economically to emerging countries, the Fund may invest in companies that the Manager believes are likely to benefit from growth in the emerging markets.
 
The Manager uses proprietary quantitative techniques and fundamental analysis to evaluate and select countries, sectors and equity investments.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives and exchange-traded funds (“ETFs”). The Manager also may use derivatives and ETFs: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include options, futures, warrants, swap contracts and reverse repurchase agreements. The Fund’s foreign currency exposure may differ from the currency exposure represented by its equity investments. In addition, the Fund may take active overweighted and underweighted positions in particular currencies relative to its benchmark. In addition, the Fund may lend its portfolio securities.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class M. Class M shares bear an administration fee and a 12b-1 fee while Class III shares bear a

         
        25


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
shareholder service fee (See Note 5). The principal economic difference between the classes of shares is the type and level of fees they bear.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 4.0% of net assets. The Fund classifies such securities (as defined below) as Level 3. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including

         
26
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      70.6 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: Certain of the Fund’s securities in Thailand and India were valued at the local price as adjusted by applying a premium or discount when the holdings exceed foreign ownership limitations.

         
        27


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Brazil
  $ 21,953,075     $     $     $ 21,953,075  
Chile
    351,565                   351,565  
China
    2,751,719       30,707,443             33,459,162  
Czech Republic
          3,720,608             3,720,608  
Egypt
          3,562,242             3,562,242  
Hungary
          3,139,027             3,139,027  
India
    524,862       6,095,837       447,129       7,067,828  
Indonesia
    537,254       10,757,520             11,294,774  
Malaysia
          766,044             766,044  
Mexico
    2,786,059                   2,786,059  
Morocco
          525,667             525,667  
Philippines
    506,831       1,558,561             2,065,392  
Poland
          6,243,937             6,243,937  
Russia
    2,246,686       26,094,541             28,341,227  
South Africa
          4,997,208             4,997,208  
South Korea
    1,766,305       35,404,836             37,171,141  
Sri Lanka
          337,426             337,426  
Taiwan
    223,350       23,585,698             23,809,048  
Thailand
          2,084,443       8,972,915       11,057,358  
Turkey
    15,764       4,963,532             4,979,296  
                                 
TOTAL COMMON STOCKS
    33,663,470       164,544,570       9,420,044       207,628,084  
                                 
Preferred Stocks
                               
Brazil
    17,947,993                   17,947,993  
Chile
    23,737                   23,737  
Russia
    2,519,256                   2,519,256  
South Korea
          2,396,637             2,396,637  
                                 
TOTAL PREFERRED STOCKS
    20,490,986       2,396,637             22,887,623  
                                 

         
28
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Investment Funds
                               
United States
  $ 2,369,125     $     $     $ 2,369,125  
                                 
TOTAL INVESTMENT FUNDS
    2,369,125                   2,369,125  
                                 
Mutual Funds
                               
United States
    672,049                   672,049  
                                 
TOTAL MUTUAL FUNDS
    672,049                   672,049  
                                 
Short-Term Investments
    550,364                   550,364  
                                 
Total Investments
    57,745,994       166,941,207       9,420,044       234,107,245  
                                 
Total
  $ 57,745,994     $ 166,941,207     $ 9,420,044     $ 234,107,245  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was 4.0% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
        29


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   (Sales)   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
Egypt
  $ 2,848,899     $ 794,300     $ (429,217 )   $      —     $ (25,116 )   $ (56,735 )   $      —     $ (3,132,131 )**   $       $  
India
    526,696       408,802       (420,053 )           (37,994 )     (30,322 )                 447,129         (22,038 )
Russia
    2,973,126       2,000,648       (3,259,128 )           402,551       (436,247 )           (1,680,950 )**              
Thailand
    8,703,006       2,994,656       (3,416,295 )           1,077,490       (385,942 )                 8,972,915         711,626  
Preferred Stocks
                                                                               
Russia
    2,878,315       19,723       (94,017 )           13,243       (298,008 )             (2,519,256 )**              
                                                                                   
Total
  $ 17,930,042     $ 6,218,129     $ (7,618,710 )   $     $ 1,430,174     $ (1,207,254 )   $     $ (7,332,337 )   $ 9,420,044       $ 689,588  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
            ** Financial assets transferred between Level 2 and Level 3 were due to a change in observable and/or unobservable inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore,

         
30
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $313,302.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (23,106,078 )
         
Total
  $ (23,106,078 )
         

         
        31


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 239,852,150     $ 16,618,800     $ (22,363,705 )   $ (5,744,905 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
32
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other

         
        33


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind. In addition, the Fund may buy securities that are less liquid than those in its benchmark.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations. The Fund may buy securities that have smaller market capitalizations than those in its benchmark.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.

         
34
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Focused Investment Risk — Focusing investments in a limited number of countries and geographic regions creates additional risk.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds (including ETFs) in which it invests will not perform as expected.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of

         
        35


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives

         
36
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to

         
        37


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the

         
38
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some

         
        39


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A

         
40
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011 the Fund held right and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.

         
        41


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $      —     $      —     $ 7,849     $      —     $ 7,849  
                                                 
Total
  $     $     $     $ 7,849     $     $ 7,849  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (rights and/or warrants) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
         
    Rights and/or
    Warrants
 
Average amount outstanding
  $ 5,862  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.65% of average daily net assets. The Fund has adopted a Shareholder Service Plan underwhich the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
Holders of Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily net assets of Class M shares. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, holders of Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily net assets of Class M shares, for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund’s average daily net assets of Class M shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 1.00% of the Fund’s average daily net assets (the “Expense Reimbursement

         
42
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means administration fees and distribution (12b-1) fees (Class M Shares only), shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $1,897 and $887, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder of the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $116,024,337 and $123,604,136, respectively.

         
        43


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 45.25% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.16% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 3.00% of the Fund’s shares were held by accounts for which the Manager had investment discretion
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,539,072     $ 17,051,384       3,527,850     $ 35,095,642  
Shares issued to shareholders in reinvestment of distributions
                168,351       1,906,554  
Shares repurchased
    (2,531,414 )     (28,780,224 )     (2,462,544 )     (26,251,379 )
                                 
Net increase (decrease)
    (992,342 )   $ (11,728,840 )     1,233,657     $ 10,750,817  
                                 

         
44
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class M:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    70,677     $ 828,582       218,838     $ 2,332,605  
Shares issued to shareholders in reinvestment of distributions
                30,131       337,720  
Shares repurchased
    (166,454 )     (1,907,954 )     (1,202,896 )     (13,327,442 )
                                 
Net increase (decrease)
    (95,777 )   $ (1,079,372 )     (953,927 )   $ (10,657,117 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 14     $ 11,728,668     $ 11,057,578     $ 420     $ 82     $ 672,049  
                                                 
Totals
  $ 14     $ 11,728,668     $ 11,057,578     $ 420     $ 82     $ 672,049  
                                                 

         
        45


 

GMO Emerging Countries Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
46
       


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        47


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
48
       


 

GMO Emerging Countries Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        49


 

 
GMO Emerging Countries Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    1.18 %   $ 1,000.00     $ 953.90     $ 5.80  
2) Hypothetical
    1.18 %   $ 1,000.00     $ 1,019.20     $ 5.99  
                                 
Class M
                               
                                 
1) Actual
    1.48 %   $ 1,000.00     $ 952.40     $ 7.26  
2) Hypothetical
    1.48 %   $ 1,000.00     $ 1,017.70     $ 7.51  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
50
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    102.7 %
Loan Participations
    6.6  
Loan Assignments
    1.9  
Short-Term Investments
    1.7  
Rights/ Warrants
    0.7  
Promissory Notes
    0.1  
Futures Contracts
    0.0 Ù
Options Purchased
    0.0 Ù
Written Options
    0.0 Ù
Forward Currency Contracts
    (0.2 )
Swap Agreements
    (0.8 )
Reverse Repurchase Agreements
    (14.4 )
Other
    1.7  
         
      100.0 %
         
 
         
Country/Region Summary**   % of Investments  
Mexico
    9.7 %
Argentina
    9.3  
Philippines
    8.7  
Turkey
    8.1  
Venezuela
    6.0  
Brazil
    5.4  
Indonesia
    4.7  
Russia
    4.7  
Colombia
    4.3  
Congo
    3.0  
United States
    3.0  
Uruguay
    2.6  
Dominican Republic
    2.3  
Iraq
    2.2  
Peru
    2.2  
Ukraine
    2.2  
Ivory Coast
    2.0  
United Kingdom
    1.7  
Pakistan
    1.5  
El Salvador
    1.3  
South Africa
    1.3  
Vietnam
    1.3  
Italy
    1.0  

         
        1


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country/Region Summary**   % of Investments  
South Korea
    1.0 %
Austria
    0.9  
Trinidad
    0.9  
Lithuania
    0.8  
Croatia
    0.7  
Serbia
    0.7  
Sri Lanka
    0.7  
Angola
    0.5  
Bahamas
    0.5  
Belize
    0.5  
Greece
    0.5  
Qatar
    0.5  
Bosnia
    0.4  
Gabon
    0.4  
Nigeria
    0.3  
Senegal
    0.3  
Tunisia
    0.3  
Chile
    0.2  
Egypt
    0.2  
Grenada
    0.2  
Iceland
    0.2  
Israel
    0.2  
Jamaica
    0.2  
Latvia
    0.2  
Thailand
    0.2  
Ecuador
    0.1  
Kazakhstan
    0.1  
Malaysia
    0.1  
Ghana
    0.0 Ù
Albania
    0.0 Ù
Panama
    (0.1 )
Lebanon
    (0.1 )
Hungary
    (0.1 )
         
      100.0 %
         

         
2
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in the funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments, if any. For example, U.S. asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of market value (directly or indirectly). Duration is based on the Manager’s models. The greater the duration of a bond, the greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using a reference security and applying the same methodology to that security.
Ù Rounds to 0.0%.

         
        3


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            DEBT OBLIGATIONS — 99.4%        
                     
            Albania — 0.3%        
            Foreign Government Obligations        
USD
    9,639,573     Republic of Albania Par Bond, Zero Coupon, due 08/31/25 (a)     4,626,995  
                     
                     
            Argentina — 14.1%        
            Foreign Government Obligations — 12.6%        
USD
    9,000,000     Province of Buenos Aires, Reg S, Step Up, 4.00%, due 05/15/35     3,645,000  
EUR
    14,500,000     Republic of Argentina, Step Up, 2.26%, due 12/31/38     6,352,925  
DEM
    3,830,000     Republic of Argentina Discount Bond, Series DM, 6 mo. DEM LIBOR + .81%, 1.00%, due 03/31/23 (b)     1,687,815  
USD
    2,431,234     Republic of Argentina Discount Bond, 8.28%, due 12/31/33     1,434,428  
EUR
    35,354,179     Republic of Argentina Discount Bond, 7.82%, due 12/31/33     33,645,931  
EUR
    351,220,524     Republic of Argentina GDP Linked, due 12/15/35 (c)     70,634,004  
ARS
    28,000,000     Republic of Argentina GDP Linked, due 12/15/35 (c) (d)     893,827  
USD
    24,331,990     Republic of Argentina GDP Linked, due 12/15/35 (c)     4,136,438  
ARS
    28,000,000     Republic of Argentina Global Par Bond, Step Up, due 12/31/38 (d)     2,870,486  
USD
    7,500,000     Republic of Argentina Par Bond, Step Up, 2.50%, due 12/31/38     2,992,500  
EUR
    185,500,000     Republic of Argentina Par Bond, Step Up, 2.26%, due 12/31/38     86,203,343  
                     
                  214,496,697  
                     
                     
            Judgments — 1.5%        
USD
    32,000,000     Republic of Argentina Discount Bond, Series L-GL, 6 mo. LIBOR + .81%, 6.17%, due 03/31/23 (b) (d) (e)     16,320,000  
USD
    15,000,000     Republic of Argentina Global Par Bond, Series L-GP, Step Up,
due 03/31/23 (b) (d) (e)
    8,670,000  
                     
                  24,990,000  
                     
            Total Argentina     239,486,697  
                     
                     
            Bahamas — 0.2%        
            Foreign Government Obligations        
USD
    2,500,000     Commonwealth of Bahamas, Reg S, 6.95%, due 11/20/29     2,737,500  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Barbados — 0.3%        
            Foreign Government Obligations        
USD
    4,800,000     Government of Barbados, Reg S, 7.00%, due 08/04/22     4,992,000  
                     
                     
            Belize — 0.5%        
            Foreign Government Obligations        
USD
    12,925,000     Government of Belize, Reg S, Step Up, 6.00%, due 02/20/29 (f)     8,013,500  
                     
                     
            Bosnia & Herzegovina — 0.6%        
            Foreign Government Obligations        
DEM
    18,428,120     Bosnia & Herzegovina, Series A, Reg S, 6 mo. DEM LIBOR + .81%, 2.51%, due 12/11/17     10,895,614  
                     
                     
            Brazil — 5.0%        
            Corporate Debt — 0.6%        
USD
    9,000,000     Petrobras International Finance Co., 6.88%, due 01/20/40     9,968,420  
                     
                     
            Foreign Government Agency — 0.6%        
USD
    9,000,000     Banco Nacional de Desenvolvimento Economico e Social, Reg S, 5.50%, due 07/12/20     9,562,500  
                     
                     
            Foreign Government Obligations — 3.8%        
USD
    4,208,570     Brazilian Government International Exit Bonds, 6.00%, due 09/15/13     4,292,742  
USD
    164,779     Brazilian Government International Exit Bonds, Odd Lot, 6.00%, due 09/15/13     160,659  
USD
    42,000,000     Republic of Brazil, 8.25%, due 01/20/34 (f)     61,005,000  
                     
                  65,458,401  
                     
            Total Brazil     84,989,321  
                     
                     
            Chile — 0.1%        
            Foreign Government Agency        
USD
    1,700,000     Empresa Nacional del Petroleo, Reg. S, 5.25%, due 08/10/20     1,776,500  
                     
                     
            Colombia — 1.5%        
            Foreign Government Agency — 0.6%        
USD
    8,000,000     Ecopetrol SA, 7.63%, due 07/23/19     9,740,000  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Foreign Government Obligations — 0.9%        
USD
    8,000,000     Republic of Colombia, 8.70%, due 02/15/16     9,440,000  
USD
    3,800,000     Republic of Colombia, 11.85%, due 03/09/28     6,322,060  
                     
                  15,762,060  
                     
            Total Colombia     25,502,060  
                     
                     
            Congo Republic (Brazzaville) — 4.5%        
            Foreign Government Obligations        
USD
    108,440,600     Republic of Congo, Reg S, Series INTL, Step Up, 3.00%, due 06/30/29     76,992,826  
                     
                     
            Croatia — 0.5%        
            Foreign Government Obligations        
USD
    8,000,000     Croatia Government International Bond, 144A, 6.38%, due 03/24/21 (f)     7,880,000  
                     
                     
            Dominican Republic — 4.0%        
            Asset-Backed Securities — 1.4%        
USD
    27,052,008     Autopistas Del Nordeste Ltd., Reg S, 9.39%, due 01/15/26     24,346,808  
                     
                     
            Foreign Government Obligations — 2.6%        
USD
    8,000,000     Dominican Republic, Reg S, 8.63%, due 04/20/27     8,720,000  
USD
    42,557,000     Dominican Republic Discount Bond, 6 mo. LIBOR + .81%, 1.22%, due 08/30/24     35,747,880  
                     
                  44,467,880  
                     
            Total Dominican Republic     68,814,688  
                     
                     
            Ecuador — 0.2%        
            Foreign Government Obligations — 0.2%        
USD
    11,587,000     Republic of Ecuador, Step Up, Reg S, 10.00%, due 08/15/30 (b)     2,896,750  
USD
    1,375,909     Republic of Ecuador PDI (Global Bearer Capitalization Bond), PIK, 6 mo. LIBOR + .81%, 1.31%, due 02/27/15     343,977  
                     
            Total Ecuador     3,240,727  
                     
                     
            Egypt — 0.2%        
            Foreign Government Agency        
USD
    3,000,000     African Export-Import Bank, 8.75%, due 11/13/14     3,315,000  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            El Salvador — 1.2%        
            Foreign Government Obligations        
USD
    19,000,000     El Salvador Government International Bond, Reg S, 7.63%, due 02/01/41     19,855,000  
                     
                     
            Gabon — 0.5%        
            Foreign Government Obligations        
USD
    7,000,000     Gabonese Republic, Reg S, 8.20%, due 12/12/17     8,155,000  
                     
                     
            Grenada — 0.2%        
            Foreign Government Obligations        
USD
    6,350,000     Republic of Grenada, Reg S, Step Up, 2.50%, due 09/15/25     3,937,000  
                     
                     
            Iceland — 0.3%        
            Foreign Government Obligations        
USD
    6,000,000     Iceland Government International Bond, 144A, 4.88%, due 06/16/16     5,955,000  
                     
                     
            Indonesia — 2.9%        
            Foreign Government Agency        
USD
    10,600,000     Majapahit Holding BV, Reg. S, 7.75%, due 01/20/20     12,720,000  
USD
    31,000,000     Majapahit Holding BV, Reg S, 7.88%, due 06/29/37     37,355,000  
                     
            Total Indonesia     50,075,000  
                     
                     
            Iraq — 0.8%        
            Foreign Government Obligations        
USD
    15,000,000     Republic of Iraq, Reg S, 5.80%, due 01/15/28 (f)     13,350,000  
                     
                     
            Israel — 0.2%        
            Foreign Government Agency        
USD
    3,000,000     Israel Electric Corp Ltd, Reg. S, 7.88%, due 12/15/26     3,311,250  
                     
                     
            Ivory Coast — 2.1%        
            Foreign Government Obligations        
USD
    65,439,000     Ivory Coast Government International Bond, Reg S, Step Up, 2.50%, due 12/31/32 (b)     35,173,462  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Latvia — 0.2%        
            Foreign Government Obligations        
USD
    4,000,000     Republic of Latvia, 144A, 5.25%, due 06/16/21     3,965,000  
                     
                     
            Lithuania — 0.7%        
            Foreign Government Obligations        
USD
    4,000,000     Republic of Lithuania, Reg S, 7.38%, due 02/11/20     4,640,000  
USD
    6,000,000     Republic of Lithuania, 144A, 6.13%, due 03/09/21     6,420,000  
USD
    1,000,000     Republic of Lithuania, Reg S, 5.13%, due 09/14/17     1,034,420  
                     
            Total Lithuania     12,094,420  
                     
                     
            Malaysia — 0.9%        
            Asset-Backed Securities        
MYR
    50,000,000     Transshipment Megahub Berhad, Series F, 6.70%, due 11/02/12     15,253,101  
                     
                     
            Mexico — 9.3%        
            Foreign Government Agency — 3.0%        
EUR
    37,500,000     Pemex Project Funding Master Trust, Reg S, 5.50%, due 02/24/25     51,714,033  
                     
                     
            Foreign Government Obligations — 6.3%        
GBP
    29,994,000     United Mexican States, GMTN, 6.75%, due 02/06/24     52,949,577  
USD
    55,000,000     United Mexican States, 5.75%, due 10/12/49     54,175,000  
                     
                  107,124,577  
                     
            Total Mexico     158,838,610  
                     
                     
            Nigeria — 0.4%        
            Foreign Government Obligations        
USD
    6,100,000     Nigeria Government International Bond, Reg S, 6.75%, due 01/28/21     6,450,750  
                     
                     
            Pakistan — 0.8%        
            Foreign Government Obligations        
USD
    20,000,000     Islamic Republic of Pakistan, Reg S, 7.88%, due 03/31/36     14,000,000  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Peru — 2.2%        
            Foreign Government Obligations        
USD
    12,452,000     Peru Enhanced Pass-Through Finance Ltd., Reg S, Zero Coupon, due 06/02/25     6,475,040  
USD
    25,000,000     Peru Par Bond, Series 30 Yr., Step Up, 3.00%, due 03/07/27     21,750,000  
USD
    3,784,333     Peru Trust, Series 97-I-P, Class A3, Zero Coupon, due 12/31/15 (d) (g)     567,650  
USD
    1,253,404     Peru Trust, Series 1998 I-P, Zero Coupon, due 03/10/16 (d) (g)     188,010  
USD
    1,356,611     Peru Trust II, Series 98-A LB, Zero Coupon, due 02/28/16 (d) (g)     203,492  
USD
    8,000,000     Republic of Peru, Series 30 Yr., 5.63%, due 11/18/50     8,438,080  
                     
            Total Peru     37,622,272  
                     
                     
            Philippines — 9.0%        
            Foreign Government Agency — 8.3%        
USD
    35,651,000     Central Bank of Philippines, Series A, 8.60%, due 06/15/27     45,455,025  
USD
    55,450,000     National Power Corp., Global Bond, 9.63%, due 05/15/28     76,521,000  
USD
    8,500,000     National Power Corp., Global Bond, 8.40%, due 12/15/16     10,497,500  
USD
    6,296,000     Power Sector Assets & Liabilities Management Corp, Reg. S, 7.39%, due 12/02/24     7,712,600  
                     
                  140,186,125  
                     
                     
            Foreign Government Obligations — 0.7%        
USD
    3,000,000     Republic of Philippines, 6.50%, due 01/20/20     3,585,000  
USD
    8,000,000     Republic of Philippines, 5.50%, due 03/30/26     8,740,000  
                     
                  12,325,000  
                     
            Total Philippines     152,511,125  
                     
                     
            Qatar — 0.5%        
            Foreign Government Agency        
USD
    4,000,000     Qatari Diar Finance QSC, Reg. S, 5.00%, due 07/21/20     4,350,000  
USD
    3,500,000     Qtel International Finance Ltd, Reg S, 5.00%, due 10/19/25     3,438,750  
                     
            Total Qatar     7,788,750  
                     
                     
            Russia — 5.9%        
            Corporate Debt — 5.0%        
USD
    36,200,000     Gaz Capital SA, Reg S, 9.25%, due 04/23/19 (f)     46,019,250  
USD
    3,000,000     Sberbank of Russia Via SB Capital SA, Reg. S, 5.72%, due 06/16/21     2,981,250  
USD
    14,900,000     Transcapital Ltd. (Transneft), Reg S, 8.70%, due 08/07/18     18,252,500  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Corporate Debt — continued        
USD
    9,000,000     VTB Capital SA, Reg S, 6.25%, due 06/30/35     9,292,500  
USD
    7,600,000     VTB Capital SA, 144A, 6.55%, due 10/13/20     7,657,000  
                     
                  84,202,500  
                     
                     
            Foreign Government Agency — 0.9%        
USD
    15,000,000     RSHB Capital SA, Reg S, 6.30%, due 05/15/17     15,805,500  
                     
            Total Russia     100,008,000  
                     
                     
            Saint Lucia — 0.5%        
            Corporate Debt        
USD
    8,000,000     First Citizens St Lucia Ltd, Reg S, 4.90%, due 02/09/16     8,200,000  
                     
                     
            Senegal — 0.4%        
            Foreign Government Obligations        
USD
    5,900,000     Republic of Senegal, 144A, 8.75%, due 05/13/21     6,195,000  
                     
                     
            Serbia — 0.8%        
            Foreign Government Obligations        
USD
    13,469,425     Republic of Serbia, Reg S, Step Up, 6.75%, due 11/01/24     13,469,425  
                     
                     
            South Africa — 0.9%        
            Foreign Government Agency — 0.4%        
ZAR
    163,000,000     Eskom Holdings Ltd., Zero Coupon, due 12/31/32     2,482,233  
ZAR
    20,000,000     Transnet Ltd., 13.50%, due 04/18/28     3,674,498  
                     
                  6,156,731  
                     
                     
            Foreign Government Obligations — 0.5%        
USD
    7,500,000     South Africa Government International Bond, 6.25%, due 03/08/41     8,775,000  
                     
            Total South Africa     14,931,731  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            South Korea — 1.2%        
            Foreign Government Agency        
USD
    8,000,000     Export-Import Bank of Korea, 5.13%, due 06/29/20     8,520,000  
USD
    4,000,000     Korea Gas Corp., Reg S, 6.00%, due 07/15/14     4,367,200  
USD
    8,000,000     Korea Hydro & Nuclear Power Co Ltd, 144A, 4.75%, due 07/13/21     8,192,000  
                     
            Total South Korea     21,079,200  
                     
                     
            Sri Lanka — 0.7%        
            Foreign Government Obligations        
USD
    1,500,000     Republic of Sri Lanka, Reg S, 8.25%, due 10/24/12     1,584,300  
USD
    1,000,000     Republic of Sri Lanka, Reg S, 7.40%, due 01/22/15     1,093,700  
USD
    6,500,000     Republic of Sri Lanka, Reg S, 6.25%, due 10/04/20     6,646,250  
USD
    2,000,000     Sri Lanka Government International Bond, 144A, 6.25%, due 07/27/21     2,035,000  
                     
            Total Sri Lanka     11,359,250  
                     
                     
            Thailand — 0.2%        
            Foreign Government Agency        
USD
    4,000,000     PTTEP Canada International Finance Ltd, 144A, 5.69%, due 04/05/21     4,290,000  
                     
                     
            Trinidad And Tobago — 0.9%        
            Foreign Government Agency        
USD
    11,500,000     Petroleum Company of Trinidad and Tobago Ltd., Reg S, 9.75%, due 08/14/19     13,598,750  
USD
    1,375,000     Petroleum Company of Trinidad and Tobago Ltd., Reg. S, 6.00%, due 05/08/22     1,357,812  
                     
            Total Trinidad And Tobago     14,956,562  
                     
                     
            Tunisia — 0.3%        
            Foreign Government Agency        
JPY
    360,000,000     Banque Centrale De Tunisie, Series 6BR, 4.35%, due 08/15/17     5,018,937  
                     
                     
            Turkey — 4.4%        
            Foreign Government Obligations        
USD
    41,000,000     Republic of Turkey, 6.75%, due 05/30/40 (f)     45,356,250  
USD
    30,000,000     Republic of Turkey, 6.00%, due 01/14/41 (f)     29,925,000  
                     
            Total Turkey     75,281,250  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Ukraine — 0.7%        
            Foreign Government Obligations        
USD
    4,000,000     City of Kyiv Via Kyiv Finance Plc, 144A, 9.38%, due 07/11/16     3,780,000  
USD
    8,000,000     Ukraine Government International Bond, 144A, 7.95%, due 02/23/21     8,280,000  
                     
                  12,060,000  
                     
                     
            United States — 6.5%        
            Asset-Backed Securities — 2.9%        
USD
    3,431,936     Aircraft Finance Trust, Series 99-1A, Class A1, 144A, 1 mo. LIBOR + .48%, 0.69%, due 05/15/24     1,870,405  
USD
    155,281     Chevy Chase Mortgage Funding Corp., Series 03-4A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .34%, 0.56%, due 10/25/34     103,262  
USD
    1,267,622     CNL Commercial Mortgage Loan Trust, Series 03-2A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .44%, 0.66%, due 10/25/30     925,364  
USD
    17,695,251     Countrywide Home Equity Loan Trust, Series 05-F, Class 2A, AMBAC, 1 mo. LIBOR + .24%, 0.45%, due 12/15/35     8,493,721  
USD
    13,087,494     Countrywide Home Equity Loan Trust, Series 05-H, Class 2A, FGIC, 1 mo. LIBOR + .24%, 0.45%, due 12/15/35     6,151,122  
USD
    7,944,415     Countrywide Home Equity Loan Trust, Series 06-D, Class 2A, XL, 1 mo. LIBOR + .20%, 0.41%, due 05/15/36     3,006,961  
USD
    3,910,050     First Franklin Mortgage Loan Asset Backed Certificates, Series 05-FF10, Class A6M, 1 mo. LIBOR + .35%, 0.57%, due 11/25/35     901,267  
USD
    1,583,856     GSAMP Trust, Series 05-HE6, Class A2B, 1 mo. LIBOR + .19%, 0.41%, due 11/25/35     1,472,194  
USD
    9,250,000     Home Equity Asset Trust, Series 07-1, Class 2A4, 1 mo. LIBOR + .23%, 0.45%, due 05/25/37     115,625  
USD
    8,719,965     IXIS Real Estate Capital Trust, Series 06-HE2, Class A3, 1 mo. LIBOR + .16%, 0.38%, due 08/25/36     2,136,391  
USD
    13,000,000     Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, 1 mo. LIBOR + .16%, 0.38%, due 10/25/36 u     4,290,000  
USD
    6,710,829     Morgan Stanley ABS Capital I, Series 06-NC3, Class A2C, 1 mo. LIBOR + .17%, 0.39%, due 03/25/36     4,160,714  
USD
    14,678,354     Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 11/25/36 u     4,366,810  
USD
    14,874,065     Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A4, 1 mo. LIBOR + .22%, 0.44%, due 11/25/36     4,015,999  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Asset-Backed Securities — continued        
USD
    12,868,000     Option One Mortgage Loan Trust, Series 06-3, Class 2A4, 1 mo. LIBOR + .22%, 0.44%, due 02/25/37     4,246,440  
USD
    8,000,000     Wamu Asset-Backed Certificates, Series 07-HE2, Class 2A4, 1 mo. LIBOR + .36%, 0.58%, due 04/25/37     2,680,000  
                     
                  48,936,275  
                     
                     
            U.S. Government — 3.6%        
USD
    60,164,154     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (c) (f) (h)     61,052,538  
                     
            Total United States     109,988,813  
                     
                     
            Uruguay — 2.3%        
            Foreign Government Obligations        
USD
    29,851,571     Republic of Uruguay, 7.63%, due 03/21/36     39,404,074  
                     
                     
            Venezuela — 8.4%        
            Corporate Debt — 0.7%        
USD
    20,000,000     Electricidad de Caracas Finance BV, 8.50%, due 04/10/18     11,950,000  
                     
                     
            Foreign Government Agency — 1.2%        
USD
    29,000,000     Petroleos de Venezuela SA, Reg S, 8.50%, due 11/02/17     20,735,000  
                     
                     
            Foreign Government Obligations — 6.5%        
USD
    23,100,000     Republic of Venezuela, Reg S, 8.25%, due 10/13/24     14,899,500  
USD
    30,500,000     Republic of Venezuela, Reg S, 7.75%, due 10/13/19 (f)     20,892,500  
USD
    35,000,000     Republic of Venezuela, Reg S, 9.00%, due 05/07/23     23,887,500  
USD
    57,500,000     Republic of Venezuela, Reg S, 12.75%, due 08/23/22     50,168,750  
                     
                  109,848,250  
                     
            Total Venezuela     142,533,250  
                     

         
    See accompanying notes to the financial statements.   13


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Vietnam — 1.1%        
            Foreign Government Obligations        
USD
    4,000,000     Socialist Republic of Vietnam, Series 30 Yr., 6 mo. LIBOR + .81%, 1.31%, due 03/13/28     3,200,000  
USD
    19,750,000     Socialist Republic of Vietnam, Series 30 Yr., Step Up, 4.00%, due 03/12/28     15,602,500  
                     
            Total Vietnam     18,802,500  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $1,638,662,483)     1,689,177,160  
                     
                     
            LOAN ASSIGNMENTS — 1.9%        
                     
            Angola — 0.2%        
USD
    2,300,000     Angolan Ministry of Finance Loan Agreement, 6 mo. LIBOR + 5.50%, 5.94%, due 03/07/13     2,127,500  
USD
    2,300,000     Angolan Ministry of Finance Loan Agreement, 6 mo. LIBOR + 5.50%, 5.94%, due 07/08/13     2,104,500  
                     
            Total Angola     4,232,000  
                     
                     
            Dominican Republic — 0.2%        
USD
    3,200,135     Dominican Republic, 6 mo. LIBOR + 1.75%, 2.20%, due 08/15/15     2,601,070  
                     
                     
            Indonesia — 1.0%        
EUR
    1,842,505     Republic of Indonesia, Indonesia Paris Club Debt, 4.00%, due 06/01/21 (i)     1,985,070  
USD
    3,213,600     Republic of Indonesia Loan Agreement, dated June 14, 1995, 6 mo. LIBOR + .88%, 1.19%, due 12/14/19     2,892,240  
USD
    3,213,600     Republic of Indonesia Loan Agreement, dated June 14, 1995, 6 mo. LIBOR + .88%, 1.19%, due 12/14/19     2,892,240  
USD
    4,284,800     Republic of Indonesia Loan Agreement, dated June 14, 1995, 6 mo. LIBOR + .88%, 1.19%, due 12/14/19     3,856,320  
USD
    717,901     Republic of Indonesia Loan Agreement, dated September 29, 1994, 7.24%, due 12/01/19     660,469  
USD
    2,335,068     Republic of Indonesia Loan Agreement, dated September 29, 1994, 6 mo. LIBOR + .88%, 1.19%, due 12/01/19     2,148,262  
JPY
    64,800,000     Republic of Indonesia Loan Agreement, 6 mo. JPY LIBOR + .88%, 1.19%, due 03/28/13     797,623  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Indonesia — continued        
USD
    1,319,999     Republic of Indonesia Loan Agreement, 6 mo. LIBOR +.88%, 1.19%, due 03/28/13     1,244,099  
                     
            Total Indonesia     16,476,323  
                     
                     
            Vietnam — 0.5%        
USD
    18,000,000     Vietnam Shipbuilding Industry Group Loan Agreement, 6 mo. LIBOR + 1.50%, 1.90%, due 06/26/15 (b)     8,820,000  
                     
                     
            TOTAL LOAN ASSIGNMENTS (COST $37,328,074)     32,129,393  
                     
                     
            LOAN PARTICIPATIONS — 6.6%        
                     
            Egypt — 0.2%        
CHF
    3,708,432     Paris Club Loan Agreement (Participation with Standard Chartered Bank), due 01/03/24     3,813,290  
                     
                     
            Indonesia — 1.8%        
USD
    395,520     Republic of Indonesia Loan Agreement (Participation with Citibank), 6 mo. LIBOR +.88%, 1.19%, due 12/14/19     355,968  
USD
    527,360     Republic of Indonesia Loan Agreement (Participation with Citibank), 6 mo. LIBOR +.88%, 1.19%, due 12/14/19     474,624  
USD
    395,520     Republic of Indonesia Loan Agreement (Participation with Citibank), 6 mo. LIBOR +.88%, 1.19%, due 12/14/19     355,968  
JPY
    383,098,604     Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 6 mo. JPY LIBOR +.88%, 1.19%, due 03/28/13     4,715,560  
USD
    10,524,000     Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 3 mo. LIBOR + 1.25%, 1.53%, due 02/12/13     9,918,871  
USD
    8,800,187     Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 6 mo. LIBOR +.88%, 1.19%, due 09/29/19     8,096,172  
USD
    6,477,988     Republic of Indonesia Loan Agreement (Participation with Morgan Stanley), 6 mo. LIBOR + .88%, 1.19%, due 12/14/19     5,830,189  
                     
            Total Indonesia     29,747,352  
                     

         
    See accompanying notes to the financial statements.   15


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            Iraq — 2.7%        
JPY
    4,781,786,145     Republic of Iraq Paris Club Loan Agreement (Participation with Deutsche Bank), due 01/01/28     40,731,851  
JPY
    624,805,614     Republic of Iraq Paris Club Loan, T Chatani (Participation with Deutsche Bank), due 01/01/28     5,227,925  
                     
            Total Iraq     45,959,776  
                     
                     
            Russia — 0.5%        
EUR
    57,042,402     Russian Foreign Trade Obligations (Participation with GML International Ltd) (b) (d)     9,134,404  
                     
                     
            Vietnam — 1.4%        
JPY
    2,102,657,376     Socialist Republic of Vietnam Loan Agreement (Participation with Deutsche Bank), 6 mo. JPY LIBOR + .60%, 0.95%, due 09/01/17     23,753,410  
                     
                     
            TOTAL LOAN PARTICIPATIONS (COST $93,462,112)     112,408,232  
                     
                     
            PROMISSORY NOTES — 0.1%        
                     
            Dominican Republic — 0.1%        
USD
    817,249     Dominican Republic Promissory Notes, 0.00%, due 09/15/11     813,163  
                     
                     
            Ghana — 0.0%        
USD
    3,312,500     Republic of Ghana Promissory Notes, 0.00% (b) (d) (j)     331,250  
                     
                     
            TOTAL PROMISSORY NOTES (COST $4,126,756)     1,144,413  
                     
                     
            OPTIONS PURCHASED — 0.0%        
                     
            Options on Interest Rate Swaps — 0.0%        
ILS
    200,000,000     ILS Swaption Put, Expires 02/16/12, Strike 4.38%,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 200,000,000 ILS in which it will receive 3 month ILS TELBOR and will pay 4.38%, maturing on February 20, 2013,
(OTC) (CP — JPMorgan Chase Bank, N.A.)
    5,164  

         
16
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Principal Amount /
           
Shares     Description   Value ($)  
            Options on Interest Rate Swaps — continued        
ILS
    300,000,000     ILS Swaption Put, Expires 03/01/12, Strike 4.44%,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 300,000,000 ILS in which it will receive 3month ILS TELBOR and will pay 4.44%, maturing on March 5, 2013,
(OTC) (CP — JPMorgan Chase Bank, N.A.)
    8,925  
ZAR
    800,000,000     ZAR Swaption Put, Expires 02/14/12, Strike 7.24%,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 800,000,000 ZAR in which it will receive 3 month ZAR JIBAR and will pay 7.24%, maturing on February 14, 2013,
(OTC) (CP — JPMorgan Chase Bank, N.A.)
    4,004  
                     
            Total Options on Interest Rate Swaps     18,093  
                     
                     
            TOTAL OPTIONS PURCHASED (COST $1,188,216)     18,093  
                     
                     
            MUTUAL FUNDS — 3.7%        
                     
            United States — 3.7%        
            Affiliated Issuers        
      3,976,082     GMO Short-Duration Collateral Fund     28,588,029  
      21,409     GMO Special Purpose Holding Fund (k)     9,206  
      1     GMO U.S. Treasury Fund     31  
      1,515,449     GMO World Opportunity Overlay Fund     34,718,929  
                     
            Total United States     63,316,195  
                     
                     
            TOTAL MUTUAL FUNDS (COST $66,524,792)     63,316,195  
                     
                     
            RIGHTS/WARRANTS — 0.6%        
                     
            Nigeria — 0.3%        
      25,000     Central Bank of Nigeria Oil Warrants, Expires 11/15/20 *     4,500,000  
                     
                     
            Uruguay — 0.0%        
      4,000,000     Banco Central Del Uruguay Value Recovery Rights, VRRB, Expires 01/02/21 * (d)      
                     

         
    See accompanying notes to the financial statements.   17


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Venezuela — 0.3%        
      205,145     Republic of Venezuela Oil Warrants, Expires 04/15/20 *     5,692,774  
      6,660     Republic of Venezuela Oil Warrants, Expires 04/15/20 *     184,815  
                     
            Total Venezuela     5,877,589  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $0)     10,377,589  
                     
                     
            SHORT-TERM INVESTMENTS — 1.1%        
                     
            Money Market Funds — 1.1%        
      18,360,089     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (1)     18,360,089  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $18,360,089)     18,360,089  
                     
                     
            TOTAL INVESTMENTS — 113.4%
(Cost $1,859,652,522)
    1,926,931,164  
            Other Assets and Liabilities (net) — (13.4%)     (227,476,159 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,699,455,005  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Sales #
                                   
9/13/11
    Deutsche Bank AG     EUR     283,500,000     $ 407,191,661     $ (1,644,911 )
10/11/11
    Deutsche Bank AG     GBP     30,000,000       48,677,885       222,115  
9/20/11
    Deutsche Bank AG     JPY     4,600,000,000       60,084,040       (1,870,193 )
                                 
                        $ 515,953,586     $ (3,292,989 )
                                 
 
# Fund sells foreign currency; buys USD.

         
18
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Reverse Repurchase Agreements
 
                     
Face Value   Description   Market Value
 
USD
    16,856,250     Barclays Bank PLC, 0.12%, dated 08/18/11, to be repurchased on demand at face value plus accrued interest with a stated maturity date of 09/16/2011.   $ (16,857,037 )
                     
USD
    28,062,500     Barclays Bank PLC, 0.17%, dated 08/12/11, to be repurchased on demand at face value plus accrued interest with a stated maturity date of 09/12/2011.     (28,065,150 )
                     
USD
    8,271,417     Barclays Bank PLC, 0.55%, dated 07/22/11, to be repurchased on demand at face value plus accrued interest. (m)     (8,276,219 )
                     
USD
    28,400,000     Barclays Bank PLC, 0.60%, dated 02/04/11, to be repurchased on demand at face value plus accrued interest. (m)     (28,497,508 )
                     
USD
    31,225,868     Barclays Bank PLC, 0.70%, dated 02/14/11, to be repurchased on demand at face value plus accrued interest. (m)     (31,345,480 )
                     
USD
    1,894,500     JPMorgan Chase Bank, N.A., 0.20%, dated 07/12/11, to be repurchased on demand at face value plus accrued interest. (m)     (1,895,016 )
                     
USD
    14,193,583     JPMorgan Chase Bank, N.A., 0.25%, dated 06/15/11, to be repurchased on demand at face value plus accrued interest. (m)     (14,201,074 )
                     
USD
    19,965,000     JPMorgan Chase Bank, N.A., 0.70%, dated 03/04/11, to be repurchased on demand at face value plus accrued interest. (m)     (20,033,713 )
                     
USD
    15,082,222     JPMorgan Chase Bank, N.A., 0.70%, dated 08/03/11, to be repurchased on demand at face value plus accrued interest. (m)     (15,090,140 )
                     
USD
    36,015,188     JPMorgan Chase Bank, N.A., 0.75%, dated 02/04/11, to be repurchased on demand at face value plus accrued interest. (m)     (36,169,753 )
                     
USD
    30,958,125     JPMorgan Chase Bank, N.A., 0.75%, dated 02//15/11, to be repurchased on demand at face value plus accrued interest. (m)     (31,084,537 )

         
    See accompanying notes to the financial statements.   19


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Reverse Repurchase Agreements — continued
 
                     
Face Value   Description   Market Value
 
                     
USD
    10,851,250     JPMorgan Chase Bank, N.A., 0.75%, dated 07/12/11, to be repurchased on demand at face value plus accrued interest. (m)   $ (10,862,327 )
                     
                     
                $ (242,377,954 )
                     
         
Average balance outstanding
  $ (299,962,685 )
Average interest rate
    0.48 %
Maximum balance outstanding
  $ (351,205,903 )
 
Average balance outstanding was calculated based on daily face value balances outstanding during the period that the Fund has entered into reverse repurchase agreements.
 
Swap Agreements
 
Credit Default Swaps
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  45,000,000     USD   10/20/2011   Goldman Sachs
International
  (Pay)   12.35%   2.00%   Republic of Argentina     N/A         $ (2,697,612 )
  7,000,000     USD   10/20/2011   JP Morgan
Chase Bank, N.A.
  (Pay)   2.75%   2.00%   Republic of Argentina     N/A           (78,348 )
  5,000,000     USD   10/25/2011   Deutsche
Bank AG
  Receive   4.70%   4.85%   Government of Ukraine     5,000,000     USD     81,691  
  8,000,000     USD   11/20/2011   JP Morgan
Chase Bank, N.A.
  (Pay)   2.16%   2.00%   Republic of Argentina     N/A           (52,204 )
  1,847,320     USD   12/20/2011   Deutsche
Bank AG
  Receive   1.60%   2.24%   Stemcor UK Ltd.     1,847,320     USD     6,629  
  8,500,000     EUR   1/20/2012   Deutsche
Bank AG
  (Pay)   0.42%   0.98%   Republic of Kazakhstan     N/A           20,983  

         
20
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  4,100,000,000     KZT   1/20/2012   Deutsche
Bank AG
  Receive   0.32%   0.74%   Republic of Kazakhstan     4,100,000,000     KZT   $ (35,970 )
  3,000,000     USD   2/25/2012   Deutsche
Bank AG
  Receive   3.68%   27.1%   Deutsche Bank Loan to Ukrtelekom     3,000,000     USD     (316,541 )
  5,000,000     USD   7/30/2012   JP Morgan
Chase Bank, N.A.
  Receive   3.05%   0.44%   Republic of Chile     5,000,000     USD     134,116  
  5,000,000     USD   8/20/2012   JP Morgan
Chase Bank, N.A.
  Receive   3.50%   5.09%   Republic of Jamaica     5,000,000     USD     (71,359 )
  3,000,000     USD   8/28/2012   Deutsche
Bank AG
  Receive   3.75%   29.89%   Deutsche Bank Loan to Ukrtelekom     3,000,000     USD     (654,733 )
  15,000,000     USD   9/20/2012   JP Morgan
Chase Bank, N.A.
  (Pay)   1.15%   0.63%   Republic of Peru     N/A           (161,524 )
  2,000,000     USD   9/20/2012   Goldman Sachs
International
  (Pay)   9.20%   3.65%   Republic of Argentina     N/A           (199,620 )
  10,000,000     USD   9/20/2012   JP Morgan
Chase Bank, N.A.
  (Pay)   1.25%   1.47%   Gazprom OAO     N/A           (33,056 )
  85,000,000     PEN   9/20/2012   JP Morgan
Chase Bank, N.A.
  Receive   0.92%   0.46%   Republic of Peru     85,000,000     PEN     280,218  
  10,000,000     USD   10/4/2012   JP Morgan
Chase Bank, N.A.
  Receive   2.95%   0.47%   Republic of Chile     10,000,000     USD     395,961  
  4,000,000     USD   10/20/2012   UBS AG   (Pay)   4.13%   8.81%   Petroleos de Venezuela     N/A           150,608  
  4,000,000     USD   10/20/2012   UBS AG   (Pay)   3.90%   8.81%   Petroleos de Venezuela     N/A           137,460  
  42,000,000     USD   12/20/2012   Morgan Stanley
Capital Services Inc.
  (Pay)   1.20%   0.17%   Reference security within CDX Index     N/A           (668,429 )
  125,384,851     USD   12/20/2012   Morgan Stanley
Capital Services Inc.
  Receive   0.71%   0.02%   Reference security within CDX Index     125,384,851     USD     1,326,172  
  22,000,000     USD   6/20/2013   Deutsche
Bank AG
  (Pay)   5.79%   5.19%   Republic of Argentina     N/A           (482,650 )
  93,587,772     RUB   6/21/2013   Deutsche
Bank AG
  Receive   2.35%   7.88%   VTB Leasing     93,587,772     RUB     (30,810 )

         
    See accompanying notes to the financial statements.   21


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  17,599,640     USD   6/24/2013   JP Morgan
Chase
Bank, N.A.
  Receive   1.37%   3.2%   VTB Leasing     17,599,640     USD   $ (247,624 )
  50,000,000     USD   8/20/2013   JP Morgan
Chase
Bank, N.A.
  (Pay)   1.20%   0.93%   Republic of Peru     N/A           (278,920 )
  277,250,000     PEN   8/20/2013   JP Morgan
Chase
Bank, N.A.
  Receive   0.96%   0.82%   Republic of Peru     277,250,000     PEN     305,806  
  80,000,000     USD   10/20/2013   Deutsche
Bank AG
  Receive   4.05%   0.94%   Republic of Brazil     80,000,000     USD     6,504,087  
  12,225,000,000     JPY   10/20/2013   Deutsche
Bank AG
  (Pay)   3.20%   0.85%   Republic of Brazil     N/A           (9,683,075 )
  7,335,000,000     JPY   10/20/2013   Deutsche
Bank AG
  (Pay)   3.95%   0.85%   Republic of Brazil     N/A           (7,547,784 )
  130,000,000     USD   10/20/2013   Deutsche
Bank AG
  Receive   3.30%   0.94%   Republic of Brazil     130,000,000     USD     8,129,006  
  10,000,000     USD   12/24/2013   JP Morgan
Chase
Bank, N.A.
  Receive   3.80%   1.62%   Republic of Turkey     10,000,000     USD     570,450  
  28,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.70%   3.61%   Italy Government International Bond     N/A           1,176,185  
  14,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.45%   0.45%   United Kingdom Government     N/A           (397,454 )
  10,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.85%   3.61%   Italy Government International Bond     N/A           381,330  
  39,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   2.39%   33.19%   Hellenic Republic of Greece     N/A           15,907,401  
  39,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.28%   0.45%   United Kingdom Government     N/A           (925,095 )

         
22
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  14,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   2.80%   33.19%   Hellenic Republic of Greece     N/A         $ 5,621,978  
  14,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.68%   3.61%   Italy Government International Bond     N/A           595,323  
  39,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.49%   0.76%   Republic of Austria     N/A           (838,848 )
  2,000,000     USD   8/24/2014   Deutsche
Bank AG
  (Pay)   4.25%   3.34%   Lebanese Republic     N/A           (51,870 )
  15,000,000     USD   9/20/2014   Deutsche
Bank AG
  Receive   3.77%   1.48%   Russian Federation     15,000,000     USD     1,283,443  
  15,000,000     USD   9/20/2014   Deutsche
Bank AG
  (Pay)   4.03%   1.81%   Sberbank     N/A           (1,250,547 )
  5,000,000     USD   3/20/2015   JP Morgan
Chase Bank, N.A.
  Receive   5.00%   5.04%   Government of Ukraine     5,000,000     USD     42,995  
  25,000,000     USD   3/20/2015   JP Morgan
Chase Bank, N.A.
  Receive   5.00%   5.04%   Government of Ukraine     25,000,000     USD     214,976  
  8,000,000     USD   3/20/2015   JP Morgan
Chase Bank, N.A.
  Receive   5.00%   5.04%   Government of Ukraine     8,000,000     USD     68,792  
  765,000,000     USD   3/20/2015   Deutsche
Bank AG
  Receive   3.80%   10.42%   Bolivarian Republic of Venezuela     765,000,000     USD     (132,416,267 )
  575,500,000     EUR   3/20/2015   Deutsche
Bank AG
  (Pay)   3.72%   10.34%   Venezuela Eurobond     N/A           140,392,430  
  412,500,000     USD   4/20/2015   Deutsche
Bank AG
  Receive   4.40%   10.45%   Bolivarian Republic of Venezuela     412,500,000     USD     (66,301,818 )
  300,000,000     EUR   4/20/2015   Deutsche
Bank AG
  (Pay)   4.32%   10.37%   Bolivarian Republic of Venezuela     N/A           67,921,858  
  30,000,000     USD   6/20/2015   Barclays
Bank PLC
  (Pay)   5.00%   N/A   CDX 13 Emerging Sovereign     N/A           (3,000,000 )

         
    See accompanying notes to the financial statements.   23


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  40,000,000     USD   6/20/2015   Barclays
Bank PLC
  (Pay)   5.00%   N/A   CDX 13 Emerging Sovereign     N/A         $ (4,000,000 )
  11,000,000     USD   6/20/2015   Deutsche
Bank AG
  (Pay)   5.00%   N/A   CDX 13 Emerging Sovereign     N/A           (1,100,000 )
  15,000,000     USD   9/20/2015   Barclays
Bank PLC
  (Pay)   1.00%   1.27%   Republic of Colombia     N/A           129,127  
  56,950,000,000     COP   11/20/2015   Citibank N.A.   Receive   1.81%   0.98%   Republic of Colombia     56,950,000,000     COP     1,173,725  
  15,000,000     USD   2/20/2016   Citibank N.A.   (Pay)   2.16%   1.34%   Republic of Colombia     N/A           (539,309 )
  56,700,000,000     COP   2/20/2016   Citibank N.A.   Receive   1.46%   1.01%   Republic of Colombia     56,700,000,000     COP     583,858  
  114,800,000,000     COP   4/20/2016   Citibank N.A.   Receive   1.33%   1.04%   Republic of Colombia     114,800,000,000     COP     1,102,412  
  25,000,000     USD   4/20/2016   Citibank N.A.   (Pay)   1.90%   1.36%   Republic of Colombia     N/A           (773,897 )
  18,333,333     EUR   6/17/2016   Deutsche
Bank AG
  Receive   5.60%   9.33%   Republic of Angola     18,333,333     EUR     506,475  
  20,000,000     USD   8/20/2016   Citibank N.A.   (Pay)   2.15%   1.41%   Republic of Colombia     N/A           (715,720 )
  97,680,000,000     COP   8/20/2016   Citibank N.A.   Receive   1.51%   1.08%   Republic of Colombia     97,680,000,000     COP     1,046,717  
  32,500,000     USD   2/20/2017   Deutsche
Bank AG
  Receive   2.43%   10.76%   Bolivarian Republic of Venezuela     32,500,000     USD     (10,347,176 )
  32,000,000     PEN   5/20/2017   Deutsche
Bank AG
  Receive   0.79%   1.2%   Republic of Peru     32,000,000     PEN     (212,832 )
  2,500,000     USD   5/20/2017   Deutsche
Bank AG
  (Pay)   1.05%   1.51%   Republic of Peru     N/A           52,777  
  35,000,000     USD   7/20/2017   UBS AG   Receive   2.26%   2.4%   Republic of Turkey     35,000,000     USD     (173,538 )
  4,500,000     USD   7/20/2017   JP Morgan
Chase Bank, N.A.
  Receive   3.33%   5.87%   Republic of Jamaica     4,500,000     USD     (522,611 )

         
24
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  10,000,000     USD   12/20/2018   Deutsche
Bank AG
  Receive   0.44%   0.86%   United Kingdom Government     10,000,000     USD   $ (273,655 )
  10,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.70%   3.54%   Italy Government International Bond     10,000,000     USD     (1,051,328 )
  30,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   2.25%   23.12%   Hellenic Republic of Greece     30,000,000     USD     (14,296,657 )
  30,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.25%   0.87%   United Kingdom Government     30,000,000     USD     861,638  
  10,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   2.61%   23.12%   Hellenic Republic of Greece     10,000,000     USD     (4,675,371 )
  10,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.35%   0.87%   United Kingdom Government     10,000,000     USD     358,272  
  10,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.62%   3.54%   Italy Government International Bond     10,000,000     USD     (1,100,104 )
  30,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.46%   1.19%   Republic of Austria     30,000,000     USD     627,500  
  20,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.66%   3.54%   Italy Government International Bond     20,000,000     USD     (2,151,432 )
  6,000,000     USD   3/20/2020   Barclays
Bank PLC
  Receive   1.00%   4.37%   Republic of Croatia     6,000,000     USD     (1,219,439 )
  20,000,000     USD   8/15/2031   Goldman Sachs
International
  (Pay)   1.84%   1.84%   United Mexican States     N/A           (18,590 )
                                                     
                                                $ (13,501,418 )
                                                     
Premiums to (Pay) Receive
  $ 969,266  
         

         
    See accompanying notes to the financial statements.   25


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e.higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay) #   Fixed Rate   Variable Rate   (Depreciation)
 
  46,800,000     PEN   4/21/2014   JP Morgan Chase Bank, N.A.   Receive   5.03%   6 month LIBOR   $ 1,135,344  
  51,000,000     BRL   1/2/2013   JP Morgan Chase Bank, N.A.   Receive   13.80%   Floating Rate CDI     1,079,770  
  43,000,000     PEN   2/16/2012   JP Morgan Chase Bank, N.A.   (Pay)   1.41%   6 month LIBOR     (162,963 )
                                     
                                $ 2,052,151  
                                     
Premiums to (Pay) Receive
  $  —  
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
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 investors.

         
26
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
CDI - Certificado de Deposito Interbancario
CP - Counterparty
DEM LIBOR - London Interbank Offered Rate denominated in Deutsche Marks
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
GDP - Gross Domestic Product
GMTN - Global Medium Term Note
ILS TELBOR - Tel Aviv Interbank Offered Rate dominated in Israeli Shekel.
JPY LIBOR - London Interbank Offered Rate denominated in Japanese Yen
LIBOR - London Interbank Offered Rate
OTC - Over-the-Counter
PDI - Past Due Interest
PIK - Payment In Kind
Reg S - 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.
VRRB - Variable Rate Reduction Bond
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
ZAR JIBAR - Johannesburg Interbank Offered Rate dominated in South African Rand.
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
u These securities are primarily backed by subprime mortgages.
* Non-income producing security.
(a) Security is backed by the U.S. Government.
(b) Security is in default.
(c) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(d) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust.
(e) Security represents a judgment against the Government of Argentina (“Argentina”) relating to Argentina’s failure to make payments on sovereign debt held by the Fund. See “Other Matters” in Notes to Financial Statements for additional information.
(f) All or a portion of this security has been pledged to cover collateral requirements on reverse repurchase agreements (Note 2).
(g) Peru Trust securities are currently in default. See “Other Matters” in Notes to Financial Statements for additional information.

         
    See accompanying notes to the financial statements.   27


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
(h) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral requirements on swap contracts, forward currency contracts, and written options, if any (Note 4).
(i) Non-performing. Borrower not currently paying interest.
(j) Republic of Ghana promissory notes are currently in default. See “Other Matters” in Notes to Financial Statements for additional information.
(k) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(l) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(m) Reverse Repurchase Agreements have an open maturity date and can be closed on demand.
 
Currency Abbreviations:
 
ARS - Argentine Peso
BRL - Brazilian Real
CHF - Swiss Franc
COP - Colombian Peso
DEM - Deutsche Mark
EUR - Euro
GBP - British Pound
ILS - Israeli Shekel
JPY - Japanese Yen
KZT - Kazakhstan Tenge
MYR - Malaysian Ringgit
PEN - Peruvian Sol
RUB - Russian Ruble
USD - United States Dollar
ZAR - South African Rand

         
28
  See accompanying notes to the financial statements.    


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $1,793,127,730) (Note 2)
  $ 1,863,614,969  
Investments in affiliated issuers, at value (cost $66,524,792) (Notes 2 and 10)
    63,316,195  
Foreign currency, at value (cost $2,354,676) (Note 2)
    1,677,105  
Receivable for investments sold
    9,180  
Receivable for Fund shares sold
    349,311  
Interest receivable
    27,719,213  
Unrealized appreciation on open forward currency contracts (Note 4)
    222,115  
Receivable for collateral on open swap contracts (Note 4)
    3,164,000  
Receivable for open swap contracts (Note 4)
    260,307,513  
Interest receivable for open swap contracts
    2,081,989  
Receivable for closed swap contracts (Note 4)
    56,139  
Miscellaneous receivable (Note 2)
    1,034,780  
         
Total assets
    2,223,552,509  
         
         
Liabilities:
       
Payable for investments purchased
    5,111,807  
Payable for Fund shares repurchased
    159,500  
Payable to affiliate for (Note 5):
       
Management fee
    502,333  
Shareholder service fee
    169,496  
Trustees and Trust Officers or agents unaffiliated with the Manager
    4,289  
Unrealized depreciation on open forward currency contracts (Note 4)
    3,515,104  
Payable for open swap contracts (Note 4)
    271,756,780  
Payable for reverse repurchase agreements (Note 2)
    242,377,954  
Accrued expenses
    500,241  
         
Total liabilities
    524,097,504  
         
Net assets
  $ 1,699,455,005  
         

         
    See accompanying notes to the financial statements.   29


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 1,764,852,234  
Accumulated undistributed net investment income
    55,027,567  
Accumulated net realized loss
    (174,302,047 )
Net unrealized appreciation
    53,877,251  
         
    $ 1,699,455,005  
         
Net assets attributable to:
       
Class III shares
  $ 615,677,341  
         
Class IV shares
  $ 1,083,777,664  
         
Shares outstanding:
       
Class III
    63,423,671  
         
Class IV
    111,745,306  
         
Net asset value per share:
       
Class III
  $ 9.71  
         
Class IV
  $ 9.70  
         

         
30
  See accompanying notes to the financial statements.    


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 68,228,385  
Dividends from unaffiliated issuers
    377,986  
Dividends from affiliated issuers (Note 10)
    209,291  
         
Total investment income
    68,815,662  
         
Expenses:
       
Management fee (Note 5)
    3,003,382  
Shareholder service fee – Class III (Note 5)
    451,294  
Shareholder service fee – Class IV (Note 5)
    557,247  
Interest expense (Note 2)
    719,873  
Custodian, fund accounting agent and transfer agent fees
    515,660  
Legal fees
    138,000  
Audit and tax fees
    81,596  
Registration fees
    16,953  
Trustees fees and related expenses (Note 5)
    15,414  
Miscellaneous
    17,218  
         
Total expenses
    5,516,637  
Expense reductions (Note 2)
    (792 )
         
Net expenses
    5,515,845  
         
Net investment income (loss)
    63,299,817  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issues
    34,494,699  
Swap contracts
    (634,751 )
Foreign currency, forward contracts and foreign currency related transactions
    (41,971,987 )
         
Net realized gain (loss)
    (8,112,039 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    46,903,905  
Investments in affiliated issuers
    (448,185 )
Swap contracts
    12,714,602  
Foreign currency, forward contracts and foreign currency related transactions
    18,271,512  
         
Net unrealized gain (loss)
    77,441,834  
         
Net realized and unrealized gain (loss)
    69,329,795  
         
Net increase (decrease) in net assets resulting from operations
  $ 132,629,612  
         

         
    See accompanying notes to the financial statements.   31


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 63,299,817     $ 213,152,459  
Net realized gain (loss)
    (8,112,039 )     (27,277,843 )
Change in net unrealized appreciation (depreciation)
    77,441,834       188,822,965  
                 
                 
Net increase (decrease) in net assets from operations
    132,629,612       374,697,581  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (7,689,254 )     (64,721,761 )
Class IV
    (13,839,427 )     (173,315,562 )
                 
Total distributions from net investment income
    (21,528,681 )     (238,037,323 )
                 
Net share transactions (Note 9):
               
Class III
    12,819,529       (84,189,171 )
Class IV
    (112,236,908 )     (258,259,432 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (99,417,379 )     (342,448,603 )
                 
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    278,469       972,178  
Class IV
    514,195       2,233,723  
                 
Increase in net assets resulting from purchase premiums and redemption fees
    792,664       3,205,901  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (98,624,715 )     (339,242,702 )
                 
                 
Total increase (decrease) in net assets
    12,476,216       (202,582,444 )
                 
Net assets:
               
Beginning of period
    1,686,978,789       1,889,561,233  
                 
End of period (including accumulated undistributed net investment income of $55,027,567 and $13,256,431, respectively)
  $ 1,699,455,005     $ 1,686,978,789  
                 

         
32
  See accompanying notes to the financial statements.    


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)


Statement of Cash Flows — Six Months Ended August 31, 2011 (Unaudited)
 
         
Cash flows from operating activities:
       
Net increase (decrease) in net assets resulting from operations
  $ 132,629,612  
Adjustments to reconcile net increase (decrease) in net assets resulting from operations
       
to net cash provided by (used in) operating activities:
       
Net change in unrealized (appreciation) depreciation
    (77,441,834 )
Net realized (gain) loss
    8,112,039  
Net amortization of discount and premium
    (9,447,779 )
Investments purchased
    (280,417,394 )
Proceeds from sale of investments
    418,152,861  
Short term investments, net
    (5,912,211 )
Other proceeds (cost):
       
Swap contracts
    246,966  
Forward currency contracts
    (42,541,968 )
Foreign currency and foreign currency related transactions
    380,987  
Changes in assets and liabilities:
       
(Increase) decrease in receivable for collateral on open swap contracts
    (2,744,000 )
(Increase) decrease in dividends and interest receivable
    (2,495,956 )
(Increase) decrease in interest receivable for open swap contracts
    (351,935 )
(Increase) decrease in miscellaneous receivable
    (885 )
Increase (decrease) in payable to affiliate for:
       
Management fee
    24,857  
Shareholder service fee payable
    11,668  
Trustee and Chief Compliance Officer of GMO Trust fees
    (525 )
Increase (decrease) in accrued expenses
    (9,551 )
         
Net cash provided by (used in) operating activities
    138,194,952  
         
Cash flows from financing activities:*
       
Proceeds from shares sold
    131,732,125  
Shares repurchased
    (245,142,902 )
Purchase premiums and redemption fees
    792,664  
Cash distributions paid
    (7,711,303 )
Increase (decrease) in payable for reverse repurchase agreements
    (20,276,947 )
         
Net cash provided by (used in) financing activities
    (140,606,363 )
         
Net increase in cash
    (2,411,411 )
Cash and cash equivalents, beginning of period
    4,088,516  
         
Cash and cash equivalents, end of period
  $ 1,677,105  
         
Supplemental disclosure of cash flow information:
       
* Reinvestment of dividends and distributions
  $ 13,817,378  

         
    See accompanying notes to the financial statements.   33


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 9.10     $ 8.47     $ 5.85     $ 10.06     $ 10.73     $ 11.30  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.35       1.03 (a)     0.52       0.54       0.68       0.86  
Net realized and unrealized gain (loss)
    0.38       0.81       2.70       (3.77 )     (0.13 )     0.30  
                                                 
                                                 
Total from investment operations
    0.73       1.84       3.22       (3.23 )     0.55       1.16  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.12 )     (1.21 )     (0.60 )     (0.77 )     (0.76 )     (0.94 )
From net realized gains
                      (0.21 )     (0.46 )     (0.79 )
                                                 
                                                 
Total distributions
    (0.12 )     (1.21 )     (0.60 )     (0.98 )     (1.22 )     (1.73 )
                                                 
                                                 
Net asset value, end of period
  $ 9.71     $ 9.10     $ 8.47     $ 5.85     $ 10.06     $ 10.73  
                                                 
                                                 
Total Return(b)
    8.06 %**     22.23 %     55.95 %     (32.75 )%     5.07 %     10.98 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 615,677     $ 564,570     $ 602,065     $ 535,194     $ 734,921     $ 876,598  
Net operating expenses to average daily net assets(c)
    0.60 %(d)*     0.59 %(d)     0.58 %(d)     0.59 %(d)     0.57 %(d)     0.57 %
Interest expense to average daily net assets
    0.08 %(e)*     0.08 %(f)     0.11 %(f)     0.23 %(f)     0.74 %(e)     0.48 %(e)
Total net expenses to average daily net assets
    0.68 %(d)*     0.67 %(d)     0.69 %(d)     0.82 %(d)     1.31 %(d)     1.05 %
Net investment income (loss) to average daily net assets
    7.37 %*     11.09 %(g)     6.98 %     6.36 %     6.36 %     7.91 %
Portfolio turnover rate
    14 %**     21 %     36 %     38 %     53 %     83 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (h)   $ 0.02     $ 0.05     $ 0.00 (g)   $ 0.01     $ 0.01  
 
(a) Includes income per share of $0.40 as a result of the Fund’s participation in sovereign debt exchanges during the period. Excluding this income, the Fund’s net investment income per share would have been $0.63.
(b) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(g) Includes income of 4.33% of average daily net assets as a result of the Fund’s participation in sovereign debt exchanges. Excluding this income, the Fund’s net investment income to average daily net assets would have been 6.76%.
(h) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
34
  See accompanying notes to the financial statements.    


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 9.09     $ 8.47     $ 5.85     $ 10.06     $ 10.73     $ 11.30  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.35       1.05 (a)     0.53       0.53       0.69       0.87  
Net realized and unrealized gain (loss)
    0.38       0.78       2.69       (3.76 )     (0.13 )     0.29  
                                                 
                                                 
Total from investment operations
    0.73       1.83       3.22       (3.23 )     0.56       1.16  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.12 )     (1.21 )     (0.60 )     (0.77 )     (0.77 )     (0.94 )
From net realized gains
                      (0.21 )     (0.46 )     (0.79 )
                                                 
                                                 
Total distributions
    (0.12 )     (1.21 )     (0.60 )     (0.98 )     (1.23 )     (1.73 )
                                                 
                                                 
Net asset value, end of period
  $ 9.70     $ 9.09     $ 8.47     $ 5.85     $ 10.06     $ 10.73  
                                                 
                                                 
Total Return(b)
    8.07 %**     22.19 %     56.02 %     (32.66 )%     5.13 %     11.06 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,083,778     $ 1,122,409     $ 1,287,496     $ 1,291,258     $ 2,114,181     $ 1,996,230  
Net operating expenses to average daily net assets(c)
    0.55 %(d)*     0.54 %(d)     0.53 %(d)     0.54 %(d)     0.53 %(d)     0.52 %
Interest expense to average daily net assets
    0.08 %(e)*     0.07 %(f)     0.11 %(f)     0.23 %(f)     0.74 %(e)     0.48 %(e)
Total net expenses to average daily net assets
    0.63 %(d)*     0.61 %(d)     0.64 %(d)     0.77 %(d)     1.27 %(d)     1.00 %
Net investment income (loss) to average daily net assets
    7.38 %*     11.37 %(g)     7.03 %     6.46 %     6.45 %     7.97 %
Portfolio turnover rate
    14 %**     21 %     36 %     38 %     53 %     83 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (h)   $ 0.02     $ 0.04     $ 0.00 (g)   $ 0.00 (g)   $ 0.01  
 
(a) Includes income per share of $0.41 as a result of the Fund’s perticipation in sovereign debt exchanges during the period. Excluding this income, the Fund’s net investment income per share would have been $0.64.
(b) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(g) Includes income of 4.43% of average daily net assets as a result of the Fund’s participation in sovereign debt exchanges. Excluding this income, the Fund’s net investment income to average daily net assets would have been 6.94%.
(h) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   35


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Emerging Country Debt Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the J.P. Morgan EMBI (Emerging Markets Bond Index) Global. The Fund invests primarily in sovereign debt of emerging countries denominated in currencies of developed markets (e.g., U.S. dollar, Euro, Japanese yen, Swiss franc and British pound sterling). Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in debt investments tied economically to emerging countries. The term “emerging countries” means the world’s less developed countries. The Fund typically gains its investment exposure by purchasing debt of sovereign issuers of emerging countries or by using derivatives, typically credit default swaps. The Fund also invests in U.S. and foreign asset-backed securities (including through GMO Short-Duration Collateral Fund (“SDCF”) and GMO World Opportunity Overlay Fund (“Overlay Fund”)). The Fund invests a substantial portion of its assets in below investment grade securities (also known as “junk bonds”). Generally, at least 75% of the Fund’s assets are denominated in, or hedged into, U.S. dollars.
 
In pursuing its investment objective, the Fund also typically uses exchange-traded and over-the-counter (“OTC”) derivatives, including options, swap contracts (in addition to credit default swaps), currency forwards (including currency forwards on currencies of developed markets), reverse repurchase agreements and futures. The Fund’s performance is likely to be more volatile than that of its benchmark.
 
The Manager emphasizes a “bottom-up” approach to examining and selecting investments and uses analytical techniques to identify inefficiencies in the pricing of emerging country debt investments and to identify investments the Manager believes are undervalued. The Manager also determines country allocations based on its outlook for a country.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets. The Manager normally seeks to cause the Fund’s estimated interest rate duration to approximate that of its benchmark. The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the

         
36
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder service fee.
 
The financial statements of the series of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). As of August 31, 2011, shares of SDCF, GMO Special Purpose Holding Fund (“SPHF”) and Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 2.4% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on

         
        37


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 20.1% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and market data from pricing vendors) to value certain credit default swaps.

         
38
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. In some cases, quoted prices or prices calculated by using industry models are adjusted by a specified discount for liquidity or other considerations (including the Argentine judgment described in Other Matters below). In addition, the Fund valued certain sovereign debt securities using comparable securities issued by the sovereign adjusted by a specified spread. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR rate. The Fund deemed certain defaulted securities to be worthless. The Fund also used third party valuation services to value certain credit default swaps using unobservable inputs.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Asset-Backed Securities
  $     $ 1,870,405     $ 86,665,779     $ 88,536,184  
Corporate Debt
          114,320,920             114,320,920  
Foreign Government Agency
          211,035,258       154,475,830       365,511,088  
Foreign Government Obligations
          500,094,694       534,671,736       1,034,766,430  
Judgments
                24,990,000       24,990,000  
U.S. Government
          61,052,538             61,052,538  
                                 
TOTAL DEBT OBLIGATIONS
          888,373,815       800,803,345       1,689,177,160  
                                 
Loan Assignments
                32,129,393       32,129,393  
Loan Participations
                112,408,232       112,408,232  
Promissory Notes
                1,144,413       1,144,413  
Options Purchased
          18,093             18,093  
Mutual Funds
    63,306,989       9,206             63,316,195  
Rights and Warrants
                10,377,589       10,377,589  
Short-Term Investments
    18,360,089                   18,360,089  
                                 
Total Investments
    81,667,078       888,401,114       956,862,972       1,926,931,164  
                                 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency Risk
          222,115             222,115  

         
        39


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Swap Agreements
                               
Credit Risk
  $     $ 49,778,111     $ 208,314,288     $ 258,092,399  
Interest Rate Risk
          2,215,114             2,215,114  
                                 
Total
  $ 81,667,078     $ 940,616,454     $ 1,165,177,260     $ 2,187,460,792  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency Risk
  $      —     $ (3,515,104 )   $     $ (3,515,104 )
Swap Agreements
                               
Credit Risk
          (61,521,312 )     (210,072,505 )     (271,593,817 )
Interest Rate Risk
          (162,963 )           (162,963 )
                                 
Total
  $     $ (65,199,379 )   $ (210,072,505 )   $ (275,271,884 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 58.1% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
40
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Debt Obligations
                                                                                 
Asset-Backed Securities
  $ 96,820,133     $ 503,783     $ (6,865,650 )   $ 7,617     $ 199,606     $ (3,999,710 )   $      —     $      —     $ 86,665,779       $ (3,999,710 )
Corporate Debt
    8,020,000             (8,000,000 )                 (20,000 )                          
Foreign Government Agency
    137,425,666       27,840,937       (17,487,807 )     418,526       440,645       5,837,863                   154,475,830         7,192,615  
Foreign Government Obligations
    523,408,255       38,506,995       (60,093,013 )     5,956,884       8,612,800       18,279,815                   534,671,736         23,301,143  
Judgments
    28,170,000                   317,859             (3,497,859 )                 24,990,000         (3,497,859 )
                                                                                   
Total Debt Obligations
    793,844,054       66,851,715       (92,446,470 )     6,700,886       9,253,051       16,600,109                   800,803,345         22,996,189  
                                                                                   
Loan Assignments
    33,280,252       970,000       (2,098,372 )     459,426       492,681       (974,594 )                 32,129,393         (974,594 )
Loan Participations
    117,371,965             (7,463,505 )     1,027,390       2,265,531       (793,149 )                 112,408,232         (793,149 )
Promissory Notes
    1,071,677                     39,247             33,489                   1,144,413         33,489  
Rights and Warrants
    10,377,589                                                 10,377,589          
                                                                                   
Total Investments
    955,945,537       67,821,715       (102,008,347 )     8,226,949       12,011,263       14,865,855                   956,862,972         21,261,935  
                                                                                   
Derivatives
                                                                                 
Swap Agreements
    (10,713,914 )           1,204,359             (1,204,359 )     8,955,697                   (1,758,217 )       8,846,657  
                                                                                   
Total
  $ 945,231,623     $ 67,821,715     $ (100,803,988 )   $ 8,226,949     $ 10,806,904     $ 23,821,552     $     $     $ 955,104,755       $ 30,108,592  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.

         
        41


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans. A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the party from whom the Fund has purchased the participation and only upon receipt by that party of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower with the terms of the loan agreement or to vote on matters arising under the loan agreement. Thus, the Fund may be subject to credit risk both of the party from whom it purchased the loan participation and the borrower and the Fund may have minimal control over the terms of any loan modification. When the Fund purchases assignments of loans, it acquires direct rights against the borrower. Loan agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. As of August 31, 2011, the Fund had received $241,775,903 from reverse repurchase agreements relating to securities with a market value, plus accrued interest, of $252,309,838.

         
42
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Reverse repurchase agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement

         
        43


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (92,251,262 )
February 28, 2019
    (66,474,254 )
         
Total
  $ (158,725,516 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,867,449,386     $ 232,358,386     $ (172,876,608 )   $ 59,481,778      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws

         
44
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary. (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.

         
        45


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund and are allocated pro rata among the classes to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee or modify or eliminate an existing fee at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
Other matters
In December 2005, the Fund entered into litigation against the Government of Argentina (“Argentina”) relating to Argentina’s failure to make payments on sovereign debt held by the Fund. A judgment was awarded in the Fund’s favor on September 24, 2007; however, the Fund’s ability to collect on this judgment remains uncertain, and the Fund is not able to transfer or sell the judgment without court consent. In late May 2010, Argentina commenced a public debt exchange in which certain defaulted debts, including legal judgments on those debts, were eligible to be exchanged for currently performing Argentina Bonds. The eligible portion of the Fund’s judgment was tendered in the debt exchange and the Fund received new bonds in June 2010. The remaining portion of the Fund’s judgment, which continues to

         
46
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
be valued according to the Fund’s valuation policy, represented 1.5% of the net assets of the Fund as of August 31, 2011.
 
Peru Trust, Series 1998 I-P; Peru Trust, Series 97-I-P; and Peru Trust II, Series 98-A LB (the “Peru Trusts”) held by the Fund are currently in default. The Peru Trusts hold obligations of Istituto per i Servizi Assicurativi e il Credito all’Espotazione (“SACE”), the Italian Agency for Insurance of Export Credits. The obligations are payable only to the extent SACE recovers amounts from the Government of Peru (“Peru”) in relation to certain export insurance policies. Peru fully paid all of its obligations to SACE on August 24, 2009; however, payments to the Peru Trusts by SACE remain outstanding. Litigation between the Peru Trusts and SACE is pending in Italy with respect to the outstanding payments. The Peru Trusts’ ability to recover such payments, and the Fund’s corresponding ability to receive payment with respect to its investment in the Peru Trusts, remains uncertain. The Peru Trusts, which continue to be valued according to the Fund’s valuation policy, represented 0.1% of the net assets of the Fund as of August 31, 2011. Costs associated with this action are borne by the Fund.
 
In July 2008, the Fund entered into litigation against GNPA Limited (“GNPA”) (an entity wholly owned by the government of Ghana) seeking payment on an unconditional promissory note issued by GNPA. A judgment was awarded in the Fund’s favor in February 2010; however, the Fund’s ability to collect on this judgment remains uncertain. The defaulted promissory note, which continues to be valued according to the Fund’s valuation policy, represented less than 0.1% of the net assets of the Fund as of August 31, 2011. Costs associated with this action are borne by the Fund.
 
In connection with the Fund’s purchase of Venezuelan bonds between 2000 and 2002, the Fund acquired warrants which (along with related payments on those warrants) have not been received in custody. The Fund’s trading counterparties have acknowledged their delivery obligations but have not necessarily accepted legal liability for payment. Because there can be no assurance that the Fund will receive the warrants (or related payments), the Fund values the warrants at fair value using methods determined in good faith by or at the discretion of the Trustees of GMO Trust. The value of any possible recovery is carried at $1,033,826, representing 0.1% of the net assets of the Fund on August 31, 2011, and is included in Miscellaneous receivables on the Statement of Assets and Liabilities.
 
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by

         
        47


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities. Because the Fund typically invests in securities that are of lesser quality than those in its benchmark, in rapidly declining markets, the percentage decline in the value of the Fund is likely to exceed that of its benchmark.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind. Sovereign debt of emerging countries is not widely traded and may be subject to purchase and sale restrictions. In addition, because the Fund typically invests in securities that are less liquid than those in its benchmark, in rapidly declining markets the percentage decline in the Fund’s investments is likely to exceed that of its benchmark.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g.,

         
48
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in a limited number of countries, regions, sectors or companies creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.

         
        49


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some

         
50
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.

         
        51


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting its investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and

         
52
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives

         
        53


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange rate risk. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.

         
54
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust interest rate exposure. Option contracts purchased by the Fund and outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.

         
        55


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a

         
56
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure, adjust exposure to certain markets, achieve exposure to a reference entity’s credit, and/or provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants to adjust exposure to certain markets. Additionally, the Fund owns warrants linked

         
        57


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to the price of oil. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (purchased options, rights and/or warrants)
  $ 18,093     $     $     $      —     $ 10,377,589     $ 10,395,682  
Unrealized appreciation on forward currency contracts
          222,115                         222,115  
Unrealized appreciation on swap agreements
    2,215,114             258,092,399                   260,307,513  
                                                 
Total
  $ 2,233,207     $ 222,115     $ 258,092,399     $     $ 10,377,589     $ 270,925,310  
                                                 
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (3,515,104 )   $     $     $     $ (3,515,104 )
Unrealized depreciation on swap agreements
    (162,963 )           (271,593,817 )                 (271,756,780 )
                                                 
Total
  $ (162,963 )   $ (3,515,104 )   $ (271,593,817 )   $     $     $ (275,271,884 )
                                                 

         
58
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options, rights and/or warrants)
  $ 1,366,277     $     $     $      —     $     $ 1,366,277  
Forward currency contracts
          (42,541,968 )                       (42,541,968 )
Swap agreements
    1,922,620             (4,030,745 )           1,473,374       (634,751 )
                                                 
Total
  $ 3,288,897     $ (42,541,968 )   $ (4,030,745 )   $     $ 1,473,374     $ (41,810,442 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options, rights and/or warrants)
  $ (2,214,849 )   $     $     $     $     $ (2,214,849 )
Forward currency contracts
          18,460,506                         18,460,506  
Swap agreements
    (610,890 )           12,228,190             1,097,302       12,714,602  
                                                 
Total
  $ (2,825,739 )   $ 18,460,506     $ 12,228,190     $     $ 1,097,302     $ 28,960,259  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (forward currency contracts and rights and/or warrants), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                                 
    Forward
           
    Currency
          Rights and/or
    Contracts   Swap Agreements   Options   Warrants
 
Average amount outstanding
  $ 560,687,265     $ 4,656,975,858     $ 484,387,556     $ 10,324,638  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.35% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on

         
        59


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.10% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class’s shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for an amount equal to the fees and expenses incurred indirectly by the Fund through its investment in other GMO Funds (excluded those Funds’ Excluded Fund Fees and Expenses). “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $15,414 and $5,994, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
< 0.001%
    0.000%     0.001%     0.001%
                   

         
60
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 157,718,735  
Investments (non-U.S. Government securities)
    268,211,267       229,042,795  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 31.55% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.15% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 20.44% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        61


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    2,024,612     $ 19,210,273       9,633,356     $ 87,460,313  
Shares issued to shareholders in reinvestment of distributions
    517,776       4,939,581       3,884,543       35,087,915  
Shares repurchased
    (1,187,305 )     (11,330,325 )     (22,497,488 )     (206,737,399 )
Purchase premiums
          39,833             123,522  
Redemption fees
          238,636             848,656  
                                 
Net increase (decrease)
    1,355,083     $ 13,097,998       (8,979,589 )   $ (83,216,993 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    11,794,485     $ 112,857,372       5,013,942     $ 48,450,430  
Shares issued to shareholders in reinvestment of distributions
    931,563       8,877,797       10,139,974       91,560,463  
Shares repurchased
    (24,512,439 )     (233,972,077 )     (43,685,884 )     (398,270,325 )
Purchase premiums
          73,727             308,772  
Redemption fees
          440,468             1,924,951  
                                 
Net increase (decrease)
    (11,786,391 )   $ (111,722,713 )     (28,531,968 )   $ (256,025,709 )
                                 

         
62
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Returm
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Short-Duration Collateral Fund
  $ 41,271,731     $      —     $      —     $ 209,291     $      —     $ 11,888,463     $ 28,588,029  
GMO Special Purpose Holding Fund
    10,705                                     9,206  
GMO U.S. Treasury Fund
    31                                     31  
GMO World Opportunity Overlay Fund
    34,370,376                                     34,718,929  
                                                         
Totals
  $ 75,652,843     $     $     $ 209,291     $     $ 11,888,463     $ 63,316,195  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined through fiscal year ending February 29, 2012.

         
        63


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
64
       


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        65


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
66
       


 

GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        67


 

 
GMO Emerging Country Debt Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.68 %   $ 1,000.00     $ 1,080.60     $ 3.56  
2) Hypothetical
    0.68 %   $ 1,000.00     $ 1,021.72     $ 3.46  
                                 
Class IV
                               
                                 
1) Actual
    0.63 %   $ 1,000.00     $ 1,080.70     $ 3.30  
2) Hypothetical
    0.63 %   $ 1,000.00     $ 1,021.97     $ 3.20  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including interest expense and indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
68
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    90.5 %
Short-Term Investments
    5.6  
Mutual Funds
    3.6  
Investment Funds
    2.3  
Preferred Stocks
    1.7  
Other
    (3.7 )
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
China
    23.0 %
Thailand
    15.3  
Brazil
    11.4  
India
    10.3  
Indonesia
    9.7  
South Korea
    7.3  
United States
    4.9  
South Africa
    4.8  
Russia
    4.3  
Malaysia
    2.4  
Mexico
    2.3  
Taiwan
    2.0  
Turkey
    1.4  
Macau
    0.5  
Singapore
    0.4  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
 
         
Industry Group Summary   % of Equity Investments**  
Banks
    15.3 %
Consumer Services
    11.3  
Automobiles & Components
    10.9  
Retailing
    10.7  
Food, Beverage & Tobacco
    9.2  
Telecommunication Services
    7.4  
Food & Staples Retailing
    5.9  
Real Estate
    4.3  

         
        1


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Utilities
    3.7 %
Capital Goods
    3.3  
Software & Services
    3.2  
Diversified Financials
    2.6  
Energy
    2.3  
Media
    2.3  
Consumer Durables & Apparel
    1.8  
Pharmaceuticals, Biotechnology & Life Sciences
    1.5  
Household & Personal Products
    1.1  
Commercial & Professional Services
    1.0  
Materials
    0.9  
Health Care Equipment & Services
    0.7  
Technology Hardware & Equipment
    0.6  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 90.5%        
                     
            Brazil — 8.8%        
      8,600     Arcos Dorados Holdings Inc Class A     237,102  
      45,200     Brasil Brokers Participacoes SA     218,632  
      7,712     Companhia de Bebidas das Americas     220,426  
      17,400     Fleury SA     251,398  
      10,900     Gafisa SA ADR     102,678  
      20,200     Itau Unibanco Holding SA ADR     366,832  
      21,300     Light SA     366,618  
      18,900     LPS Brasil Consultoria de Imoveis SA     414,948  
      20,400     Multiplus SA     342,157  
      17,100     PDG Realty SA Empreendimentos e Participacoes     84,109  
      15,700     Redecard SA     241,629  
      13,900     Telecomunicacoes de Sao Paulo SA ADR     441,603  
                     
            Total Brazil     3,288,132  
                     
                     
            China — 21.2%        
      156,000     Ajisen China Holdings Ltd     236,856  
      3,110     Baidu Inc Sponsored ADR *     453,376  
      218,000     Belle International Holdings Ltd     448,247  
      12,700     China Lodging Group Ltd Sponsored ADR *     210,947  
      128,000     China Mengniu Dairy Co Ltd     458,719  
      66,000     Chow Sang Sang Holdings International Ltd     226,958  
      388,000     Dah Chong Hong Holdings Ltd     545,149  
      120,500     Digital China Holdings Ltd     205,690  
      326,000     Dongfeng Motor Group Co Ltd Class H     522,338  
      92,000     Galaxy Entertainment Group Ltd *     230,417  
      962,000     GOME Electrical Appliances Holdings Ltd     417,265  
      352,500     Great Wall Motor Co Ltd Class H     510,565  
      179,000     Haier Electronics Group Co Ltd *     202,627  
      437,000     Haitian International Holdings Ltd     405,066  
      42,500     Hengan International Group Co Ltd     364,514  
      452,000     Hengdeli Holdings Ltd     218,392  
      5,600     Home Inns & Hotels Management Inc ADR *     214,144  
      133,000     Intime Department Store Group Co Ltd     210,513  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            China — continued        
      844,450     Kingdee International Software Group Co Ltd     343,837  
      312,000     Kunlun Energy Company Ltd     483,360  
      7,200     New Oriental Education & Technology Group Inc Sponsored ADR *     219,600  
      170,000     Sun Art Retail Group Ltd *     214,415  
      150,000     Tingyi (Cayman Islands) Holding Corp     423,048  
      210,000     Trinity Ltd     219,154  
                     
            Total China     7,985,197  
                     
                     
            India — 9.5%        
      3,065     Bayer Cropscience Ltd     53,425  
      14,943     Bharti Airtel Ltd     131,584  
      4,118     CMC Ltd     84,361  
      12,718     Coromandel International Ltd     85,563  
      147,085     Dish TV India Ltd *     253,875  
      4,916     Glaxo SmithKline Consumer Healthcare Ltd     256,522  
      1,575     HDFC Bank Ltd     16,359  
      7,400     HDFC Bank Ltd ADR     246,864  
      4,655     Hero Honda Motors Ltd     209,820  
      129,471     Idea Cellular Ltd *     282,673  
      35,319     Indraprastha Gas Ltd     332,081  
      24,930     IndusInd Bank Ltd (a)     133,598  
      29,789     Ipca Laboratories Ltd     200,893  
      9,988     Jubilant Foodworks Ltd *     207,187  
      5,805     Nestle India Ltd     555,263  
      85,057     Petronet LNG Ltd     323,091  
      51,214     Rallis India Ltd     187,291  
      4,618     Whirlpool of India Ltd *     22,232  
                     
            Total India     3,582,682  
                     
                     
            Indonesia — 8.9%        
      99,000     Astra International Tbk PT     794,134  
      2,385,500     Bank Bukopin Tbk PT     198,777  
      268,000     Bank Central Asia Tbk PT     258,523  
      397,500     Bank Danamon Indonesia Tbk PT     249,906  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Indonesia — continued        
      721,000     Bank Mandiri Tbk PT     598,939  
      447,500     Bank Negara Indonesia (Persero) Tbk PT     223,543  
      657,500     Indofood Sukses Makmur Tbk PT     479,459  
      498,500     Kalbe Farma Tbk PT     210,060  
      117,787     United Tractors Tbk PT     335,820  
                     
            Total Indonesia     3,349,161  
                     
                     
            Malaysia — 2.2%        
      100,300     AMMB Holdings Berhad     215,430  
      67,000     Genting Berhad     213,555  
      97,600     Hong Leong Bank Berhad     404,530  
                     
            Total Malaysia     833,515  
                     
                     
            Macau — 0.5%        
      54,000     Wynn Macau Ltd     173,694  
                     
                     
            Mexico — 2.1%        
      9,370     First Cash Financial Services, Inc. *     437,673  
      16,000     Grupo Televisa SA Sponsored ADR     352,640  
                     
            Total Mexico     790,313  
                     
                     
            Russia — 3.9%        
      35,441     Magnit OJSC Sponsored GDR (Registered Shares)     841,026  
      10,000     Mobile Telesystems Sponsored ADR     169,300  
      4,897     Pharmstandard GDR (Registered Shares) *     98,050  
      30,560     Sberbank Sponsored ADR *     363,359  
                     
            Total Russia     1,471,735  
                     
                     
            Singapore — 0.4%        
      6,673     Asia Pacific Breweries Ltd     143,558  
                     
                     
            South Africa — 4.4%        
      83,495     Growthpoint Properties Ltd     228,725  
      23,107     Shoprite Holdings Ltd     363,658  
      9,014     Tiger Brands Ltd     263,008  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Africa — continued        
      35,051     Vodacom Group Ltd     452,152  
      7,080     Wilson Bayly Holmes-Ovcon Ltd     103,013  
      48,379     Woolworths Holdings Ltd     251,793  
                     
            Total South Africa     1,662,349  
                     
                     
            South Korea — 6.8%        
      2,903     GS Home Shopping Inc     352,984  
      3,691     Hyundai Mobis     1,176,778  
      2,882     Hyundai Motor Co     553,412  
      9,825     Kangwon Land Inc     257,250  
      397     ORION Corp     197,129  
                     
            Total South Korea     2,537,553  
                     
                     
            Taiwan — 1.8%        
      68,000     Chunghwa Telecom Co Ltd     234,817  
      91,000     Taiwan Mobile Co Ltd     247,156  
      112,000     Yungtay Engineering Co Ltd     200,135  
                     
            Total Taiwan     682,108  
                     
                     
            Thailand — 14.1%        
      108,300     Advanced Info Service Pcl (Foreign Registered) (a)     409,898  
      98,300     Bangkok Bank Pcl NVDR     525,888  
      145,400     BEC World Pcl (Foreign Registered) (a)     196,571  
      196,600     Charoen Pokphand Foods Pcl (Foreign Registered) (a)     206,710  
      247,000     CP ALL Pcl (Foreign Registered) (a)     422,954  
      2,124,800     Hemaraj Land and Development Pcl (Foreign Registered) (a)     163,268  
      668,100     Hemaraj Land and Development Pcl NVDR     51,336  
      574,200     Home Product Center Pcl (Foreign Registered) (a)     195,516  
      238,500     Kasikornbank Pcl NVDR     1,016,954  
      886,300     Land & Houses Pcl NVDR     202,784  
      216,700     Pruksa Real Estate Pcl (Foreign Registered) (REIT) (a)     136,848  
      92,200     Pruksa Real Estate Pcl NVDR (REIT)     58,225  
      121,600     Robinson Department Store Pcl (Foreign Registered) (a)     158,317  
      86,300     Siam Commercial Bank Pcl (Foreign Registered) (a)     343,271  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Thailand — continued        
      624,000     Siam Global House Pcl NVDR     198,967  
      23,800     Siam Makro Pcl (Foreign Registered) (a)     195,576  
      249,300     Thanachart Capital Pcl (Foreign Registered) (a)     262,752  
      253,200     Tisco Financial Group Pcl NVDR     346,461  
      90,700     Total Access Communication Pcl NVDR     211,215  
                     
            Total Thailand     5,303,511  
                     
                     
            Turkey — 1.3%        
      210,019     Dogus Otomotiv Servis ve Ticaret AS *     495,068  
                     
                     
            United States — 4.6%        
      31,500     Yum! Brands, Inc.      1,712,655  
                     
                     
            TOTAL COMMON STOCKS (COST $32,766,777)     34,011,231  
                     
                     
            PREFERRED STOCKS — 1.7%        
                     
            Brazil — 1.7%        
      40,700     AES Tiete SA 8.78%     575,511  
      12,400     Randon Participacoes SA 3.32%     81,244  
                     
            Total Brazil     656,755  
                     
                     
            TOTAL PREFERRED STOCKS (COST $661,066)     656,755  
                     
                     
            INVESTMENT FUNDS — 2.3%        
                     
            United States — 2.3%        
      20,000     Vanguard Emerging Markets ETF (b)     879,000  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $877,991)     879,000  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Shares /
           
Par Value     Description   Value ($)  
                     
            MUTUAL FUNDS — 3.6%        
                     
            United States — 3.6%        
            Affiliated Issuers        
      53,980     GMO U.S. Treasury Fund     1,350,031  
                     
                     
            TOTAL MUTUAL FUNDS (COST $1,350,031)     1,350,031  
                     
                     
            SHORT-TERM INVESTMENTS — 5.6%        
                     
            Time Deposits — 5.6%        
USD
    330,000     Bank of America (Charlotte) Time Deposit, 0.03%, due 09/01/11     330,000  
HKD
    37,681     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     4,839  
SGD
    21,105     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     17,525  
USD
    747,999     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     747,999  
ZAR
    411     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.46%, due 09/01/11     59  
USD
    330,000     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     330,000  
USD
    330,000     HSBC Bank (New York) Time Deposit, 0.03%, due 09/01/11     330,000  
USD
    330,000     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     330,000  
                     
            Total Time Deposits     2,090,422  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $2,090,422)     2,090,422  
                     
                     
            TOTAL INVESTMENTS — 103.7%
(Cost $37,746,287)
    38,987,439  
            Other Assets and Liabilities (net) — (3.7%)     (1,406,685 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 37,580,754  
                     
 
Notes to Schedule of Investments:
 
ADR - American Depositary Receipt
ETF - Exchange-Traded Fund
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt
NVDR - Non-Voting Depository Receipt

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Represents an investment to obtain exposure in Emerging Markets. The Vanguard Emerging Markets ETF is a separate investment portfolio of Vanguard, Inc., a registered investment company. The Vanguard Emerging Markets ETF prospectus states that the fund invests substantially all (normally about 95%) of its assets in the common stocks included in the MSCI Emerging Market Index, while employing a form of sampling to reduce risk.
 
Currency Abbreviations:
 
HKD - Hong Kong Dollar
SGD - Singapore Dollar
USD - United States Dollar
ZAR - South African Rand

         
    See accompanying notes to the financial statements.   9


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $36,396,256) (Note 2)
  $ 37,637,408  
Investments in affiliated issuers, at value (cost $1,350,031) (Notes 2 and 10)
    1,350,031  
Dividends receivable
    23,677  
Foreign taxes receivable
    910  
Receivable for foreign currency sold
    261,818  
Receivable for expenses reimbursed by Manager (Note 5)
    55,732  
Miscellaneous receivable
    14  
         
Total assets
    39,329,590  
         
         
Liabilities:
       
Foreign currency due to custodian
    158,923  
Payable for investments purchased
    1,372,030  
Payable to affiliate for (Note 5):
       
Management fee
    31,514  
Shareholder service fee
    2,772  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    183,577  
         
Total liabilities
    1,748,836  
         
Net assets
  $ 37,580,754  
         
Net assets consist of:
       
Paid-in capital
  $ 36,076,504  
Accumulated undistributed net investment income
    80,952  
Accumulated net realized gain
    188,286  
Net unrealized appreciation
    1,235,012  
         
    $ 37,580,754  
         
Net assets attributable to:
       
Class II shares
  $ 20,840,336  
         
Class V shares
  $ 16,740,418  
         
Shares outstanding:
       
Class II
    960,082  
         
Class V
    770,669  
         
Net asset value per share:
       
Class II
  $ 21.71  
         
Class V
  $ 21.72  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Statement of Operations — Period from March 1, 2011 (commencement of operations) through August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $12,443)
  $ 146,696  
Interest
    313  
Dividends from affiliated issuers (Note 10)
    127  
         
Total investment income
    147,136  
         
Expenses:
       
Management fee (Note 5)
    47,273  
Shareholder service fee – Class II (Note 5)
    6,595  
Shareholder service fee – Class V (Note 5)
    2,810  
Custodian and fund accounting agent fees
    137,198  
Audit and tax fees
    42,273  
Transfer agent fees
    18,932  
Registration fees
    9,516  
Legal fees
    274  
Trustees fees and related expenses (Note 5)
    90  
Miscellaneous
    8,897  
         
Total expenses
    273,858  
Fees and expenses reimbursed by Manager (Note 5)
    (207,664 )
Expense reductions (Note 2)
    (10 )
         
Net expenses
    66,184  
         
Net investment income (loss)
    80,952  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    256,625  
Realized gains distributions from affiliated issuers (Note 10)
    12  
Foreign currency, forward contracts and foreign currency related transactions (net of foreign transaction taxes of $55,728)
    (68,351 )
         
Net realized gain (loss)
    188,286  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers (net of change in foreign capital gains tax of $6,189)
    1,234,963  
Foreign currency, forward contracts and foreign currency related transactions
    49  
         
Net unrealized gain (loss)
    1,235,012  
         
Net realized and unrealized gain (loss)
    1,423,298  
         
Net increase (decrease) in net assets resulting from operations
  $ 1,504,250  
         

         
    See accompanying notes to the financial statements.   11


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
         
    Period from
    March 1, 2011
    (commencement
    of operations)
    through
    August 31, 2011
    (Unaudited)
Increase (decrease) in net assets:
       
Operations:
       
Net investment income (loss)
  $ 80,952  
Net realized gain (loss)
    188,286  
Change in net unrealized appreciation (depreciation)
    1,235,012  
         
         
Net increase (decrease) in net assets from operations
    1,504,250  
         
Net share transactions (Note 9):
       
Class II
    20,088,000  
Class V
    15,699,669  
         
Increase (decrease) in net assets resulting from net share transactions
    35,787,669  
         
Purchase premiums and redemption fees (Notes 2 and 9):
       
Class II
    162,000  
Class V
    126,835  
         
Increase in net assets resulting from purchase premiums and redemption fees
    288,835  
         
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    36,076,504  
         
         
Total increase (decrease) in net assets
    37,580,754  
         
Net assets:
       
Beginning of period
     
         
End of period (including accumulated undistributed net investment income of $80,952)
  $ 37,580,754  
         

         
12
  See accompanying notes to the financial statements.    


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class II share outstanding throughout the period)
 
         
    Period from
    March 24, 2011
    (commencement
    of operations)
    through
    August 31, 2011
 
Net asset value, beginning of period
  $ 20.89  
         
         
Income (loss) from investment operations:
       
Net investment income (loss)
    0.12  
Net realized and unrealized gain (loss)
    0.70  
         
         
Total from investment operations
    0.82  
         
         
Net asset value, end of period
  $ 21.71  
         
         
Total Return(a)
    3.93 %**
         
Ratios/Supplemental Data:
       
Net assets, end of period (000’s)
  $ 20,840  
Net expenses to average daily net assets
    1.11 %(b)(c)*
Net investment income (loss) to average daily net assets
    1.19 %*
Portfolio turnover rate
    264 %**††
Fees and expenses reimbursed by the Manager to average daily net assets:
    2.99 %*
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.53  
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
†† Calculation represents portfolio turnover of the Fund for the period from March 1, 2011 through August 31, 2011.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class V share outstanding throughout the period)
 
         
    Period from
    March 1, 2011
    (commencement
    of operations)
    through
    August 31, 2011
 
Net asset value, beginning of period
  $ 20.00  
         
         
Income (loss) from investment operations:
       
Net investment income (loss)
    0.15  
Net realized and unrealized gain (loss)
    1.57  
         
         
Total from investment operations
    1.72  
         
         
Net asset value, end of period
  $ 21.72  
         
         
Total Return(a)
    8.60 %**
         
Ratios/Supplemental Data:
       
Net assets, end of period (000’s)
  $ 16,740  
Net expenses to average daily net assets
    0.99 %(b)(c)*
Net investment income (loss) to average daily net assets
    1.36 %*
Portfolio turnover rate
    264 %**
Fees and expenses reimbursed by the Manager to average daily net assets:
    3.55 %*
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.42  
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
14
  See accompanying notes to the financial statements.    


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Emerging Domestic Opportunities Fund (the “Fund”), commenced operations on March 1, 2011.
 
The Fund is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies whose prospects are linked to the internal (“domestic”) development and growth of the world’s non-developed markets (“emerging markets”), including companies that provide goods and services to emerging market consumers. “Emerging markets” include all markets that are not treated as “developed markets” in the MSCI World Index or MSCI EAFE Index.
 
The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments related to emerging markets. The Fund’s investments are not limited to investments in companies located in any particular country or geographic region, and may include investments in companies located in developed markets (e.g., the U.S.) that are related to, or whose prospects are linked to, emerging markets. The Fund does not control risk relative to the MSCI Emerging Markets (“EM”) Index or any other securities index.
 
The Manager uses fundamental analysis to evaluate and select countries, sectors and companies that it believes are most likely to benefit from domestic growth in emerging markets. In evaluating and selecting investments, the Manager may consider many factors, including the Manager’s assessment of a country’s and/or sector’s fundamentals or growth prospects as well as a company’s positioning relative to its competitors.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives and exchange-traded funds (“ETFs”). The Manager also may use derivatives and ETFs: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include options, futures, warrants, swap contracts and reverse repurchase agreements. The Fund’s foreign currency exposure may differ from the currency exposure represented by its equity investments. In addition, the Fund may lend its portfolio securities.

         
        15


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
During the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class II and Class V. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 7.5% of net assets. The Fund classifies such securities (as defined below) as Level 3. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of

         
16
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      62.0 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value techniques on Level 3 investments: Certain of the Fund’s securities in Thailand and India were valued at the local price as adjusted by applying a premium or discount when the holdings exceed foreign ownership limitations.

         
        17


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Brazil
  $ 3,288,132     $     $     $ 3,288,132  
China
    1,312,481       6,672,716             7,985,197  
India
    246,864       3,202,220       133,598       3,582,682  
Indonesia
          3,349,161             3,349,161  
Malaysia
          833,515             833,515  
Macau
          173,694             173,694  
Mexico
    790,313                   790,313  
Russia
    532,659       939,076             1,471,735  
Singapore
          143,558             143,558  
South Africa
          1,662,349             1,662,349  
South Korea
          2,537,553             2,537,553  
Taiwan
          682,108             682,108  
Thailand
          2,611,830       2,691,681       5,303,511  
Turkey
          495,068             495,068  
United States
    1,712,655                   1,712,655  
                                 
TOTAL COMMON STOCKS
    7,883,104       23,302,848       2,825,279       34,011,231  
                                 
Preferred Stocks
                               
Brazil
    656,755                   656,755  
                                 
TOTAL PREFERRED STOCKS
    656,755                   656,755  
                                 
Investment Funds
                               
United States
    879,000                   879,000  
                                 
TOTAL INVESTMENT FUNDS
    879,000                   879,000  
                                 

         
18
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
                               
United States
  $ 1,350,031     $     $     $ 1,350,031  
                                 
TOTAL MUTUAL FUNDS
    1,350,031                   1,350,031  
                                 
Short-Term Investments
    2,090,422                   2,090,422  
                                 
Total Investments
    12,859,312       23,302,848       2,825,279       38,987,439  
                                 
Total
  $ 12,859,312     $ 23,302,848     $ 2,825,279     $ 38,987,439  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities using Level 3 inputs were 7.5% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
        19


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
                Investments
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  Balances as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  in to
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
India
  $      —     $ 151,403     $     $      —     $     $ (17,805 )   $      —     $      —     $ 133,598       $ (17,805 )
Thailand
          2,693,489       (244,477 )           66,472       176,197                   2,691,681         176,197  
                                                                                   
Total
  $     $ 2,844,892     $ (244,477 )   $     $ 66,472     $ 158,392     $     $     $ 2,825,279       $ 158,392  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.

         
20
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 

         
        21


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 37,785,994     $ 1,741,136     $ (539,691 )   $ 1,201,445      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the period ended August 31, 2011.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).

         
22
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.80% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund and are allocated pro rata among the classes to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.

         
        23


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments related to emerging markets, the economies of which tend to be more volatile than the economies of developed markets.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.

         
24
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — The Fund’s investments in companies whose prospects are linked to the internal development and growth of emerging markets create additional risk because the performance of those companies is likely to be highly correlated.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations. The Fund is also subject to risk because the Fund does not seek to control risk relative to a particular securities market index or benchmark.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.

         
        25


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds (including ETFs) in which it invests will not perform as expected.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.

         
26
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect

         
        27


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

         
28
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is

         
        29


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).

         
30
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility

         
        31


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights and/or warrants at the end of the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.75% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II share sand 0.085% for Class V shares.
 
The Manager has contractually agreed to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.75% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means expenses incurred indirectly by investment in other GMO Funds, all or a portion of the Fund’s custodial fee (up to 10% per annum), fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment

         
32
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $90 and $12, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, aggregated $73,686,453 and $38,277,943, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 69.71% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 36.55% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        33


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                 
    Period from March 1, 2011
    (commencement of operations)
    through August 31, 2011 (Unaudited)
Class II:   Shares   Amount
         
 
Shares sold
    960,082     $ 20,088,000  
Purchase premiums
          162,000  
                 
Net increase (decrease)
    960,082     $ 20,250,000  
                 
                 
                 
    Period from March 24, 2011
    (commencement of operations)
    through August 31, 2011 (Unaudited)
Class V:   Shares   Amount
         
 
Shares sold
    771,909     $ 15,727,567  
Shares repurchased
    (1,240 )     (27,898 )
Purchase premiums
          126,610  
Redemption fees
          225  
                 
Net increase (decrease)
    770,669     $ 15,826,504  
                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $      —     $ 11,040,141     $ 9,690,371     $ 127     $ 12     $ 1,350,031  
                                                 
Totals
  $     $ 11,040,141     $ 9,690,371     $ 127     $ 12     $ 1,350,031  
                                                 

         
34
       


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
Since the Fund only recently commenced operations, the Trustees were unable to consider its performance for a full fiscal year. However, the Trustees considered the qualifications and experience of the Emerging Markets Division personnel, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately

         
        35


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
managed accounts. Since the Fund only recently commenced operations, the Trustees were unable to review the Manager’s profitability with respect to the Fund. The Trustees did, however, consider how the fees compared to fees paid by other funds of the Trust and so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees also considered that the fee charged under the Fund’s investment agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. As the Fund only recently commenced operations, the Trustees did not consider possible economies of scale to the Manager associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.

         
36
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        37


 

GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
38
       


 

 
GMO Emerging Domestic Opportunities Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class II
                               
                                 
1) Actual
    1.11 %   $ 1,000.00     $ 1,039.30     $ 4.95 (a)
2) Hypothetical
    1.11 %   $ 1,000.00     $ 1,019.56     $ 5.63 (b)
                                 
Class V
                               
                                 
1) Actual
    0.99 %   $ 1,000.00     $ 1,086.00     $ 5.16 (c)
2) Hypothetical
    0.99 %   $ 1,000.00     $ 1,020.16     $ 5.03 (b)
                                 
 
            (a) For the period March 24, 2011 (commencement of operations) through August 31, 2011. Expense is calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the period ended August 31, 2011, multiplied by the average account value over the period, multiplied by 160 days in the period, divided by 366 days in the year.
 
            (b) Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.
 
            (c) For the period March 1, 2011 (commencement of operations) through August 31, 2011. Expense is calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the period ended August 31, 2011, multiplied by the average account value over the period, multiplied by 183 days in the period, divided by 366 days in the year.

         
        39


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Emerging Markets Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    86.2 %
Preferred Stocks
    10.0  
Short-Term Investments
    1.0  
Investment Funds
    0.8  
Mutual Funds
    0.8  
Debt Obligations
    0.3  
Swap Agreements
    0.0 Ù
Other
    0.9  
         
      100.0 %
         
 
Ù Rounds to 0.0%.
 
         
Country Summary*   % of Investments  
Brazil
    17.8 %
South Korea
    16.4  
China
    14.5  
Russia
    13.6  
Taiwan
    9.4  
Indonesia
    5.1  
Thailand
    5.1  
India
    3.6  
Poland
    2.4  
Turkey
    2.4  
South Africa
    1.8  
Egypt
    1.6  
Czech Republic
    1.4  
Hungary
    1.2  
Mexico
    1.2  
Philippines
    0.9  
Malaysia
    0.5  
United States
    0.5  
Chile
    0.2  
Kazakhstan
    0.1  
Macau
    0.1  
Morocco
    0.1  
Sri Lanka
    0.1  
         
      100.0 %
         

         
        1


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Energy
    21.3 %
Banks
    16.3  
Materials
    15.6  
Telecommunication Services
    13.5  
Semiconductors & Semiconductor Equipment
    5.6  
Utilities
    3.9  
Automobiles & Components
    3.9  
Technology Hardware & Equipment
    3.3  
Capital Goods
    3.3  
Software & Services
    2.1  
Food, Beverage & Tobacco
    1.9  
Diversified Financials
    1.3  
Insurance
    1.2  
Retailing
    1.2  
Real Estate
    1.1  
Food & Staples Retailing
    0.9  
Consumer Services
    0.8  
Consumer Durables & Apparel
    0.8  
Pharmaceuticals, Biotechnology & Life Sciences
    0.6  
Media
    0.6  
Health Care Equipment & Services
    0.2  
Household & Personal Products
    0.2  
Commercial & Professional Services
    0.2  
Miscellaneous
    0.1  
Transportation
    0.1  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts and ETFs, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 86.2%        
                     
            Brazil — 9.6%        
      174,700     Arcos Dorados Holdings Inc Class A     4,816,479  
      2,622,010     Banco Bradesco ADR     46,802,879  
      10,616,200     Banco do Brasil SA     178,192,640  
      1,714,900     BR Malls Participacoes SA     19,121,474  
      1,665,000     Brasil Brokers Participacoes SA     8,053,584  
      754,065     Brasil Telecom SA ADR     17,124,816  
      393,780     Centrais Eletricas Brasileiras SA ADR     5,304,217  
      969,470     Centrais Eletricas Brasileiras SA Sponsored ADR     10,111,572  
      717,363     CETIP SA     11,220,767  
      6,200     Cia de Bebidas das Americas ADR     178,622  
      1,040,302     Cia de Saneamento Basico do Estado de Sao Paulo     30,060,866  
      114,182     Cia de Saneamento Basico do Estado de Sao Paulo ADR     6,583,734  
      1,008,500     Cia de Saneamento de Minas Gerais-Copasa MG     19,829,166  
      222,100     Cia Paranaense de Energia Sponsored ADR     4,890,642  
      696,600     Cielo SA     17,897,443  
      235,860     Companhia de Bebidas das Americas     6,741,397  
      1,033,100     Companhia Energetica de Minas Gerais Sponsored ADR     19,546,252  
      966,500     Cyrela Brazil Realty SA     9,161,684  
      1,280,592     Electrobras (Centro)     13,112,413  
      497,700     Fleury SA     7,190,841  
      698,100     Gafisa SA ADR     6,576,102  
      2,485,600     Gerdau SA     17,846,855  
      935,700     Gerdau SA Sponsored ADR     8,075,091  
      5,803,950     Itau Unibanco Holding SA ADR     105,399,732  
      1,498,600     Light SA     25,794,108  
      970,900     LPS Brasil Consultoria de Imoveis SA     21,316,009  
      901,300     Multiplus SA     15,116,973  
      886,600     PDG Realty SA Empreendimentos e Participacoes     4,360,876  
      6,080,590     Petroleo Brasileiro SA (Petrobras) ADR     176,641,139  
      321,300     Porto Seguro SA     3,996,319  
      1,748,200     Redecard SA     26,905,522  
      705,960     Telecomunicacoes de Sao Paulo SA ADR     22,428,349  
      146,503     Tim Participacoes SA ADR     4,562,103  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      911,100     Ultrapar Participacoes SA     15,905,188  
      59,900     Ultrapar Participacoes SA Sponsored ADR     1,062,626  
      22,700     Usinas Siderurgicas de Minas Gerais SA Sponsored ADR     170,931  
      1,723,800     Vale SA     48,511,992  
      4,891,900     Vale SA Sponsored ADR     138,147,256  
                     
            Total Brazil     1,078,758,659  
                     
                     
            Chile — 0.1%        
      714,773     Empresa National de Telecomunicaciones SA     15,804,649  
      34,654,284     Madeco SA *     1,689,519  
                     
            Total Chile     17,494,168  
                     
                     
            China — 14.0%        
      8,532,000     Agile Property Holdings Ltd     11,589,920  
      27,414,940     Agricultural Bank of China Ltd Class H     13,225,097  
      2,854,000     Ajisen China Holdings Ltd     4,333,245  
      2,015,500     Anhui Conch Cement Co Ltd Class H     8,441,457  
      85,500     Baidu Inc Sponsored ADR *     12,464,190  
      182,212,640     Bank of China Ltd Class H     75,575,190  
      36,491,480     Bank of Communications Co Ltd Class H     27,085,838  
      6,945,000     Belle International Holdings Ltd     14,280,154  
      11,528,200     Changsha Zoomlion Heavy Industry Science and Technology Development Co Ltd Class H     19,910,310  
      31,305,000     China CITIC Bank Class H *     16,867,271  
      11,569,700     China Coal Energy Co Class H     15,605,955  
      18,767,700     China Communication Services Corp Ltd Class H     9,527,631  
      15,121,800     China Communications Construction Co Ltd Class H     10,996,577  
      76,944,099     China Construction Bank Class H     57,263,838  
      44,600     China Life Insurance Co Ltd ADR     1,693,016  
      3,175,000     China Life Insurance Co Ltd Class H     8,048,413  
      196,200     China Lodging Group Ltd Sponsored ADR *     3,258,882  
      2,048,000     China Mengniu Dairy Co Ltd     7,339,506  
      10,177,000     China Minsheng Banking Corp Ltd     8,442,248  
      24,804,942     China Mobile Ltd     253,718,650  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            China — continued        
      330,300     China Mobile Ltd Sponsored ADR     16,901,451  
      6,640,000     China National Building Material Co Ltd Class H     11,206,411  
      1,210,140     China Ocean Resources Co Ltd     7,477,820  
      61,400     China Petroleum & Chemical Corp ADR     6,049,128  
      131,623,351     China Petroleum & Chemical Corp Class H     129,681,100  
      9,466,000     China Shenhua Energy Co Ltd Class H     44,190,065  
      34,595,000     China Shipping Container Lines Co Ltd Class H *     7,974,630  
      26,500     China Telecom Corp Ltd ADR     1,747,145  
      120,166,000     China Telecom Corp Ltd Class H     79,022,335  
      4,656,400     China Ting Group Holding Ltd     466,197  
      28,155,900     China Unicom Hong Kong Ltd     59,005,535  
      1,657,600     China Unicom Hong Kong Ltd ADR     35,058,240  
      8,184,400     Citic Pacific Ltd     16,635,793  
      7,496,000     CNOOC Ltd     15,238,473  
      36,020     CNOOC Ltd ADR     7,318,904  
      6,574,000     Dah Chong Hong Holdings Ltd     9,236,625  
      5,499,500     Digital China Holdings Ltd     9,387,512  
      13,364,000     Dongfeng Motor Group Co Ltd Class H     21,412,644  
      5,570,000     Galaxy Entertainment Group Ltd *     13,950,259  
      20,460,000     GCL-Poly Energy Holdings Ltd     9,101,346  
      33,444,000     GOME Electrical Appliances Holdings Ltd     14,506,269  
      5,086,500     Great Wall Motor Co Ltd Class H     7,367,339  
      4,428,000     Haier Electronics Group Co Ltd *     5,012,479  
      21,080,100     Haitian International Holdings Ltd     19,539,685  
      4,954,000     Harbin Power Equipment Co Ltd     6,301,348  
      2,126,000     Hengan International Group Co Ltd     18,234,285  
      13,384,000     Hengdeli Holdings Ltd     6,466,728  
      106,700     Home Inns & Hotels Management Inc ADR *     4,080,208  
      12,902,440     Hopson Development Holdings Ltd     10,402,694  
      145,005,000     Industrial and Commercial Bank of China Ltd Class H     95,485,267  
      2,135,500     Intime Department Store Group Co Ltd     3,380,075  
      11,402,900     Jiangxi Copper Co Ltd Class H     32,834,113  
      15,094,000     Kingdee International Software Group Co Ltd     6,145,869  
      5,776,000     Kunlun Energy Company Ltd     8,948,356  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            China — continued        
      4,236,160     Lianhua Supermarket Holdings Co Ltd     7,252,985  
      2,742,000     Longfor Properties     3,982,293  
      872,800     MGM China Holdings Ltd *     1,692,722  
      5,952,700     Minth Group Ltd     6,628,264  
      3,974,000     NVC Lighting Holdings Ltd     1,800,230  
      6,356,172     Peace Mark Holdings Ltd * (a) (b)      
      92,200     PetroChina Co Ltd ADR     11,847,700  
      68,884,301     PetroChina Co Ltd Class H     87,586,174  
      7,072,000     PICC Property & Casualty Co Ltd Class H     12,500,337  
      3,299,000     Ping An Insurance (Group) Co of China Ltd Class H     26,457,802  
      8,365,500     Sany Heavy Equipment International Holdings Co Ltd     8,333,795  
      9,055,000     Sun Art Retail Group Ltd *     11,420,731  
      4,079,700     Suntech Power Holdings Co Ltd ADR *     21,418,425  
      5,546,000     Tingyi (Cayman Islands) Holding Corp     15,641,486  
      3,204,000     Trinity Ltd     3,343,667  
      18,109,000     Want Want China Holdings Ltd     15,052,953  
      2,462,600     Weichai Power Co Ltd Class H     12,308,499  
      5,057,400     Yanzhou Coal Mining Co Ltd Class H     14,734,293  
      120,200     Yanzhou Coal Mining Co Ltd Sponsored ADR     3,493,012  
                     
            Total China     1,584,929,084  
                     
                     
            Czech Republic — 1.3%        
      1,997,442     CEZ AS     93,745,564  
      154,900     Komercni Banka AS     32,631,230  
      175,730     Pegas Nonwovens SA     4,813,114  
      10,453     Philip Morris CR AS     6,585,571  
      504,330     Telefonica 02 Czech Republic AS     12,891,233  
                     
            Total Czech Republic     150,666,712  
                     
                     
            Egypt — 1.5%        
      1,384,356     Alexandria Mineral Oils Co     15,180,673  
      9,183,853     Arab Cotton Ginning     6,513,945  
      6,043,724     Commercial International Bank     28,103,794  
      47,687     EFG-Hermes Holding GDR *     262,950  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Egypt — continued        
      2,406,616     EFG-Hermes Holding SAE *     6,656,778  
      440,755     Egyptian Co for Mobile Services     7,354,397  
      1,209,203     ElSwedy Electric Co     5,450,942  
      519,950     Orascom Construction Industries     20,996,255  
      34,671     Orascom Construction Industries GDR     1,414,336  
      22,042,052     Orascom Telecom Holding SAE *     13,139,144  
      4,705,236     Orascom Telecom Holding SAE GDR (Registered Shares) *     13,956,163  
      6,019,913     Sidi Kerir Petrochemicals Co     13,822,537  
      9,606,106     South Valley Cement     6,349,565  
      12,772,062     Talaat Moustafa Group *     8,495,463  
      9,641,469     Telecom Egypt     24,359,272  
                     
            Total Egypt     172,056,214  
                     
                     
            Hungary — 1.2%        
      56,631     Egis Gyogyszergyar Nyrt     4,786,047  
      5,980,185     Magyar Telekom Nyrt     16,068,075  
      4,780,863     OTP Bank Nyrt     104,454,420  
      42,444     Richter Gedeon Nyrt     7,847,863  
                     
            Total Hungary     133,156,405  
                     
                     
            India — 3.5%        
      502,627     Aban Offshore Ltd     4,175,133  
      2,615,258     Aurobindo Pharma Ltd     7,208,946  
      149,745     Bayer Cropscience Ltd     2,610,161  
      2,838,553     Bharti Airtel Ltd     24,995,438  
      168,601     CMC Ltd     3,453,965  
      2,589,614     Coal India Ltd     21,184,935  
      473,067     Coromandel International Ltd     3,182,658  
      1,941,043     Dish TV India Ltd *     3,350,322  
      63,607     Glaxo SmithKline Consumer Healthcare Ltd     3,319,073  
      461,301     Grasim Industries Ltd * (a)     22,874,674  
      117,600     HDFC Bank Ltd ADR     3,923,136  
      8,736,910     Hexaware Technologies Ltd     14,567,957  
      973,259     HSIL Ltd     4,339,901  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            India — continued        
      3,172,808     Idea Cellular Ltd *     6,927,173  
      1,783,935     Indraprastha Gas Ltd     16,773,162  
      1,116,939     IndusInd Bank Ltd (a)     5,985,605  
      90,546     Infosys Technologies Ltd     4,675,633  
      483,590     Infosys Technologies Ltd Sponsored ADR     24,962,916  
      1,683,941     Ipca Laboratories Ltd     11,356,245  
      210,383     Jubilant Foodworks Ltd *     4,364,099  
      1,199,857     Kiri Industries Ltd (c)     4,093,323  
      362,422     MedQuist Holdings, Inc. *     2,989,981  
      887,692     Mphasis Ltd     6,882,888  
      104,695     Nestle India Ltd     10,014,348  
      2,927,378     Oil & Natural Gas Corp Ltd     16,811,266  
      3,325,874     Petronet LNG Ltd     12,633,392  
      1,155,631     Rallis India Ltd     4,226,171  
      908,630     Reliance Industries Ltd     15,586,300  
      46,756     Reliance Industries Ltd Sponsored GDR 144A     1,615,041  
      5,379,456     Sesa Goa Ltd     27,779,637  
      7,523,338     Shree Renuka Sugars Ltd     9,493,811  
      2,203,819     Sterlite Industries India Ltd     6,295,280  
      413,600     Sterlite Industries India Ltd ADR     4,793,624  
      2,151,941     Tata Consultancy Services Ltd     49,090,494  
      754,173     Tata Steel Ltd     7,718,589  
      582,481     Torrent Pharmaceuticals Ltd     7,626,193  
      2,723,279     Welspun Corp Ltd     7,326,767  
      467,183     Whirlpool of India Ltd *     2,249,074  
                     
            Total India     391,457,311  
                     
                     
            Indonesia — 5.0%        
      29,433,500     AKR Corporindo Tbk PT     9,463,201  
      1,677,000     Astra Agro Lestari Tbk PT     4,354,646  
      22,187,000     Astra International Tbk PT     177,974,266  
      209,747,275     Bakrie Telecom Tbk PT *     9,312,603  
      35,117,500     Bank Bukopin Tbk PT     2,926,249  
      11,494,500     Bank Central Asia Tbk PT     11,088,043  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Indonesia — continued        
      10,997,500     Bank Danamon Indonesia Tbk PT     6,914,057  
      54,727,702     Bank Mandiri Tbk PT     45,462,634  
      25,558,500     Bank Negara Indonesia (Persero) Tbk PT     12,767,414  
      66,128,500     Bank Rakyat Tbk PT     52,933,725  
      52,876,500     Gajah Tunggal Tbk PT     18,710,405  
      67,208,000     Global Mediacom Tbk PT     6,249,813  
      31,629,050     Indofood Sukses Makmur Tbk PT     23,064,378  
      48,770,000     Kalbe Farma Tbk PT     20,550,904  
      7,952,000     Matahari Putra Prima Tbk PT     1,122,752  
      60,883,500     Media Nusantara Citra Tbk PT     7,275,688  
      41,445,000     Perusahaan Gas Negara PT     14,914,517  
      4,938,000     Straits Asia Resources Ltd     11,179,549  
      5,650,500     Tambang Batubara Bukit Asam Tbk PT     12,985,520  
      55,444,000     Telekomunikasi Indonesia Tbk PT     47,901,891  
      329,500     Telekomunikasi Indonesia Tbk PT Sponsored ADR     11,275,490  
      17,786,612     United Tractors Tbk PT     50,711,033  
                     
            Total Indonesia     559,138,778  
                     
                     
            Kazakhstan — 0.1%        
      814,101     KazMunaiGas Exploration Production GDR     13,777,529  
                     
                     
            Macau — 0.1%        
      3,198,000     Wynn Macau Ltd     10,286,529  
                     
                     
            Malaysia — 0.5%        
      8,125,900     AMMB Holdings Berhad     17,453,256  
      4,233,000     Genting Berhad     13,492,246  
      2,688,399     Hong Leong Bank Berhad     11,142,797  
      8,720,936     Lion Industries Corp Berhad     4,500,866  
      2,037,027     Shangri-La Hotels Berhad     1,754,897  
      3,766,200     UMW Holdings Berhad     9,211,600  
                     
            Total Malaysia     57,555,662  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Mexico — 1.1%        
      19,817,000     America Movil SAB de CV Class L     25,376,759  
      1,517,300     America Movil SAB de CV Class L ADR     38,782,188  
      148,000     First Cash Financial Services, Inc *     6,913,080  
      731,000     Grupo Financiero Banorte SAB de CV Class O     2,959,334  
      209,900     Grupo Televisa SA Sponsored ADR     4,626,196  
      2,633,800     Grupo Televisa SA-Series CPO     11,695,674  
      2,189,820     Telefonos de Mexico SAB de CV Class L Sponsored ADR     37,467,820  
                     
            Total Mexico     127,821,051  
                     
                     
            Morocco — 0.1%        
      741,088     Maroc Telecom     13,565,942  
                     
                     
            Philippines — 0.9%        
      3,385,240     BDO Unibank, Inc.     4,719,763  
      95,813,100     Lopez Holding Corp *     11,379,748  
      5,492,432     Metropolitan Bank & Trust Co     9,522,123  
      756,930     Philippine Long Distance Telephone Co     42,377,316  
      367,200     Philippine Long Distance Telephone Co Sponsored ADR     21,172,752  
      11,861,500     Universal Robina Corp     11,143,828  
      7,040,800     Vista Land & Lifescapes Inc     534,250  
                     
            Total Philippines     100,849,780  
                     
                     
            Poland — 2.1%        
      339,714     Asseco Poland SA     5,008,031  
      1,047,868     Grupa Lotos SA *     11,214,591  
      2,578,311     KGHM Polska Miedz SA     156,462,303  
      3,233,922     PGE SA     23,151,640  
      954,619     Polski Koncern Naftowy Orlen SA *     13,152,557  
      5,210,632     Synthos SA     9,436,359  
      7,638,616     Tauron Polska Energia SA     14,145,960  
                     
            Total Poland     232,571,441  
                     
                     
            Russia — 11.8%        
      138,966     Bashneft OAO Class S     7,049,875  
      1,648,382     Gazprom Neft Class S     7,224,186  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Russia — continued        
      363,341     Gazprom Neft JSC Sponsored ADR     7,965,110  
      40,123,309     Gazprom OAO Sponsored ADR     498,572,599  
      3,976,555     Lukoil OAO ADR     239,102,207  
      1,281,871     Magnit OJSC Sponsored GDR (Registered Shares)     30,419,213  
      892,861     Magnitogorsk Iron & Steel Works Sponsored GDR (Registered Shares)     7,103,073  
      676,470     Mechel Sponsored ADR     12,758,224  
      2,358,570     MMC Norilsk Nickel JSC ADR     59,051,659  
      502,960     Mobile Telesystems Sponsored ADR     8,515,113  
      457,966     NovaTek OAO Sponsored GDR (Registered Shares)     62,255,894  
      1,967,066     OAO Tatneft Sponsored GDR (Registered Shares)     66,776,821  
      175,155     Pharmstandard GDR (Registered Shares) *     3,507,034  
      19,533,421     Rosneft OJSC GDR (Registered Shares)     153,826,511  
      2,427,101     Rostelecom *     15,814,883  
      135,000     Russia Petroleum Class S * (a)     1,350  
      3     Sberbank Class S     9  
      4,146,449     Sberbank Sponsored ADR     49,301,279  
      6,237,210     Surgutneftegas Sponsored ADR     53,176,831  
      989,978     Tatneft     5,404,137  
      4,143,800     United Co RUSAL Plc *     4,523,843  
      725,820     Uralkali Sponsored GDR (Registered Shares)     36,569,375  
                     
            Total Russia     1,328,919,226  
                     
                     
            South Africa — 1.8%        
      787,110     Absa Group Ltd     15,666,310  
      90,330     African Bank Investments Ltd     457,881  
      10,602,959     Blue Label Telecoms Ltd     7,443,881  
      10,266,470     FirstRand Ltd     29,554,749  
      1,190,489     Growthpoint Properties Ltd     3,261,204  
      2,128,245     MTN Group Ltd     43,780,470  
      225,602     Nedbank Group Ltd     4,578,430  
      356,099     Remgro Ltd     5,799,920  
      1,454,894     Sanlam Ltd     5,665,110  
      854,137     Shoprite Holdings Ltd     13,442,401  
      4,961,571     Telkom South Africa Ltd     25,369,374  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Africa — continued        
      208,783     Tiger Brands Ltd     6,091,819  
      1,209,493     Vodacom Group Ltd     15,602,255  
      1,646,095     Wilson Bayly Holmes-Ovcon Ltd     23,950,398  
                     
            Total South Africa     200,664,202  
                     
                     
            South Korea — 15.0%        
      1,081,495     BS Financial Group Inc *     13,541,661  
      497,910     Cheil Worldwide Inc     7,357,061  
      49,547     CJ CheilJedang Corp     15,239,563  
      39,403     Daum Communications Corp     4,716,605  
      1,280,822     DGB Financial Group Inc *     18,608,746  
      373,869     Dongbu Insurance Co Ltd     18,201,882  
      457,360     Dongkuk Steel Mill Co Ltd     13,187,887  
      289,126     Edu Ark Co Ltd * (a)      
      452,035     Finetex EnE Inc *     880,120  
      1,516,640     Foosung Co Ltd *     10,360,984  
      458,921     GS Holdings Corp     31,406,188  
      57,213     GS Home Shopping Inc     6,956,701  
      1,440,789     Hana Financial Group Inc     48,875,751  
      352,527     Hanwha Chemical Corp     12,253,136  
      813,975     Hanwha Corp     30,883,209  
      30,727     Honam Petrochemical Corp     10,369,159  
      1,608,540     Hynix Semiconductor Inc     29,049,981  
      254,694     Hyosung Corp     18,933,835  
      118,452     Hyundai Heavy Industries Co Ltd     38,842,313  
      396,154     Hyundai Hysco     17,912,627  
      243,550     Hyundai Marine & Fire Insurance Co Ltd     7,747,309  
      137,977     Hyundai Mipo Dockyard     17,875,954  
      225,123     Hyundai Mobis     71,774,534  
      271,165     Hyundai Motor Co     52,070,068  
      179,243     Hyundai Steel Co     18,373,414  
      3,457,522     In the F Co Ltd * (c)     2,649,962  
      3,324,454     Industrial Bank of Korea     50,300,653  
      987,045     Kangwon Land Inc     25,843,994  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Korea — continued        
      688,236     KB Financial Group Inc     28,549,082  
      29,403     KCC Corp     8,259,150  
      498,419     Kia Motors Corp     33,296,372  
      1,125,405     KleanNara Co Ltd *     5,203,496  
      205,850     Kolon Corp     6,522,970  
      81,916     Kolon Industries Inc     8,797,032  
      4,334,198     Korea Exchange Bank     33,003,638  
      381,261     Korea Investment Holdings Co Ltd     13,931,736  
      44,522     Korea Kumho Petrochemical Co Ltd     7,685,487  
      61,435     Korea Zinc Co Ltd     24,323,908  
      501,226     KT Corp     17,324,880  
      614,400     KT Corp Sponsored ADR     10,500,096  
      910,307     KT&G Corp     58,677,983  
      16,560     LG Chem Ltd     5,922,769  
      3,323,362     LG Uplus Corp     15,608,980  
      46,475     Lotte Shopping Co Ltd     19,115,938  
      44,337     NCSoft Corp     14,608,639  
      58,363     NHN Corp *     11,450,170  
      17,492     OCI Company Ltd     5,149,620  
      7,054     ORION Corp     3,502,642  
      295,479     POSCO     112,428,167  
      43,000     POSCO ADR     4,091,020  
      504,840     Pumyang Construction Co Ltd *     1,333,364  
      132,843     S-Oil Corp     15,309,679  
      61,583     Samsung Engineering Co Ltd     14,021,669  
      151,928     Samsung Fire & Marine Insurance Co Ltd     32,891,166  
      70,593     Samsung SDI Co Ltd     9,355,642  
      329,093     Samsung Electronics Co Ltd     231,103,590  
      68,346     Seah Besteel Corp     4,229,454  
      2,001,907     Shinhan Financial Group Co Ltd     84,604,459  
      24,800     Shinsegae Co Ltd     7,450,191  
      574,332     Simm Tech Co Ltd     6,576,382  
      185,023     SK C&C Co Ltd     24,673,010  
      54,837     SK Chemicals Co Ltd     4,220,060  

         
    See accompanying notes to the financial statements.   13


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Korea — continued        
      35,122     SK Innovation Co Ltd     5,627,179  
      438,628     SK Telecom Co Ltd     63,841,766  
      1,785,600     SK Telecom Co Ltd ADR     28,712,448  
      86,734     SKC Co Ltd     4,705,202  
      262,658     SK Holdings Co Ltd     40,850,892  
      1,329,260     Tong Yang Securities Inc     6,613,175  
      3,579,890     Woori Finance Holdings Co Ltd     40,136,289  
      594,100     Woori Investment & Securities Co Ltd     8,418,322  
      570,032     Youngone Corp     9,714,827  
                     
            Total South Korea     1,686,555,838  
                     
                     
            Sri Lanka — 0.1%        
      20,990,000     Anilana Hotel & Properties (a) (d)     1,909,918  
      5,781,854     Hatton National Bank Plc     11,443,072  
      413,967     Hatton National Bank Plc (Non Voting)     423,599  
                     
            Total Sri Lanka     13,776,589  
                     
                     
            Taiwan — 9.1%        
      3,963,600     Advantech Co Ltd     11,484,037  
      6,933,960     Asia Cement Corp     9,226,117  
      4,804,070     Asustek Computer Inc     40,854,644  
      8,281,229     Catcher Technology Co Ltd     65,503,813  
      1,244,262     Cheng Uei Precision Industry Co Ltd     3,520,665  
      14,176,000     China Life Insurance Co Ltd.     18,213,766  
      13,477,700     China Petrochemical Development Corp     19,897,559  
      43,872,802     China Steel Corp     47,856,970  
      26,812,660     Chinatrust Financial Holding Co Ltd     22,033,387  
      32,767,329     Chunghwa Telecom Co Ltd     113,151,800  
      301,700     Chunghwa Telecom Co Ltd ADR     10,490,109  
      55,234,311     Compal Electronics Inc     59,679,505  
      1,749,000     Dynapack International Technology Corp     6,652,026  
      19,033,994     Far Eastone Telecommunications Co Ltd     30,497,463  
      3,348,000     Formosa Chemicals & Fibre Co     10,243,529  
      1,255,792     Formosa Petrochemical Corp     3,673,965  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Taiwan — continued        
      1,799,700     Foxconn Technology Co Ltd     6,425,411  
      2,720,503     Genesis Photonics Inc *     4,950,954  
      5,558,732     Gintech Energy Corp     8,303,767  
      9,577,000     Grand Pacific Petrochemical Corp     5,708,689  
      2,620,000     Highwealth Construction Corp     5,066,059  
      7,745,312     Hon Hai Precision Industry Co Ltd     19,737,743  
      354,188     HTC Corp     9,332,908  
      3,212,000     Kinsus Interconnect Technology Corp     11,706,008  
      317,000     Largan Precision Co Ltd     9,126,090  
      12,331,349     Lite-On Technology Corp     13,449,387  
      36,615,000     Macronix International Co Ltd     15,518,043  
      37,485,000     Mega Financial Holding Co Ltd     33,363,746  
      20,259,697     Nan Ya Plastics Corp     48,576,749  
      5,311,000     Neo Solar Power Corp     5,436,019  
      4,449,658     Novatek Microelectronics Corp Ltd     11,772,206  
      6,878,438     Pegatron Corp *     6,707,032  
      4,826,000     Polaris Securities Co Ltd     3,454,562  
      6,742,749     Powertech Technology Inc     16,342,027  
      27,592,290     Quanta Computer Inc     56,340,424  
      6,927,660     Radiant Opto-Electronics Corp     22,995,679  
      636,000     Senao International Co Ltd     2,761,764  
      38,490,923     Taishin Financial Holding Co Ltd     17,521,019  
      11,912,000     Taiwan Cement Corp     15,999,074  
      86,354     Taiwan Glass Industrial Corp     112,513  
      8,309,640     Taiwan Mobile Co Ltd     22,568,960  
      39,017,044     Taiwan Semiconductor Manufacturing Co Ltd     93,569,829  
      225,700     TPK Holding Co Ltd *     5,526,240  
      3,704,200     TSRC Corp     9,432,159  
      66,235,000     United Microelectronics Corp     25,998,231  
      1,119,400     United Microelectronics Corp Sponsored ADR     2,227,606  
      23,724,205     Wistron Corp     29,826,121  
      9,268,170     Yungtay Engineering Co Ltd     16,561,535  
                     
            Total Taiwan     1,029,397,909  
                     

         
    See accompanying notes to the financial statements.   15


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Thailand — 4.9%        
      11,009,390     Advanced Info Service Pcl (Foreign Registered) (a)     41,668,828  
      69,525,428     Asian Property Development Pcl (Foreign Registered) (a)     14,058,858  
      62,000     Bangkok Bank Pcl (Foreign Registered) (a)     338,945  
      7,090,610     Bangkok Bank Pcl NVDR     37,933,546  
      7,341,786     Bangkok Dusit Medical Service Pcl (Foreign Registered) (a)     15,451,242  
      419,350     Banpu Pcl (Foreign Registered) (a)     8,862,526  
      7,099,700     BEC World Pcl (Foreign Registered) (a)     9,598,321  
      9,171,400     Charoen Pokphand Foods Pcl (Foreign Registered) (a)     9,643,022  
      4,414,100     CP ALL Pcl (Foreign Registered) (a)     7,558,545  
      4,410,750     Electricity Generating Pcl (Foreign Registered) (a)     13,541,023  
      14,594,100     Esso Thailand Pcl (Foreign Registered) (a)     5,019,237  
      8,699,600     Glow Energy Pcl (Foreign Registered) (a)     15,741,003  
      60,879,800     Hemaraj Land and Development Pcl (Foreign Registered) (a)     4,677,947  
      37,382,000     Home Product Center Pcl (Foreign Registered) (a)     12,728,641  
      4,746,000     Indorama Ventures Pcl (Foreign Registered) (a)     6,106,285  
      3,766,120     Kasikornbank Pcl (Foreign Registered) (a)     15,995,599  
      6,943,200     Kasikornbank Pcl NVDR     29,605,506  
      10,454,200     Krung Thai Bank Pcl (Foreign Registered) (a)     6,669,240  
      6,081,100     Pruksa Real Estate Pcl (Foreign Registered) (a)     3,840,267  
      10,737,570     PTT Pcl (Foreign Registered)     118,074,398  
      15,100,650     Robinson Department Store Pcl (Foreign Registered) (a)     19,660,266  
      12,578,000     Saha Pathana International Holding Pcl (Foreign Registered) (a)     9,396,666  
      2,485,428     Siam Cement Pcl (Foreign Registered) (a)     31,370,283  
      1,278,000     Siam Cement Pcl NVDR     14,252,884  
      11,747,180     Siam Commercial Bank Pcl (Foreign Registered) (a)     46,726,122  
      2,548,700     Siam Global House Pcl (Foreign Registered)     812,672  
      238,100     Siam Global House Pcl NVDR (a)     75,920  
      3,108,050     Star Block Co Ltd (Foreign Registered) * (a) (b) (c)      
      20     Thai Oil Pcl (Foreign Registered) (a)     45  
      27,011,302     Thai Tap Water Supply Pcl (Foreign Registered) (a)     4,646,139  
      16,876,200     Thanachart Capital Pcl (Foreign Registered) (a)     17,786,842  
      4,012,600     Tisco Financial Group Pcl NVDR     5,490,554  

         
16
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Thailand — continued        
      4,190,200     Total Access Communication Pcl NVDR     9,757,830  
      36,587,900     TPI Polene Pcl (Foreign Registered) (a)     15,774,279  
                     
            Total Thailand     552,863,481  
                     
                     
            Turkey — 2.4%        
      3,900,429     Akenerji Elektrik Uretim AS *     8,240,188  
      2,098,397     Aygaz AS     10,463,897  
      8,776,857     Dogus Otomotiv Servis ve Ticaret AS *     20,689,264  
      3,938,327     Emlak Konut Gayrimenkul Yatirim Ortakligi     5,170,813  
      5,997,856     Eregli Demir ve Celik Fabrikalari TAS     11,722,387  
      1,275,944     Ford Otomotiv Sanayi AS     8,604,771  
      2,384,960     Haci Omer Sabanci Holding AS     8,626,387  
      5,293,585     Izmir Demir Celik Sanayii AS *     10,675,170  
      16,750,165     Kardemir Karabuk Demir Celik Sanayi ve Ticaret AS Class D *     8,333,782  
      4,616,296     Koza Anadolu Metal Madencilik Isletmeleri AS *     11,739,213  
      42,150     Medya Holding AS (a) (b)      
      1,619,001     Tupras-Turkiye Petrol Rafineriler AS     31,025,728  
      9,942,558     Turk Telekomunikasyon AS     45,838,692  
      5,911,584     Turkcell Iletisim Hizmet AS *     26,527,728  
      132,500     Turkcell Iletisim Hizmetleri AS ADR *     1,491,950  
      4,832,425     Turkiye Garanti Bankasi     17,894,119  
      13,022,627     Turkiye Sise ve Cam Fabrikalari AS     24,565,941  
      3,904,271     Turkiye Vakiflar Bankasi TAO Class D     7,149,655  
      1,315,805     Turkiye Halk Bankasi AS     8,310,637  
                     
            Total Turkey     267,070,322  
                     
                     
            TOTAL COMMON STOCKS (COST $9,687,887,943)     9,723,332,832  
                     
                     
            PREFERRED STOCKS — 10.0%        
                     
            Brazil — 7.7%        
      1,528,500     AES Tiete SA 8.78%     21,613,503  
      4,593,571     Banco Bradesco SA 0.68%     81,229,363  
      1,914,500     Banco do Estado do Rio Grande do Sul SA Class B 0.65%     20,721,675  
      1,253,100     Bradespar SA 4.26%     27,826,550  

         
    See accompanying notes to the financial statements.   17


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      2,311,300     Brasil Telecom SA 2.50%     17,350,358  
      1,178,500     Braskem SA, Class A 4.41%     13,991,865  
      1,739,300     Centrais Eletricas Brasileiras SA Class B 8.10%     23,097,432  
      585,180     Cia Energetica de Minas Gerais 5.94%     10,844,155  
      183,600     Companhia Paranaense de Energia Class B 0.89%     4,036,686  
      961,500     Eletropaulo Metropolitana SA 12.77%     16,990,386  
      912,900     Gerdau SA 1.75%     7,799,133  
      5,795,841     Itausa-Investimentos Itau SA 0.57%     34,879,174  
      2,281,500     Metalurgica Gerdau SA 2.33%     24,607,925  
      1,615,404     Petroleo Brasileiro SA (Petrobras) 0.62%     21,107,107  
      6,976,060     Petroleo Brasileiro SA Sponsored ADR 0.56%     185,911,999  
      922,400     Randon Participacoes SA 3.32%     6,043,490  
      2,133,800     Tele Norte Leste Participacoes ADR 3.83%     27,952,780  
      5,969,500     Usinas Siderrurgicas de Minas Gerais SA Class A 4.83%     44,999,058  
      592,008     Vale SA Class A 3.03%     15,117,234  
      10,144,010     Vale SA Preference A Sponsored ADR 5.74%     262,019,778  
                     
            Total Brazil     868,139,651  
                     
                     
            Russia — 1.4%        
      12,936,187     Sberbank     31,833,537  
      92,280,199     Surgutneftegaz Class S 10.51%     44,568,845  
      12,100     Surgutneftegaz Sponsored ADR 8.49%     58,685  
      2,622,835     TNK BP Holding 9.19%     6,772,477  
      51,439     Transneft 0.82%     70,479,306  
                     
            Total Russia     153,712,850  
                     
                     
            South Korea — 0.9%        
      267,730     Hyundai Motor Co 2.35%     17,156,728  
      176,232     Samsung Electronics Co Ltd (Non Voting) 0.99%     90,628,093  
                     
            Total South Korea     107,784,821  
                     
                     
            TOTAL PREFERRED STOCKS (COST $1,151,985,151)     1,129,637,322  
                     

         
18
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
                     
            INVESTMENT FUNDS — 0.8%        
                     
            China — 0.1%        
      199,464     Martin Currie China A Share Fund Ltd Class B * (a) (d)     8,173,451  
      25,045     Martin Currie China A Share Fund Ltd Class S * (a) (d)     1,586,374  
      245,374     Martin Currie China A Share Fund Ltd Class S * (a) (d)     2,204,561  
                     
            Total China     11,964,386  
                     
                     
            India — 0.1%        
      11,806     Fire Capital Mauritius Private Fund * (a) (d)     11,623,925  
      1,371,900     TDA India Technology Fund II LP * (a) (d)     1,621,292  
                     
            Total India     13,245,217  
                     
                     
            Poland — 0.0%        
      1,749,150     Templeton EE FD * (a) (d)     241,948  
                     
                     
            Russia — 0.1%        
      9,500,000     NCH Eagle Fund LP * (a) (d)     10,063,606  
      2,769     Steep Rock Russia Fund LP * (a) (d)     723,402  
                     
            Total Russia     10,787,008  
                     
                     
            Ukraine — 0.0%        
      16,667     Societe Generale Thalmann Ukraine Fund * (a) (d) (e)     4,000  
                     
                     
            United States — 0.5%        
      1,114,103     Vanguard Emerging Markets ETF (f)     48,964,827  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $77,107,872)     85,207,386  
                     
                     
            DEBT OBLIGATIONS — 0.3%        
                     
            Poland — 0.2%        
PLN
    100,677,888     TRI Media Secured Term Note, 5.70% , due 02/07/13 (a) (d)     28,753,186  
                     

         
    See accompanying notes to the financial statements.   19


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 Par Value /
           
 Shares     Description   Value ($)  
                     
            United States — 0.1%        
USD
    7,953,374     U.S. Treasury Inflation Indexed Note, 2.00% , due 04/15/12 (g)     8,070,814  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $37,613,907)     36,824,000  
                     
                     
            MUTUAL FUNDS — 0.8%        
                     
            United States — 0.8%        
            Affiliated Issuers        
      8,064     GMO Special Purpose Holding Fund (h)     3,467  
      3,550,724     GMO U.S. Treasury Fund     88,803,615  
                     
                     
            TOTAL MUTUAL FUNDS (COST $88,803,615)     88,807,082  
                     
                     
            SHORT-TERM INVESTMENTS — 1.0%        
                     
            Time Deposits — 1.0%        
USD
    44,600,000     BNP Paribas (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     44,600,000  
EUR
    9     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.13%, due 09/01/11     13  
GBP
    225     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.11%, due 09/01/11     365  
HKD
    41,302,676     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     5,304,838  
ZAR
    1,509     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.46%, due 09/01/11     216  
USD
    69,874     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     69,874  
USD
    65,000,000     Societe Generale (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     65,000,000  
                     
            Total Time Deposits     114,975,306  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $114,975,306)     114,975,306  
                     
                     
            TOTAL INVESTMENTS — 99.1%
(Cost $11,158,373,794)
    11,178,783,928  
            Other Assets and Liabilities (net) — 0.9%     96,816,472  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 11,275,600,400  
                     

         
20
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Additional information on each restricted security is as follows:
 
                             
            Value as a
   
            Percentage
   
    Acquisition
  Acquisition
  of Fund’s
  Value as of
Issuer Description   Date   Cost   Net Assets   August 31, 2011
 
Anilana Hotel & Properties   2/10/11   $ 1,890,310       0.02%     $ 1,909,918  
Fire Capital Mauritius Private Fund **   9/06/06-10/26/09     12,180,554       0.10%       11,623,925  
Martin Currie China A Share Fund Ltd Class B   1/20/06     2,159,084       0.07%       8,173,451  
Martin Currie China A Share Fund Ltd Class S   10/14/08           0.03%       1,586,374  
Martin Currie China A Share Fund Ltd Class S   4/23/10     2,453,738       0.03%       2,204,561  
NCH Eagle Fund LP   1/08/03     9,500,000       0.09%       10,063,606  
Societe Generale Thalmann Ukraine Fund   7/15/97     199,943       0.00%       4,000  
Steep Rock Russia Fund LP   12/22/06-5/13/09     2,250,000       0.01%       723,402  
TDA India Technology Fund II LP   2/23/00-3/23/04     787,800       0.01%       1,621,292  
TRI Media Secured Term Note   8/7/09     29,505,475       0.26%       28,753,186  
Templeton EE FD   12/05/97-6/24/02     471,720       0.00%       241,948  
                             
                        $ 66,905,663  
                             
 
** GMO Emerging Markets Fund has committed an additional $7,724,246 to this investment
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Swap Agreements
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  20,550,204     USD   9/23/2011   Morgan Stanley
Capital
Services Inc.
  Depreciation of
Total Return on TPK
Holding Co
Ltd + (Daily Fed Funds
Rate -8.00%)
  Appreciation of
Total Return on TPK
Holding Co Ltd
  $ (2,825,586 )

         
    See accompanying notes to the financial statements.   21


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Total Return Swaps — continued
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  4,393,156     USD   9/26/2011   Morgan Stanley
Capital
Services Inc.
  Depreciation of
Total Return on TPK
Holding Co
Ltd + (Daily Fed
Funds Rate -8.00%)
  Appreciation of
Total Return on TPK
Holding Co Ltd
  $ (607,470 )
  21,748,165     USD   11/9/2011   Morgan Stanley
Capital
Services Inc.
  Depreciation of
Total Return on
Asustek
Computer Inc. +
(Daily Fed Funds
Rate -2.50%)
  Appreciation of
Total Return on Asustek
Computer Inc.
    867,523  
  6,758,310     USD   10/19/2011   Morgan Stanley
Capital
Services Inc.
  Depreciation of
Total Return on
Suntech
Power Holdings Co
Ltd + (Daily Fed
Funds Rate -25.00%)
  Appreciation of
Total Return on Suntech
Power Holdings Co Ltd
    262,376  
                                 
                            $ (2,303,157 )
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund has sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
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 investors.
ADR - American Depositary Receipt
CPO - Ordinary Participation Certificate (Certificado de Participacion Ordinares), representing a bundle of shares of the multiple series of one issuer that trade together as a unit.
ETF - Exchange-Traded Fund
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt

         
22
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
NVDR - Non-Voting Depository Receipt
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Bankrupt issuer.
(c) Affiliated company (Note 10).
(d) Private placement securities are restricted as to resale.
(e) The security is currently in full liquidation.
(f) Represents an investment to obtain exposure to equitize cash. The Vanguard Emerging Markets ETF is a separate investment portfolio of Vanguard, Inc., a registered investment company. The Vanguard Emerging Markets ETF prospectus states that the fund invests substantially all (normally about 95%) of its assets in the common stocks included in the MSCI Emerging Market Index, while employing a form of sampling to reduce risk.
(g) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(h) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
 
Currency Abbreviations:
 
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
PLN - Polish Zloty
USD - United States Dollar
ZAR - South African Rand

         
    See accompanying notes to the financial statements.   23


 

GMO Emerging Markets Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $11,055,625,155) (Note 2)
  $ 11,083,233,561  
Investments in affiliated issuers, at value (cost $102,748,639) (Notes 2 and 10)
    95,550,367  
Foreign currency, at value (cost $40,174,559) (Note 2)
    40,153,874  
Receivable for investments sold
    6,238,920  
Receivable for Fund shares sold
    24,617,233  
Dividends and interest receivable
    44,244,158  
Foreign taxes receivable
    3,547,412  
Receivable for open swap contracts (Note 4)
    1,129,899  
Receivable for collateral on open swap contracts (Note 4)
    2,820,136  
Receivable for expenses reimbursed by Manager (Note 5)
    286,912  
Miscellaneous receivable
    561,017  
         
Total assets
    11,302,383,489  
         
         
Liabilities:
       
Payable for investments purchased
    4,310,528  
Payable for Fund shares repurchased
    3,861,644  
Payable to affiliate for (Note 5):
       
Management fee
    6,933,535  
Shareholder service fee
    964,444  
Trustees and Trust Officers or agents unaffiliated with the Manager
    35,297  
Payable for foreign currency purchased
    4,611  
Payable for open swap contracts (Note 4)
    3,433,056  
Miscellaneous payable
    1,426,710  
Accrued expenses
    5,813,264  
         
Total liabilities
    26,783,089  
         
Net assets
  $ 11,275,600,400  
         

         
24
  See accompanying notes to the financial statements.    


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 10,562,617,277  
Accumulated undistributed net investment income
    179,941,043  
Accumulated net realized gain
    514,692,352  
Net unrealized appreciation
    18,349,728  
         
    $ 11,275,600,400  
         
Net assets attributable to:
       
Class II shares
  $ 1,980,792,573  
         
Class III shares
  $ 1,290,261,601  
         
Class IV shares
  $ 1,620,320,379  
         
Class V shares
  $ 759,771,429  
         
Class VI shares
  $ 5,624,454,418  
         
Shares outstanding:
       
Class II
    153,608,897  
         
Class III
    99,807,170  
         
Class IV
    126,168,264  
         
Class V
    59,219,095  
         
Class VI
    437,507,306  
         
Net asset value per share:
       
Class II
  $ 12.90  
         
Class III
  $ 12.93  
         
Class IV
  $ 12.84  
         
Class V
  $ 12.83  
         
Class VI
  $ 12.86  
         

         
    See accompanying notes to the financial statements.   25


 

GMO Emerging Markets Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $35,942,586)
  $ 243,241,699  
Interest
    1,196,719  
Dividends from affiliated issuers
    26,392  
         
Total investment income
    244,464,810  
         
Expenses:
       
Management fee (Note 5)
    45,311,507  
Shareholder service fee – Class II (Note 5)
    2,413,780  
Shareholder service fee – Class III (Note 5)
    1,105,979  
Shareholder service fee – Class IV (Note 5)
    894,710  
Shareholder service fee – Class V (Note 5)
    337,876  
Shareholder service fee – Class VI (Note 5)
    1,626,590  
Custodian and fund accounting agent fees
    5,729,484  
Legal fees
    228,712  
Audit and tax fees
    123,740  
Trustees fees and related expenses (Note 5)
    107,723  
Transfer agent fees
    32,844  
Registration fees
    15,955  
Miscellaneous
    99,464  
         
Total expenses
    58,028,364  
Fees and expenses reimbursed by Manager (Note 5)
    (1,817,372 )
Expense reductions (Note 2)
    (1,607 )
         
Net expenses
    56,209,385  
         
Net investment income (loss)
    188,255,425  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers (net of foreign capital gains tax of $4,400)
    727,997,423  
Investments in affiliated issuers
    8,112,855  
Realized gains distributions from affiliated issuers (Note 10)
    4,587  
Swap contracts
    (606,245 )
Foreign currency, forward contracts and foreign currency related transactions
    (8,729,393 )
         
Net realized gain (loss)
    726,779,227  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers (net of foreign capital gains tax of $2,727,836) (Note 2)
    (1,318,444,222 )
Investments in affiliated issuers
    (6,828,509 )
Swap contracts
    (2,570,937 )
Foreign currency, forward contracts and foreign currency related transactions
    (670,464 )
         
Net unrealized gain (loss)
    (1,328,514,132 )
         
Net realized and unrealized gain (loss)
    (601,734,905 )
         
Net increase (decrease) in net assets resulting from operations
  $ (413,479,480 )
         

         
26
  See accompanying notes to the financial statements.    


 

GMO Emerging Markets Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 188,255,425     $ 135,691,575  
Net realized gain (loss)
    726,779,227       2,192,367,778  
Change in net unrealized appreciation (depreciation)
    (1,328,514,132 )     124,841,149  
                 
                 
Net increase (decrease) in net assets from operations
    (413,479,480 )     2,452,900,502  
                 
Distributions to shareholders from:
               
Net investment income
               
Class II
          (26,310,221 )
Class III
          (16,761,896 )
Class IV
          (20,469,482 )
Class V
          (11,647,728 )
Class VI
          (73,874,148 )
                 
Total distributions from net investment income
          (149,063,475 )
                 
Net realized gains
               
Class II
    (152,718,146 )      
Class III
    (108,338,373 )      
Class IV
    (124,074,906 )      
Class V
    (55,361,948 )      
Class VI
    (427,976,848 )      
                 
Total distributions from net realized gains
    (868,470,221 )      
                 
Net share transactions (Note 9):
               
Class II
    (114,964,903 )     (480,292,752 )
Class III
    706,081       183,233,985  
Class IV
    168,422,900       (356,113,252 )
Class V
    4,685,330       353,353,208  
Class VI
    454,408,183       893,190,677  
                 
Increase (decrease) in net assets resulting from net share transactions
    513,257,591       593,371,866  
                 
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class II
    1,357,466       3,097,265  
Class III
    752,209       258,900  
Class IV
    1,808,067       1,255,191  
Class V
    194,351       288,218  
Class VI
    3,739,523       9,777,792  
                 
Increase in net assets resulting from purchase premiums and redemption fees
    7,851,616       14,677,366  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    521,109,207       608,049,232  
                 
Total increase (decrease) in net assets
    (760,840,494 )     2,911,886,259  
                 
Net assets:
               
Beginning of period
    12,036,440,894       9,124,554,635  
                 
End of period (including accumulated undistributed net investment income of $179,941,043 and distributions in excess of net investment income of $8,314,382, respectively)
  $ 11,275,600,400     $ 12,036,440,894  
                 

         
    See accompanying notes to the financial statements.   27


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class II share outstanding throughout the period)
 
                         
            Period from
            August 12, 2009
            (commencement of
    Six Months Ended
      operations)
    August 31, 2011
  Year Ended
  through
    (Unaudited)   February 28, 2011   February 28, 2010
 
Net asset value, beginning of period
  $ 14.46     $ 11.63     $ 10.62  
                         
                         
Income (loss) from investment operations:
                       
Net investment income (loss)
    0.21       0.16       0.02  
Net realized and unrealized gain (loss)
    (0.69 )     2.84       1.18  
                         
                         
Total from investment operations
    (0.48 )     3.00       1.20  
                         
                         
Less distributions to shareholders:
                       
From net investment income
          (0.17 )     (0.19 )
From net realized gains
    (1.08 )            
                         
                         
Total distributions
    (1.08 )     (0.17 )     (0.19 )
                         
                         
Net asset value, end of period
  $ 12.90     $ 14.46     $ 11.63  
                         
                         
Total Return(a)
    (3.80 )%**     25.77 %     11.21 %**
                         
Ratios/Supplemental Data:
                       
Net assets, end of period (000’s)
  $ 1,980,793     $ 2,304,697     $ 2,265,637  
Net expenses to average daily net assets(b)
    1.05 %(c)*     1.07 %(c)     1.07 %*
Net investment income (loss) to average daily net assets
    2.95 %*     1.21 %     0.30 %*
Portfolio turnover rate
    51 %**     114 %     126 %**††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.03 %     0.03 %*
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.01     $ 0.02     $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the six months ended August 31, 2009.
* Annualized.
** Not annualized.

         
28
  See accompanying notes to the financial statements.    


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.49     $ 11.66     $ 6.30     $ 20.48     $ 20.67     $ 22.49  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.22       0.16       0.21       0.23       0.25       0.41  
Net realized and unrealized gain (loss)
    (0.70 )     2.85       5.34       (10.65 )     5.94       3.00  
                                                 
                                                 
Total from investment operations
    (0.48 )     3.01       5.55       (10.42 )     6.19       3.41  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.18 )     (0.19 )     (0.13 )     (0.31 )     (0.54 )
From net realized gains
    (1.08 )                 (3.63 )     (6.07 )     (4.69 )
                                                 
                                                 
Total distributions
    (1.08 )     (0.18 )     (0.19 )     (3.76 )     (6.38 )     (5.23 )
                                                 
                                                 
Net asset value, end of period
  $ 12.93     $ 14.49     $ 11.66     $ 6.30     $ 20.48     $ 20.67  
                                                 
                                                 
Total Return(a)
    (3.79 )%**     25.80 %     88.05 %     (58.62 )%     28.38 %     17.05 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,290,262     $ 1,445,916     $ 1,014,490     $ 2,309,057     $ 3,402,343     $ 4,276,782  
Net expenses to average daily net assets
    1.00 %*(b)(c)     1.02 %(b)(c)     1.06 %(b)     1.10 %(d)     1.09 %(d)     1.07 %
Net investment income (loss) to average daily net assets
    3.05 %*     1.17 %     2.25 %     1.77 %     1.04 %     1.87 %
Portfolio turnover rate
    51 %**     114 %     126 %     99 %     60 %     44 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.01 %     0.01 %     0.00 %(e)     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.01     $ 0.00 (f)   $ 0.02     $ 0.04     $ 0.04     $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(e) Ratio is less than 0.01%.
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   29


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.40     $ 11.58     $ 6.27     $ 20.40     $ 20.62     $ 22.45  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.22       0.17       0.16       0.25       0.23       0.42  
Net realized and unrealized gain (loss)
    (0.70 )     2.83       5.36       (10.62 )     5.95       2.99  
                                                 
                                                 
Total from investment operations
    (0.48 )     3.00       5.52       (10.37 )     6.18       3.41  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.18 )     (0.21 )     (0.13 )     (0.33 )     (0.55 )
From net realized gains
    (1.08 )                 (3.63 )     (6.07 )     (4.69 )
                                                 
                                                 
Total distributions
    (1.08 )     (0.18 )     (0.21 )     (3.76 )     (6.40 )     (5.24 )
                                                 
                                                 
Net asset value, end of period
  $ 12.84     $ 14.40     $ 11.58     $ 6.27     $ 20.40     $ 20.62  
                                                 
                                                 
Total Return(a)
    (3.82 )%**     25.93 %     88.05 %     (58.59 )%     28.38 %     17.10 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,620,320     $ 1,649,840     $ 1,639,961     $ 1,345,811     $ 3,021,319     $ 2,599,002  
Net expenses to average daily net assets
    0.95 %*(b)(d)     0.97 %(b)(d)     0.99 %(b)     1.06 %(c)     1.05 %(c)     1.03 %
Net investment income (loss) to average daily net assets
    3.13 %*     1.29 %     1.54 %     1.86 %     0.98 %     1.94 %
Portfolio turnover rate
    51 %**     114 %     126 %     99 %     60 %     44 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.01 %     0.01 %     0.00 %(e)     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.02     $ 0.01     $ 0.02     $ 0.04     $ 0.02     $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Ratio is less than 0.01%.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
30
  See accompanying notes to the financial statements.    


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class V share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.39     $ 11.57     $ 6.26     $ 20.39     $ 20.61     $ 22.44  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.22       0.15       0.20       0.22       0.23       0.43  
Net realized and unrealized gain (loss)
    (0.70 )     2.86       5.32       (10.58 )     5.96       2.98  
                                                 
                                                 
Total from investment operations
    (0.48 )     3.01       5.52       (10.36 )     6.19       3.41  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.19 )     (0.21 )     (0.14 )     (0.34 )     (0.55 )
From net realized gains
    (1.08 )                 (3.63 )     (6.07 )     (4.69 )
                                                 
                                                 
Total distributions
    (1.08 )     (0.19 )     (0.21 )     (3.77 )     (6.41 )     (5.24 )
                                                 
                                                 
Net asset value, end of period
  $ 12.83     $ 14.39     $ 11.57     $ 6.26     $ 20.39     $ 20.61  
                                                 
                                                 
Total Return(a)
    (3.82 )%**     26.03 %     88.21 %     (58.59 )%     28.43 %     17.11 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 759,771     $ 835,561     $ 367,836     $ 795,586     $ 1,190,887     $ 679,988  
Net expenses to average daily net assets
    0.90 %*(b)(d)     0.93 %(b)(d)     0.98 %(b)     1.03 %(c)     1.03 %(c)     1.01 %
Net investment income (loss) to average daily net assets
    3.11 %*     1.15 %     2.12 %     1.81 %     0.98 %     1.97 %
Portfolio turnover rate
    51 %**     114 %     126 %     99 %     60 %     44 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.04 %*     0.04 %     0.03 %     0.01 %     0.00 (e)     0.01 %
Redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (f)   $ 0.01     $ 0.01     $ 0.05     $ 0.05     $ 0.03  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Ratio is less than 0.01%.
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   31


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.41     $ 11.59     $ 6.27     $ 20.42     $ 20.63     $ 22.45  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.23       0.17       0.13       0.23       0.25       0.42  
Net realized and unrealized gain (loss)
    (0.70 )     2.84       5.41       (10.61 )     5.95       3.01  
                                                 
                                                 
Total from investment operations
    (0.47 )     3.01       5.54       (10.38 )     6.20       3.43  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.19 )     (0.22 )     (0.14 )     (0.34 )     (0.56 )
From net realized gains
    (1.08 )                 (3.63 )     (6.07 )     (4.69 )
                                                 
                                                 
Total distributions
    (1.08 )     (0.19 )     (0.22 )     (3.77 )     (6.41 )     (5.25 )
                                                 
                                                 
Net asset value, end of period
  $ 12.86     $ 14.41     $ 11.59     $ 6.27     $ 20.42     $ 20.63  
                                                 
                                                 
Total Return(a)
    (3.74 )%**     26.01 %     88.34 %     (58.61 )%     28.49 %     17.20 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 5,624,454     $ 5,800,427     $ 3,836,631     $ 1,226,252     $ 5,902,406     $ 5,116,565  
Net expenses to average daily net assets
    0.87 %*(b)(d)     0.89 %(b)(d)     0.91 %(b)     1.00 %(c)     1.00 %(c)     0.98 %
Net investment income (loss) to average daily net assets
    3.19 %*     1.29 %     1.18 %     1.83 %     1.05 %     1.93 %
Portfolio turnover rate
    51 %**     114 %     126 %     99 %     60 %     44 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.04 %*     0.04 %     0.04 %     0.01 %     0.00 %(e)     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.01     $ 0.03     $ 0.02     $ 0.07     $ 0.03     $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Ratio is less than 0.01%.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
32
  See accompanying notes to the financial statements.    


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Emerging Markets Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the S&P/IFCI Composite Index. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies tied economically to emerging markets. “Emerging markets” include all markets that are not treated as “developed markets” in the MSCI World Index or MSCI EAFE Index. The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to emerging markets. In addition to investing in companies tied economically to emerging markets, the Fund may invest in companies that the Manager believes are likely to benefit from growth in the emerging markets.
 
The Manager uses proprietary quantitative techniques and fundamental analysis to evaluate and select countries, sectors and equity investments.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives and exchange-traded funds (“ETFs”). The Manager also may use derivatives and ETFs: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include options, futures, warrants, swap contracts and reverse repurchase agreements. The Fund’s foreign currency exposure may differ from the currency exposure represented by its equity investments. In addition, the Fund may take active overweighted and underweighted positions in particular currencies relative to its benchmark. In addition, the Fund may lend its portfolio securities.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had five classes of shares outstanding: Class II, Class III, Class IV, Class V and Class VI. Each class of shares bears a different shareholder service fee.

         
        33


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 4.9% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to

         
34
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      68.6 %
           
Swap Agreements
      (0.0 )
           
 
            Ù Rounds to 0.0%.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the fair value of equity securities that underlie futures (to the extent the market for such futures closes prior ro the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: Certain of the Fund’s securities in Thailand and India were valued at the local price as adjusted by applying a premium or discount when the holdings exceed foreign ownership limitations. The Fund valued various third-party investment funds based on valuations provided by fund sponsors and adjusted the values for liquidity considerations as well as the timing of the receipt of information. The Fund valued certain equity

         
        35


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
securities based on the last traded exchange price adjusted for the movement in a securities index. The Fund valued certain debt securities by using an estimated specified spread above the Warsaw Interbank Offered Rate (WIBOR) and adjusted the values for liquidity considerations.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Brazil
  $ 1,078,758,659     $     $     $ 1,078,758,659  
Chile
    17,494,168                   17,494,168  
China
    138,443,754       1,446,485,330       0  *     1,584,929,084  
Czech Republic
          150,666,712             150,666,712  
Egypt
          172,056,214             172,056,214  
Hungary
          133,156,405             133,156,405  
India
    40,762,980       321,834,052       28,860,279       391,457,311  
Indonesia
    11,275,490       547,863,288             559,138,778  
Kazakhstan
          13,777,529             13,777,529  
Macau
          10,286,529             10,286,529  
Malaysia
          57,555,662             57,555,662  
Mexico
    127,821,051                   127,821,051  
Morocco
          13,565,942             13,565,942  
Philippines
    21,172,752       79,677,028             100,849,780  
Poland
          232,571,441             232,571,441  
Russia
    99,017,822       1,229,900,054       1,350       1,328,919,226  
South Africa
          200,664,202             200,664,202  
South Korea
    61,912,310       1,624,643,528       0  *     1,686,555,838  
Sri Lanka
          11,866,671       1,909,918       13,776,589  
Taiwan
    12,717,715       1,016,680,194             1,029,397,909  
Thailand
          97,116,240       455,747,241       552,863,481  
Turkey
    1,491,950       265,578,372       0  *     267,070,322  
                                 
TOTAL COMMON STOCKS
    1,610,868,651       7,625,945,393       486,518,788       9,723,332,832  
                                 

         
36
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Preferred Stocks
                               
Brazil
  $ 868,139,651     $     $     $ 868,139,651  
Russia
    146,940,373             6,772,477       153,712,850  
South Korea
          107,784,821             107,784,821  
                                 
TOTAL PREFERRED STOCKS
    1,015,080,024       107,784,821       6,772,477       1,129,637,322  
                                 
Investment Funds
                               
China
                11,964,386       11,964,386  
India
                13,245,217       13,245,217  
Poland
                241,948       241,948  
Russia
                10,787,008       10,787,008  
Ukraine
                4,000       4,000  
United States
    48,964,827                   48,964,827  
                                 
TOTAL INVESTMENT FUNDS
    48,964,827             36,242,559       85,207,386  
                                 
Debt Obligations
                               
Poland
                28,753,186       28,753,186  
United States
          8,070,814             8,070,814  
                                 
TOTAL DEBT OBLIGATIONS
          8,070,814       28,753,186       36,824,000  
                                 
Mutual Funds
                               
United States
    88,803,615       3,467             88,807,082  
                                 
TOTAL MUTUAL FUNDS
    88,803,615       3,467             88,807,082  
                                 
Short-Term Investments
    114,975,306                   114,975,306  
                                 
Total Short-Term Investments
    114,975,306                   114,975,306  
                                 
Total Investments
    2,878,692,423       7,741,804,495       558,287,010       11,178,783,928  
                                 
Derivatives **
                               
Swap Agreements
                               
Equity risk
          1,129,899             1,129,899  
                                 
Total
  $ 2,878,692,423     $ 7,742,934,394     $ 558,287,010     $ 11,179,913,827  
                                 

         
        37


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives **
                               
Swap Agreements
                               
Equity risk
  $      —     $ (3,433,056 )   $      —     $ (3,433,056 )
                                 
Total
  $     $ (3,433,056 )   $     $ (3,433,056 )
                                 
 
            * Represents the investment in securities that have no value at August 31, 2011.
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            ** Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities using Level 3 inputs were 5.0% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
38
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
                                          Investments
    Balances
                  Change in
          Balances
    Still
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3*   level 3*   2011     2011
Common Stocks
                                                                                 
Egypt
  $ 138,391,206     $ 45,994,222     $ (24,105,634 )   $      —     $ 382,794     $ (4,239,823 )   $      —     $ (156,422,765 )**   $       $  
India
    25,524,840       26,655,447       (19,598,131 )           (752,970 )     (2,968,907 )                 28,860,279         (1,908,365 )
Russia
    151,244,856       64,407,710       (145,269,803 )           23,091,817       (22,050,838 )           (71,422,392 )**     1,350          
Sri Lanka
    1,894,404                               15,514                   1,909,918         15,514  
Thailand
    408,898,018       230,214,294       (235,428,650 )           59,578,804       (7,515,225 )                 455,747,241         47,604,722  
                                                                                   
Total Common Stocks
    725,953,324       367,271,673       (424,402,218 )           82,300,445       (36,759,279 )           (227,845,157 )     486,518,788         45,711,871  
                                                                                   
Preferred Stocks
                                                                                 
Russia
    134,030,568                                           (127,258,091 )     6,772,477         (671,817 )
                                                                                   
Total Preferred Stocks
    134,030,568                                           (127,258,091 )     6,772,477         (671,817 )
                                                                                   
Investment Funds
                                                                                 
China
    12,771,635                               (807,249 )                 11,964,386         (807,250 )
India
    11,624,316             (793,764 )           (75,154 )     2,489,819                   13,245,217         2,418,961  
Poland
    252,509                               (10,561 )                 241,948         (10,561 )
Russia
    10,315,309                               471,699                   10,787,008         471,699  
Ukraine
    4,000                                                 4,000          
                                                                                   
Total Investment Funds
    34,967,769             (793,764 )           (75,154 )     2,143,708                   36,242,559         2,072,849  
                                                                                   
Debt Obligations
                                                                                 
Poland
    27,902,437                               850,749                   28,753,186         850,750  
                                                                                   
Total
  $ 922,854,098     $ 367,271,673     $ (425,195,982 )   $     $ 82,225,291     $ (33,764,822 )   $     $ (355,103,248 )   $ 558,287,010       $ 47,963,653  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
            ** Financial assets transferred between Level 2 and Level 3 were due to a change in observable and/or unobservable inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in

         
        39


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from

         
40
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 11,364,030,677     $ 636,216,772     $ (821,463,521 )   $ (185,246,749 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant

         
        41


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.80% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund and are allocated pro rata among the classes to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.

         
42
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
Other matters
GMO Special Purpose Holding Fund (“SPHF”), an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
In addition, Indian regulators alleged in 2002 that the Fund violated some conditions under which it was granted permission to operate in India and have restricted the Fund’s locally held assets pending resolution of the dispute. Although these locally held assets remain the property of the Fund, a portion of the assets are not permitted to be withdrawn from the Fund’s local custodial account located in India. The amount of restricted assets is small relative to the size of the Fund, representing approximately 0.05% of the Fund’s total net assets as of August 31, 2011. The effect of this claim on the value of the restricted assets, and all matters relating to the Fund’s response to these allegations are subject to the supervision and control of the Trust’s Board of Trustees. The Fund’s costs in respect of this matter are being borne by the Fund.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
        43


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging markets, the economies of which tend to be more volatile than the economies of developed markets.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind. In addition, the Fund may buy securities that are less liquid than those in its benchmark.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than

         
44
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the securities of companies with larger market capitalizations. The Fund may buy securities that have smaller market capitalizations than those in its benchmark.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Focused Investment Risk — Focusing investments in a limited number of countries and geographic regions creates additional risk.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds (including ETFs) in which it invests will not perform as expected.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of

         
        45


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under

         
46
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater

         
        47


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby

         
48
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.

         
        49


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a

         
50
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to as a substitute for direct investment in securities. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.

         
        51


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on
swap agreements
  $     $     $     $ 1,129,899     $     $ 1,129,899  
                                                 
Total
  $      —     $      —     $      —     $ 1,129,899     $      —     $ 1,129,899  
                                                 
Liabilities:
                                               
Unrealized depreciation on
swap agreements
  $     $     $     $ (3,433,056 )   $     $ (3,433,056 )
                                                 
Total
  $     $     $     $ (3,433,056 )   $     $ (3,433,056 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $      —     $      —     $ (365,020 )   $      —     $ (365,020 )
Swap agreements
                      (606,245 )         $ (606,245 )
                                                 
Total
  $     $     $     $ (971,265 )   $     $ (971,265 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Swap agreements
  $     $     $     $ (2,570,937 )   $     $ (2,570,937 )
                                                 
Total
  $     $     $     $ (2,570,937 )   $     $ (2,570,937 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (rights and/or warrants) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                 
    Rights
   
    and/or
  Swap
    warrants   agreements
 
Average amount outstanding
  $ 269,485     $ 35,042,593  

         
52
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.75% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II shares, 0.15% for Class III shares, 0.105% for Class IV shares, 0.085% for Class V shares, and 0.055% for Class VI shares.
 
The Manager has contractually agreed to reimburse each class of the Fund to the extent the class’s total annual operating expenses exceed the following amounts of the class’s average daily net assets: 0.95% for Class II shares, 0.90% for Class III shares, 0.85% for Class IV shares, 0.80% for Class V shares, and 0.77% for Class VI shares (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes) and custodial fees. In addition, the Manager has contractually agreed to reimburse the Fund or class for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s or class’ Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $107,723 and $41,900, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        53


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, aggregated $6,126,709,454 and $6,310,000,798, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, the Fund had no shareholders who individually held more than 10% of the Fund’s outstanding shares.
 
As of August 31, 2011, 0.46% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 31.42% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
54
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class II:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    6,976,624     $ 100,050,305       35,785,616     $ 476,705,333  
Shares issued to shareholders in reinvestment of distributions
    10,600,836       145,973,503       1,426,944       20,374,803  
Shares repurchased
    (23,320,095 )     (360,988,711 )     (72,671,205 )     (977,372,888 )
Purchase premiums
          470,362             1,395,146  
Redemption fees
          887,104             1,702,119  
                                 
Net increase (decrease)
    (5,742,635 )   $ (113,607,437 )     (35,458,645 )   $ (477,195,487 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    3,926,284     $ 59,954,863       36,731,569     $ 521,804,130  
Shares issued to shareholders in reinvestment of distributions
    7,848,368       108,307,484       857,777       12,272,522  
Shares repurchased
    (11,725,910 )     (167,556,266 )     (24,854,916 )     (350,842,667 )
Purchase premiums
          64,000             57,963  
Redemption fees
          688,209             200,937  
                                 
Net increase (decrease)
    48,742     $ 1,458,290       12,734,430     $ 183,492,885  
                                 
                                 
                                 

         
        55


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    17,080,289     $ 258,030,934       39,797,973     $ 552,034,103  
Shares issued to shareholders in reinvestment of distributions
    8,760,052       120,100,318       1,038,348       14,761,210  
Shares repurchased
    (14,231,929 )     (209,708,352 )     (67,863,219 )     (922,908,565 )
Purchase premiums
          295,756             833,956  
Redemption fees
          1,512,311             421,235  
                                 
Net increase (decrease)
    11,608,412     $ 170,230,967       (27,026,898 )   $ (354,858,061 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class V:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    3,899,323     $ 54,727,629       33,763,871     $ 458,262,225  
Shares issued to shareholders in reinvestment of distributions
    4,041,018       55,361,948       574,362       8,154,351  
Shares repurchased
    (6,806,394 )     (105,404,247 )     (8,048,145 )     (113,063,368 )
Purchase premiums
                      216,469  
Redemption fees
          194,351             71,749  
                                 
Net increase (decrease)
    1,133,947     $ 4,879,681       26,290,088     $ 353,641,426  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    63,592,209     $ 855,274,723       119,556,582     $ 1,519,036,550  
Shares issued to shareholders in reinvestment of distributions
    30,620,706       420,116,090       5,127,052       72,881,409  
Shares repurchased
    (59,234,286 )     (820,982,630 )     (53,233,430 )     (698,727,282 )
Purchase premium fees
          1,774,094             7,210,034  
Redemption fees
          1,965,429             2,567,758  
                                 
Net increase (decrease)
    34,978,629     $ 458,147,706       71,450,204     $ 902,968,469  
                                 

         
56
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated companies and other funds of the Trust
 
An affiliated company is a company in which the Fund has or had ownership of at least 5% of the voting securities. A summary of the Fund’s transactions involving companies that are or were affiliates during the period ended August 31, 2011 is set forth below:
 
                                         
    Value,
              Value,
    beginning of
      Sales
  Dividend
  end of
Affiliate   period   Purchases   Proceeds   Income   period
 
In The F Co Ltd
  $ 2,759,050     $     $ 21,203     $      —     $ 2,649,692  
Kiri Dyes & Chemicals Ltd
    7,389,591       746,765       486,897             4,093,323  
MedQuist Holdings, Inc. *
    24,003,561             24,003,824             2,989,981  
Pumyang Construction *
    2,075,101             237,819             1,333,364  
Star Block Co Ltd (Foreign Registered)
                             
                                         
Totals
  $ 36,227,303     $ 746,765     $ 24,749,743     $     $ 11,066,630  
                                         
 
            * No longer an affiliate as of August 31, 2011.
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Special Purpose Holding Fund
  $ 4,032     $     $     $     $     $ 3,467  
GMO U.S. Treasury Fund
    110,007,196       584,579,430       605,809,919       26,392       4,587       88,803,615  
                                                 
Totals
  $ 110,011,228     $ 584,579,430     $ 605,809,919     $ 26,392     $ 4,587     $ 88,807,082  
                                                 

         
        57


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
58
       


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        59


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
60
       


 

GMO Emerging Markets Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        61


 

 
GMO Emerging Markets Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class II
                               
                                 
1) Actual
    1.05 %   $ 1,000.00     $ 962.00     $ 5.18  
2) Hypothetical
    1.05 %   $ 1,000.00     $ 1,019.86     $ 5.33  
                                 
Class III
                               
                                 
1) Actual
    1.00 %   $ 1,000.00     $ 962.10     $ 4.93  
2) Hypothetical
    1.00 %   $ 1,000.00     $ 1,020.11     $ 5.08  
                                 
Class IV
                               
                                 
1) Actual
    0.95 %   $ 1,000.00     $ 961.80     $ 4.68  
2) Hypothetical
    0.95 %   $ 1,000.00     $ 1,020.36     $ 4.82  
                                 
Class V
                               
                                 
1) Actual
    0.90 %   $ 1,000.00     $ 961.80     $ 4.44  
2) Hypothetical
    0.90 %   $ 1,000.00     $ 1,020.61     $ 4.57  
                                 
Class VI
                               
                                 
1) Actual
    0.87 %   $ 1,000.00     $ 962.60     $ 4.29  
2) Hypothetical
    0.87 %   $ 1,000.00     $ 1,020.76     $ 4.42  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
62
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Flexible Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    93.7 %
Short-Term Investments
    5.7  
Futures Contracts
    (0.2 )
Forward Currency Contracts
    (0.5 )
Other
    1.3  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
Japan
    100.0 %
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments**  
Banks
    15.1 %
Capital Goods
    14.1  
Materials
    8.9  
Real Estate
    7.8  
Retailing
    6.9  
Automobiles & Components
    6.1  
Telecommunication Services
    5.2  
Pharmaceuticals, Biotechnology & Life Sciences
    4.3  
Energy
    4.2  
Technology Hardware & Equipment
    3.7  
Food & Staples Retailing
    3.4  
Insurance
    3.0  
Software & Services
    3.0  
Utilities
    2.6  
Transportation
    2.5  
Consumer Durables & Apparel
    2.2  
Diversified Financials
    2.1  
Food, Beverage & Tobacco
    1.4  
Health Care Equipment & Services
    1.1  
Consumer Services
    0.8  
Commercial & Professional Services
    0.8  
Household & Personal Products
    0.3  
Media
    0.3  
Semiconductors & Semiconductor Equipment
    0.2  
         
      100.0 %
         

         
        1


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 93.7%        
                     
            Japan — 93.7%        
      19,200     ABC-Mart Inc     731,901  
      955     Accordia Golf Co Ltd     759,374  
      4,519     Advance Residence Investment Corp (REIT)     9,459,707  
      526,700     Aeon Co Ltd     6,633,696  
      183,000     Aichi Machine Industry Co Ltd     608,202  
      47,000     Aisan Industry Co Ltd     453,945  
      101,600     Aisin Seiki Co Ltd     3,407,752  
      46,800     Alfresa Holdings Corp     1,847,810  
      30,600     Alpen Co Ltd     544,356  
      446,000     Alps Electric Co Ltd     4,078,589  
      151,900     AOC Holdings Inc     876,949  
      22,800     AOKI Holdings Inc     359,128  
      42,600     Aoyama Trading Co Ltd     713,486  
      32,200     Arc Land Sakamoto Co Ltd     550,107  
      48,300     Arcs Co Ltd     879,144  
      63,300     Arnest One Corp     677,793  
      24,600     Asatsu–DK Inc     672,289  
      366,300     Astellas Pharma Inc     13,842,916  
      34,700     Axell Corp     735,035  
      111,000     Bando Chemical Industries Ltd     431,109  
      174,450     Belluna Co Ltd     1,312,484  
      303,500     Best Denki Co Ltd *     891,367  
      2,799     BIC Camera Inc     1,608,481  
      135,500     Brother Industries Ltd     1,784,281  
      571,000     Calsonic Kansei Corp     3,417,353  
      100,000     Canon Inc     4,718,847  
      68,800     Cawachi Ltd     1,415,936  
      156,000     Central Glass Co Ltd     715,876  
      213     Central Japan Railway Co     1,780,984  
      307,720     Century Tokyo Leasing Corp     6,051,563  
      1,727,000     Chiba Bank Ltd     11,284,683  
      19,100     Chiyoda Integre Co Ltd *     243,427  
      146,200     Chubu Electric Power Co Inc     2,770,394  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      132,000     Chuetsu Pulp & Paper Co Ltd     234,026  
      45,000     Chugoku Marine Paints Ltd     379,282  
      55,600     Circle K Sunkus Co Ltd     936,346  
      21,700     Coca–Cola Central Japan Co Ltd     289,820  
      77,900     Cocokara fine Inc     2,065,668  
      134,100     COMSYS Holdings Corp     1,355,701  
      1,946,000     Cosmo Oil Co Ltd     5,168,863  
      283,000     CSK Corp *     1,126,461  
      10,988     Dai-ichi Life Insurance Co Ltd (The)     12,805,188  
      662,350     Daiei Inc *     2,471,917  
      75,000     Daifuku Co Ltd     428,655  
      63,000     Daihatsu Diesel Manufacturing Co Ltd     332,134  
      219,000     Daihatsu Motor Co Ltd     3,653,600  
      75,000     Daiichi Jitsugyo Co Ltd     377,675  
      93,700     Daiichikosho Co Ltd     1,804,038  
      184,000     Daiichi Chuo Kisen Kaisha *     281,270  
      8,400     Daikoku Denki Co Ltd     81,522  
      69,000     Dainichiseika Color & Chemicals Manufacturing Co Ltd     353,618  
      192,000     Daio Paper Corp     1,637,223  
      379,800     Daito Trust Construction Co Ltd     35,215,515  
      86,000     Daiwa Industries Ltd     443,375  
      649,000     Daiwabo Holdings Co Ltd     1,537,151  
      522     Daiwa Office Investment Corp (REIT)     1,596,664  
      269,400     DCM Holdings Co Ltd     2,130,325  
      96,212     Dena Co Ltd     5,017,846  
      1,066,000     DIC Corp     2,352,663  
      830     Digital Garage Inc *     2,661,494  
      16,000     Doshisha Co Ltd     447,328  
      14,000     DTS Corp     161,062  
      304,300     Edion Corp     2,657,871  
      96,800     Electric Power Development Co Ltd     2,722,124  
      137,600     Elpida Memory Inc *     966,798  
      17,200     Fanuc Ltd     2,862,999  
      15,100     Fast Retailing Co Ltd     2,883,747  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      216     Fields Corp     397,761  
      32,300     Foster Electric Co Ltd     485,822  
      161,000     Fujitsu General Ltd     1,204,262  
      580,000     Fuji Electric Co Ltd     1,689,986  
      30,000     Fuji Soft Inc     463,607  
      324,000     Furukawa-Sky Aluminum Corp     1,041,784  
      205,100     Futaba Industrial Co Ltd     1,413,256  
      103,000     Fuyo General Lease Co Ltd     3,792,865  
      504     Geo Corp     655,297  
      159     Global One Real Estate Investment Co Ltd (REIT)     1,382,165  
      175,000     Godo Steel Ltd     399,596  
      11,550     Gulliver International Co Ltd     563,326  
      144,000     Gunze Ltd     479,185  
      99,000     H2O Retailing Corp     733,914  
      18,800     Hajime Construction Co Ltd     527,917  
      18,500     Hakuto Co Ltd     179,585  
      201     Hankyu Reit Inc (REIT)     993,849  
      806,000     Hanwa Co Ltd     3,498,081  
      2,482,000     Haseko Corp *     1,768,439  
      34,800     Heiwa Corp     622,967  
      109,200     Heiwado Co Ltd     1,399,268  
      34,700     Hikari Tsushin Inc     813,984  
      437,000     Hino Motors Ltd     2,538,625  
      44,300     Hisamitsu Pharmaceutical Co Inc     1,886,011  
      74,600     Hitachi Chemical Co Ltd     1,300,837  
      30,600     Hitachi Koki Co Ltd     249,947  
      550,000     Hitachi Ltd     2,975,240  
      9,800     Hogy Medical Co Ltd     440,480  
      210,000     Hokuetsu Kishu Paper Co Ltd     1,509,624  
      44,900     Hokkaido Electric Power Co Inc     730,644  
      136,800     Honda Motor Co Ltd     4,457,628  
      28,010     Honeys Co Ltd     327,363  
      88,400     Hosiden Corp     711,023  
      249,500     Hoya Corp     5,508,053  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      52,200     Idemitsu Kosan Co Ltd     5,473,866  
      1,168,000     IHI Corporation     2,962,687  
      24,500     Inaba Denki Sangyo Co Ltd     726,573  
      234,400     Inabata & Co Ltd     1,374,006  
      955     INPEX Corp     6,510,575  
      141,200     Isetan Mitsukoshi Holdings Ltd     1,440,097  
      415,000     Isuzu Motors Ltd     1,868,178  
      175,100     IT Holdings Corp     1,703,154  
      149,400     Itochu Enex Co Ltd     824,976  
      31,200     Itochu Techno-Solutions Corp     1,345,236  
      5,100     Itochu-Shokuhin Co Ltd     193,587  
      1,420,400     Itochu Corp     15,331,176  
      20,100     Itoki Corp     48,144  
      74,500     Ito En Ltd     1,366,532  
      475,000     Iwatani Corp     1,641,859  
      173,675     Izumiya Co Ltd     719,090  
      162,000     Izumi Co Ltd     2,372,353  
      24,300     Japan Drilling Co Ltd     850,387  
      1,177     Japan Prime Realty Investment Corp (REIT)     3,285,833  
      47,000     Japan Pulp & Paper Co Ltd     172,111  
      301     Japan Excellent Inc (REIT)     1,511,763  
      4,624     Japan Retail Fund Investment Corp (REIT)     6,974,607  
      560,000     JFE Shoji Holdings Inc     2,522,488  
      59,000     JFE Holdings Inc     1,371,312  
      148,489     Joshin Denki Co Ltd     1,705,511  
      21,000     JSP Corp     363,443  
      150,900     JSR Corp     2,739,573  
      346,000     JVC Kenwood Holdings Inc *     1,658,591  
      2,132,900     JX Holdings Inc     13,579,422  
      248,000     J–Oil Mills Inc     757,914  
      136,940     K’s Holdings Corp     6,035,921  
      30,400     Kaga Electronics Co Ltd     319,814  
      1,549,000     Kajima Corp     4,924,709  
      69,000     Kaken Pharmaceutical Co Ltd     963,717  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      123,000     Kandenko Co Ltd     621,602  
      229,000     Kaneka Corp.      1,380,828  
      1,764,000     Kanematsu Corp *     1,697,146  
      236,200     Kansai Electric Power Co Inc (The)     4,196,399  
      157,800     Kanto Auto Works Ltd     1,408,360  
      128,300     Kao Corp     3,408,464  
      83,600     Kasumi Co Ltd     516,634  
      65,100     Kato Sangyo Co Ltd     1,350,251  
      2,150,000     Kawasaki Kisen Kaisha Ltd     5,554,175  
      2,477     KDDI Corp     18,582,420  
      88,900     Keiyo Co Ltd     537,236  
      1,087     Kenedix Realty Investment Corp (REIT)     3,869,361  
      14,600     Keyence Corp     3,932,245  
      1,531,000     Kobe Steel Ltd     2,864,260  
      178,600     Kohnan Shoji Co Ltd     3,325,515  
      160,400     Kojima Co Ltd     1,165,480  
      286,000     Krosaki Harima Corp     1,221,965  
      585,000     Kurabo Industries Ltd     1,185,325  
      36,300     Kuroda Electric Co Ltd     424,221  
      247,000     KYB Co Ltd     1,651,027  
      126,000     Kyodo Printing Co Ltd     323,937  
      31,200     Kyoei Steel Ltd     483,474  
      61,300     Kyoritsu Maintenance Co Ltd     991,432  
      185,200     Kyowa Exeo Corp     1,839,027  
      111,000     Kyudenko Corp     764,834  
      53,900     Kyushu Electric Power Co Inc     894,257  
      102,900     Lawson Inc     5,610,767  
      115     M3 Inc     1,042,877  
      387,000     Maeda Corp     1,280,957  
      68,000     Maeda Road Construction Co Ltd     725,476  
      14,800     Mars Engineering Corp     258,939  
      1,776,000     Marubeni Corp     11,261,711  
      304,300     Marudai Food Co Ltd     1,053,384  
      141,074     Maruetsu Inc (The)     502,402  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      1,203,000     Maruha Nichiro Holdings Inc     2,135,103  
      35,000     Maruzen Showa Unyu Co Ltd     122,758  
      46,000     Matsumotokiyoshi Holdings Co Ltd     941,309  
      1,407,000     Mazda Motor Corp *     3,030,487  
      305,100     Medipal Holdings Corp     2,819,453  
      32,800     Megane TOP Co Ltd     576,515  
      1,249     MID REIT Inc (REIT)     3,449,169  
      79,800     Mikuni Coca–Cola Bottling Co Ltd     706,058  
      20,500     Ministop Co Ltd     385,856  
      189,100     Mirait Holdings Corp     1,513,548  
      102,000     Mitsuba Corp     920,201  
      31,800     Mitsubishi Shokuhin Co Ltd     807,338  
      138,000     Mitsubishi Steel Manufacturing Co Ltd     422,711  
      1,526,500     Mitsubishi Chemical Holdings Corp     10,746,439  
      187,600     Mitsubishi Corp     4,513,991  
      1,177,392     Mitsubishi Paper Mills Ltd *     1,208,561  
      9,101,200     Mitsubishi UFJ Financial Group Inc     41,276,866  
      136,390     Mitsubishi UFJ Lease & Finance Co Ltd     5,527,612  
      2,201,000     Mitsui Chemicals Inc     7,641,044  
      1,056,000     Mitsui Engineer & Shipbuilding Co Ltd     2,007,502  
      505,000     Mitsui Matsushima Co Ltd     1,006,420  
      100,100     Mitsui & Co Ltd     1,717,466  
      68,000     Mitsui Home Co Ltd     360,003  
      773,000     Mitsui Mining & Smelting Co Ltd     2,344,618  
      928,000     Mitsui OSK Lines Ltd     3,929,205  
      30,555,800     Mizuho Financial Group Inc     46,638,624  
      474     Mori Hills REIT Investment Corp (REIT)     1,721,078  
      387,000     Morinaga Milk Industry Co Ltd     1,674,409  
      23,900     Moshi Moshi Hotline Inc     454,783  
      3,400     Nafco Co Ltd     64,604  
      372,000     Nakayama Steel Works Ltd *     440,136  
      124,800     Namco Bandai Holdings Inc     1,737,489  
      97,200     Namura Shipbuilding Co Ltd     381,643  
      16,000     NEC Capital Solutions Ltd     216,005  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      1,884,000     NEC Corp *     3,868,559  
      21,300     NEC Mobiling Ltd     780,196  
      21,200     NEC Fielding Ltd     266,591  
      23,300     NEC Networks & System Integration Corp     361,351  
      642     Net One Systems Co Ltd     1,740,780  
      88,000     Nichias Corp     523,703  
      38,300     Nichiha Corp     411,311  
      202,200     Nichirei Corp     906,271  
      83,000     Nihon Unisys Ltd     452,489  
      198,000     Nihon Yamamura Glass Co Ltd     505,504  
      42,300     Nintendo Co Ltd     7,457,765  
      315,000     Nippon Coke & Engineering Co Ltd     507,391  
      195,000     Nippon Corp     1,709,928  
      221,000     Nippon Formula Feed Manufacturing Co Ltd *     326,258  
      268,000     Nippon Road Co Ltd (The)     739,121  
      17,000     Nippon Seiki Co Ltd     198,057  
      128,000     Nippon Shokubai Co Ltd     1,612,517  
      250,000     Nippon Soda Co Ltd     1,103,795  
      139,000     Nippon Steel Trading Co Ltd     363,699  
      84,000     Nippon Densetsu Kogyo Co Ltd     855,491  
      197,000     Nippon Express Co Ltd     826,395  
      39,000     Nippon Flour Mills Co Ltd     183,903  
      23,000     Nippon Konpo Unyu Soko Co Ltd     252,594  
      1,432,000     Nippon Light Metal Co Ltd     2,756,510  
      246,700     Nippon Paper Group Inc     6,272,468  
      281,600     Nippon Suisan Kaisha Ltd     1,043,154  
      397,100     Nippon Telegraph & Telephone Corp     18,592,550  
      2,473,000     Nippon Yusen Kabushiki Kaisha     7,516,155  
      52,500     Nishimatsuya Chain Co Ltd     462,314  
      1,844,984     Nishimatsu Construction Co Ltd     2,817,061  
      148,000     Nissan Shatai Co Ltd     1,150,272  
      159,300     Nissan Chemical Industries Ltd     1,661,162  
      683,200     Nissan Motor Co Ltd     6,282,312  
      128,500     Nissen Holdings Co Ltd     779,372  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      711,000     Nisshin Steel Co Ltd     1,397,288  
      169,000     Nisshin Oillio Group Ltd (The)     819,052  
      154,000     Nissin Corp     391,415  
      26,100     Nitori Holdings Co Ltd     2,675,745  
      97,000     Nittetsu Mining Co Ltd     408,415  
      75,400     Nitto Denko Corp     2,953,971  
      468     Nomura Real Estate Office Fund (REIT)     3,009,792  
      89,500     Nomura Research Institute Ltd     2,026,685  
      70,000     NS United Kaiun Kaisha Ltd     118,910  
      134,000     NTN Corp     672,874  
      8,437     NTT Docomo Inc     15,380,269  
      771,000     Obayashi Corp     3,793,638  
      7,410     Obic Co Ltd     1,395,117  
      446,000     OJI Paper Co Ltd     2,386,699  
      20,000     Okamura Corp     136,699  
      1,573,000     Oki Electric Industry Co Ltd *     1,533,458  
      135     Okinawa Cellular Telephone Co     300,829  
      29,600     Okinawa Electric Power Co     1,403,148  
      50,000     Okuwa Co Ltd     611,867  
      10,000     Onoken Co Ltd     92,658  
      30,100     Ono Pharmaceutical Co Ltd     1,738,699  
      61,040     ORIX Corp     5,543,599  
      1,426,132     Osaka Gas Co Ltd     5,797,173  
      157,000     Pacific Metals Co Ltd     1,055,671  
      17,800     Paltac Corp     346,485  
      38,200     Parco Co Ltd     307,753  
      292     Pasona Group Inc     279,773  
      1,250,000     Penta Ocean Construction Co Ltd     3,216,253  
      3,175     PGM Holdings KK     1,665,592  
      375,000     Pioneer Corp *     1,772,372  
      41,690     Point Inc     1,973,284  
      390     Premier Investment Corp (REIT)     1,697,796  
      201,000     Press Kogyo Co Ltd     985,134  
      619,000     Prima Meat Packers Ltd     819,926  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      205,000     Rengo Co Ltd     1,505,249  
      294,000     Ricoh Company Ltd     2,672,944  
      82,300     Right On Co Ltd     454,580  
      63,000     Riken Corp     274,873  
      15,700     Riso Kagaku Corp     287,747  
      476,700     Round One Corp     4,181,666  
      215,000     Ryobi Ltd     932,568  
      42,400     Ryohin Keikaku Co Ltd     2,271,167  
      14,500     S Foods Inc     119,466  
      21,400     Saint Marc Holdings Co Ltd     844,966  
      144,000     San-Ai Oil Co Ltd     796,513  
      178,000     Sanden Corp     720,838  
      30,000     Sanki Engineering     163,537  
      270,000     Sankyo–Tateyama Holdings Inc *     358,983  
      93,200     Sankyo Co Ltd     4,784,903  
      233,418     Sankyu Inc     1,098,262  
      46,700     Sanshin Electronics Co Ltd     380,619  
      89,159     Sanwa Holdings Corp     292,543  
      3,200     San–A Co Ltd     126,640  
      167,000     Sasebo Heavy Industries Co Ltd     286,293  
      82,100     Secom Co Ltd     3,821,184  
      69,000     Seika Corp     204,587  
      347,000     Seikitokyu Kogyo Co Ltd *     248,122  
      136,000     Seiko Holdings Corp     368,589  
      167,000     Seino Holdings Co Ltd     1,217,543  
      22,100     Seiren Co Ltd     145,282  
      237     Sekisui House SI Investment Co (REIT)     1,089,816  
      365,516     Senko Co Ltd     1,347,755  
      32,200     Senshukai Co Ltd     227,434  
      65,000     Seven & I Holdings Co Ltd     1,725,397  
      60,600     Shimachu Co Ltd     1,420,584  
      19,600     Shimamura Co Ltd     1,959,085  
      500,000     Shimizu Corp     2,244,133  
      27,900     Shinko Plantech Co Ltd     280,575  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      37,200     Shinko Shoji Co Ltd     290,999  
      80,000     ShinMaywa Industries Ltd     295,832  
      6,038,000     Shinsei Bank Ltd     7,229,939  
      154,000     Shinsho Corp     385,128  
      82,088     Ship Healthcare Holdings Inc     1,938,293  
      777,000     Shizuoka Bank Ltd (The)     7,657,885  
      126,500     Shizuoka Gas Co Ltd     795,571  
      94,000     Showa Corp *     627,749  
      1,819,000     Showa Denko KK     3,624,908  
      63,000     Showa Sangyo Co Ltd     190,882  
      589,600     Showa Shell Sekiyu KK     4,735,184  
      69,000     Sinanen Co Ltd     300,115  
      1,425     SKY Perfect JSAT Holdings Inc     708,492  
      3,746,000     Sojitz Corp     7,053,749  
      156,300     Stanley Electric Co Ltd     2,251,010  
      378,000     Sumikin Bussan Corp     891,382  
      974,000     Sumitomo Light Metal Industries Ltd *     976,525  
      54,000     Sumitomo Seika Chemicals Co Ltd     273,047  
      1,209,400     Sumitomo Corp     15,851,258  
      23,500     Sumitomo Electric Industries Ltd     314,341  
      55,900     Sumitomo Forestry Co Ltd     488,671  
      84,000     Sumitomo Metal Mining Co Ltd     1,351,891  
      1,272,900     Sumitomo Mitsui Financial Group Inc     37,687,554  
      658,000     Sumitomo Osaka Cement Co Ltd     2,029,364  
      59,100     Suzuken Co Ltd     1,442,458  
      617,000     SWCC Showa Holdings Co Ltd *     673,687  
      76,000     T RAD Co Ltd     323,702  
      47,600     Tachi-S Co Ltd     819,915  
      3,259,000     Taiheiyo Cement Co Ltd     5,793,774  
      462,400     Taihei Kogyo Co Ltd     2,218,456  
      1,642,836     Taisei Corp     4,382,303  
      148,000     Takashimaya Co Ltd     1,049,400  
      508,400     Takeda Pharmaceutical Co Ltd     24,623,649  
      44,000     Takiron Co Ltd     162,991  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      114,000     Takuma Co Ltd *     544,274  
      38,600     Teikoku Piston Ring Co Ltd     465,908  
      602,098     TOA Corp     1,080,430  
      206,200     Tohoku Electric Power Co Inc     2,740,601  
      128,900     Toho Holdings Co Ltd     1,366,118  
      166,000     Tohto Suisan Co Ltd     297,736  
      56,000     Tokai Rika Co Ltd     970,519  
      36,170     Token Corp     1,388,586  
      638,800     Tokio Marine Holdings Inc     17,436,793  
      985,000     Tokyo Gas Co Ltd     4,532,448  
      183,500     Tokyo Steel Manufacturing Co     1,741,908  
      489     Tokyu REIT Inc (REIT)     2,873,413  
      96,430     Tokyu Construction Co Ltd     295,575  
      249,000     TonenGeneral Sekiyu KK     2,857,082  
      35,400     Toppan Forms Co Ltd     282,293  
      261,000     Toppan Printing Co Ltd     1,950,891  
      321,000     Topy Industries Ltd     897,678  
      109,000     Toshiba TEC Corp     453,360  
      1,113,000     Tosoh Corp     4,286,787  
      30,700     Touei Housing Corp     346,355  
      1,087,000     Toyo Construction Co Ltd     1,213,490  
      191,000     Toyo Engineering Corp     692,105  
      93,000     Toyo Ink SC Holdings Co Ltd     402,654  
      185,000     Toyo Kanetsu KK     429,361  
      824,000     Toyo Tire & Rubber Co Ltd     2,200,937  
      70,400     Toyota Auto Body Co Ltd     1,136,229  
      278,000     Toyota Motor Corp     10,015,042  
      525,800     Toyota Tsusho Corp     8,800,668  
      64,000     Toyo Suisan Kaisha Ltd     1,694,616  
      27,400     Transcosmos Inc     343,994  
      17,300     Tsumura & Co     536,171  
      18,400     Tsuruha Holdings Inc     950,358  
      504     T–Gaia Corp     993,324  
      241,000     Uchida Yoko Co Ltd     612,890  

         
    See accompanying notes to the financial statements.   13


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      174,000     Uniden Corp     774,429  
      68,100     Unipres Corp     1,752,500  
      1,256,000     Unitika Ltd *     843,115  
      427,800     UNY Co Ltd     3,862,853  
      159,230     Usen Corp *     114,877  
      17,910     USS Co Ltd     1,555,079  
      122,400     Valor Co Ltd     2,101,568  
      20,100     Vital KSK Holdings Inc     164,562  
      433,000     Wakachiku Construction Co Ltd *     663,761  
      35,600     Xebio Co Ltd     838,022  
      11,392     Yahoo Japan Corp     3,694,776  
      190,770     Yamada Denki Co Ltd     14,028,384  
      107,200     Yamaha Motor Co Ltd *     1,613,609  
      62,600     Yamato Holdings Co Ltd     1,092,988  
      58,600     Yamato Kogyo Co Ltd     1,513,175  
      108,500     Yamazen Corp     796,039  
      382,000     Yokohama Rubber Co Ltd     2,140,746  
      40,500     Yokohama Reito Co Ltd     313,991  
      66,500     Yonekyu Corp     508,459  
      34,400     Yorozu Corp     820,075  
      734,000     Yuasa Trading Co Ltd     1,122,131  
      80,000     Yurtec Corp     398,309  
                     
            Total Japan     1,007,679,548  
                     
                     
            TOTAL COMMON STOCKS (COST $976,131,171)     1,007,679,548  
                     

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 5.7%        
                     
            Time Deposits — 5.7%        
USD
    10,000,000     Bank of America (Charlotte) Time Deposit, 0.03%, due 09/01/11     10,000,000  
JPY
    71,880,418     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     938,754  
USD
    20,783,630     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     20,783,630  
USD
    10,000,000     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     10,000,000  
USD
    10,000,000     HSBC Bank (New York) Time Deposit, 0.03%, due 09/01/11     10,000,000  
USD
    10,000,000     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     10,000,000  
                     
            Total Time Deposits     61,722,384  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $61,722,384)     61,722,384  
                     
                     
            TOTAL INVESTMENTS — 99.4%
(Cost $1,037,853,555)
    1,069,401,932  
            Other Assets and Liabilities (net) — 0.6%     6,686,272  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,076,088,204  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
          Units of
      Appreciation
Date   Counterparty   Deliver/Receive   Currency   Value   (Depreciation)
 
Buys
                                   
9/08/11
    Bank of New York Mellon     JPY     5,038,305,916     $ 65,801,177     $ (84,869 )
9/08/11
    Barclays Bank PLC     JPY     9,787,125,603       127,821,612       (164,861 )
9/08/11
    Brown Brothers Harriman & Co.      JPY     11,788,471,519       153,959,548       (198,573 )
9/08/11
    Deutsche Bank AG     JPY     7,570,598,233       98,873,368       (127,524 )
9/08/11
    Morgan Stanley Capital Services Inc.      JPY     11,331,250,000       147,988,154       (190,871 )
                                 
                        $ 594,443,859     $ (766,698 )
                                 

         
    See accompanying notes to the financial statements.   15


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
          Units of
      Appreciation
Date   Counterparty   Deliver/Receive   Currency   Value   (Depreciation)
 
Sales #
                                   
9/08/11
    Bank of New York Mellon     JPY     5,038,305,916     $ 65,801,177     $ (503,468 )
9/08/11
    Barclays Bank PLC     JPY     9,787,125,603       127,821,612       (984,584 )
9/08/11
    Brown Brothers Harriman & Co.      JPY     11,788,471,519       153,959,548       (2,243,353 )
9/08/11
    Deutsche Bank AG     JPY     7,570,598,233       98,873,368       (742,949 )
9/08/11
    Morgan Stanley Capital Services Inc.      JPY     11,331,250,000       147,988,153       (1,134,213 )
10/07/11
    Bank of New York Mellon     JPY     5,038,305,916       65,818,760       82,367  
10/07/11
    Barclays Bank PLC     JPY     9,787,125,603       127,855,767       160,840  
10/07/11
    Brown Brothers Harriman & Co.      JPY     11,788,471,519       154,000,687       189,696  
10/07/11
    Deutsche Bank AG     JPY     7,570,598,233       98,899,787       120,528  
10/07/11
    Morgan Stanley Capital Services Inc.      JPY     11,331,250,000       148,027,696       186,216  
                                 
                        $ 1,189,046,555     $ (4,868,920 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
408
    TOPIX     September 2011   $ 41,389,647     $ (1,682,629 )
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
 
Currency Abbreviations:
JPY - Japanese Yen
USD - United States Dollar

         
16
  See accompanying notes to the financial statements.    


 

GMO Flexible Equities Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $1,037,853,555) (Note 2)
  $ 1,069,401,932  
Receivable for Fund shares sold
    7,838,873  
Dividends receivable
    1,384,188  
Unrealized appreciation on open forward currency contracts (Note 4)
    739,647  
Due from broker on futures contracts
    4,078,844  
Receivable for variation margin on open futures contracts (Note 4)
    263,233  
Receivable for collateral on closed swap contracts (Note 4)
    610,000  
Receivable for expenses reimbursed by Manager (Note 5)
    36,994  
         
Total assets
    1,084,353,711  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    1,202,142  
Payable to affiliate for (Note 5):
       
Management fee
    478,848  
Shareholder service fee
    56,068  
Trustees and Trust Officers or agents unaffiliated with the Manager
    1,007  
Unrealized depreciation on open forward currency contracts (Note 4)
    6,375,265  
Accrued expenses
    152,177  
         
Total liabilities
    8,265,507  
         
Net assets
  $ 1,076,088,204  
         
Net assets consist of:
       
Paid-in capital
  $ 1,111,658,335  
Distributions in excess of net investment income
    (5,523,868 )
Accumulated net realized loss
    (54,302,899 )
Net unrealized appreciation
    24,256,636  
         
    $ 1,076,088,204  
         
Net assets attributable to:
       
Class III shares
  $ 105,994,236  
         
Class VI shares
  $ 970,093,968  
         
Shares outstanding:
       
Class III
    5,917,564  
         
Class VI
    54,121,295  
         
Net asset value per share:
       
Class III
  $ 17.91  
         
Class VI
  $ 17.92  
         

         
    See accompanying notes to the financial statements.   17


 

GMO Flexible Equities Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $627,382)
  $ 8,361,493  
Interest
    311,958  
         
Total investment income
    8,673,451  
         
Expenses:
       
Management fee (Note 5)
    2,274,338  
Shareholder service fee – Class III (Note 5)
    60,526  
Shareholder service fee – Class VI (Note 5)
    205,241  
Custodian and fund accounting agent fees
    101,752  
Audit and tax fees
    43,608  
Transfer agent fees
    19,964  
Registration fees
    13,256  
Legal fees
    12,236  
Trustees fees and related expenses (Note 5)
    5,961  
Miscellaneous
    20,221  
         
Total expenses
    2,757,103  
Fees and expenses reimbursed by Manager (Note 5)
    (205,076 )
Expense reductions (Note 2)
    (14 )
         
Net expenses
    2,552,013  
         
Net investment income (loss)
    6,121,438  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    15,605,005  
Futures contracts
    (2,616,848 )
Swap contracts
    (13,156,429 )
Foreign currency, forward contracts and foreign currency related transactions
    (33,811,476 )
         
Net realized gain (loss)
    (33,979,748 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (15,340,422 )
Futures contracts
    (1,682,629 )
Swap contracts
    13,535,498  
Foreign currency, forward contracts and foreign currency related transactions
    (5,279,748 )
         
Net unrealized gain (loss)
    (8,767,301 )
         
Net realized and unrealized gain (loss)
    (42,747,049 )
         
Net increase (decrease) in net assets resulting from operations
  $ (36,625,611 )
         

         
18
  See accompanying notes to the financial statements.    


 

GMO Flexible Equities Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 6,121,438     $ 5,946,897  
Net realized gain (loss)
    (33,979,748 )     (8,228,080 )
Change in net unrealized appreciation (depreciation)
    (8,767,301 )     19,520,005  
                 
                 
Net increase (decrease) in net assets from operations
    (36,625,611 )     17,238,822  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (368,554 )
Class VI
          (3,931,813 )
                 
Total distributions from net investment income
          (4,300,367 )
                 
Net share transactions (Note 9):
               
Class III
    81,249,962       (13,406,608 )
Class VI
    688,737,110       (48,692,864 )
                 
Increase (decrease) in net assets resulting from net share transactions
    769,987,072       (62,099,472 )
                 
Total increase (decrease) in net assets
    733,361,461       (49,161,017 )
                 
Net assets:
               
Beginning of period
    342,726,743       391,887,760  
                 
End of period (including distributions in excess of net investment income of $5,523,868 and $11,645,306, respectively)
  $ 1,076,088,204     $ 342,726,743  
                 

         
    See accompanying notes to the financial statements.   19


 

GMO Flexible Equities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                 
    Six Months Ended
           
    August 31, 2011
  Year Ended February 28,
    (Unaudited)   2011   2010   2009(a)
 
Net asset value, beginning of period
  $ 19.61     $ 18.55     $ 15.39     $ 20.00  
                                 
                                 
Income (loss) from investment operations:
                               
Net investment income (loss)
    0.20       0.29       0.23       0.02  
Net realized and unrealized gain (loss)
    (1.90 )     1.01       3.40       (4.63 )
                                 
                                 
Total from investment operations
    (1.70 )     1.30       3.63       (4.61 )
                                 
                                 
Less distributions to shareholders:
                               
From net investment income
          (0.24 )     (0.47 )     (0.00 )(b)
                                 
                                 
Total distributions
          (0.24 )     (0.47 )     (0.00 )
                                 
                                 
Net asset value, end of period
  $ 17.91     $ 19.61     $ 18.55     $ 15.39  
                                 
                                 
Total Return(c)
    (8.67 )%**     7.08 %     23.62 %     (23.04 )%**
                                 
Ratios/Supplemental Data:
                               
Net assets, end of period (000’s)
  $ 105,994     $ 29,259     $ 41,753     $ 43,788  
Net expenses to average daily net assets
    0.70 %(d)*     0.70 %(d)     0.70 %(d)     0.70 %*
Net investment income (loss) to average daily net assets
    2.20 %*     1.57 %     1.26 %     0.56 %*
Portfolio turnover rate
    29 %**     71 %     58 %     7 %**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.11 %     0.11 %     0.26 %*
 
(a) For the period from December 12, 2008 (commencement of operations) through February 28, 2009.
(b) Distributions from net investment income were less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

GMO Flexible Equities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                 
    Six Months Ended
           
    August 31, 2011
  Year Ended February 28,
    (Unaudited)   2011   2010   2009(a)
 
Net asset value, beginning of period
  $ 19.62     $ 18.56     $ 15.39     $ 20.00  
                                 
                                 
Income (loss) from investment operations:
                               
Net investment income (loss)
    0.13       0.30       0.25       0.03  
Net realized and unrealized gain (loss)
    (1.83 )     1.02       3.41       (4.64 )
                                 
                                 
Total from investment operations
    (1.70 )     1.32       3.66       (4.61 )
                                 
                                 
Less distributions to shareholders:
                               
From net investment income
          (0.26 )     (0.49 )     (0.00 )(b)
                                 
                                 
Total distributions
          (0.26 )     (0.49 )     (0.00 )
                                 
                                 
Net asset value, end of period
  $ 17.92     $ 19.62     $ 18.56     $ 15.39  
                                 
                                 
Total Return(c)
    (8.66 )%**     7.18 %     23.81 %     (23.04 )%**
                                 
Ratios/Supplemental Data:
                               
Net assets, end of period (000’s)
  $ 970,094     $ 313,468     $ 350,135     $ 310,066  
Net expenses to average daily net assets
    0.61 %(d)*     0.61 %(d)     0.61 %(d)     0.61 %*
Net investment income (loss) to average daily net assets
    1.40 %*     1.64 %     1.36 %     0.69 %*
Portfolio turnover rate
    29 %**     71 %     58 %     7 %**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.11 %     0.11 %     0.26 %*
 
(a) For the period from December 12, 2008 (commencement of operations) through February 28, 2009.
(b) Distributions from net investment income were less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   21


 

GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Flexible Equities Fund (the “Fund”), which commenced operations on December 12, 2008, is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the MSCI World Index. The Fund may invest directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equity investments traded in any of the world’s securities markets. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Fund is permitted to make equity investments of all types, including equity investments issued by foreign and/or U.S. companies, growth and/or value style equities, and equity investments of companies of any market capitalization. In addition, the Fund is not limited in how much it may invest in any market or in the types of equity investments it may pursue, and it may often invest all its assets in a limited number of equity investments of companies in a single country and/or capitalization range. The Fund could experience material losses from a single investment.
 
The Manager pursues the Fund’s investment objective by using investment strategies designed to complement broader asset allocation strategies being implemented by the Manager in other GMO Asset Allocation Funds or accounts. Accordingly, the Fund is not a standalone investment. The Manager uses multi-year forecasts of relative value and risk to determine the Fund’s strategic direction.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include options, futures, swap contracts and reverse repurchase agreements. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its equity investments. For investment and hedging purposes, the Fund also may make short sales of securities, including short sales of securities the Fund does not own. In addition, the Fund may take active overweighted and underweighted positions in particular currencies relative to its benchmark. In addition, the Fund may lend its portfolio securities.
 
The Fund may identify and measure its performance against one or more secondary benchmarks from time to time. The Fund does not seek to control risk relative to the MSCI World Index or any other benchmark.

         
22
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund may, from time to time, take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on

         
        23


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs from an independent pricing service approved by the Trustees. As of August 31, 2011, the table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      93.6 %
           
Futures Contracts
      (0.2 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
24
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Japan
  $     $ 1,007,679,548     $      —     $ 1,007,679,548  
                                 
TOTAL COMMON STOCK
          1,007,679,548             1,007,679,548  
                                 
Short-Term Investments
    61,722,384                   61,722,384  
                                 
Total Investments
    61,722,384       1,007,679,548             1,069,401,932  
                                 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign Currency Risk
          739,647             739,647  
                                 
Total
  $ 61,722,384     $ 1,008,419,195     $     $ 1,070,141,579  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives*
                               
Futures Contracts
                               
Equity Risk
  $      —     $ (1,682,629 )   $      —     $ (1,682,629 )
                                 
Forward Currency Contracts
                               
Foreign Currency Risk
          (6,375,265 )           (6,375,265 )
                                 
Total
  $     $ (8,057,894 )   $     $ (8,057,894 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.

         
        25


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of

         
26
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $1,050,378 and post-October currency loss of $5,820,846.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (17,168,605 )
         
Total
  $ (17,168,605 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,049,784,901     $ 55,991,629     $ (36,374,598 )   $ 19,617,031      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws

         
        27


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the periods ended February 28, 2009 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations.
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.

         
28
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in

         
        29


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another creates additional risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.

         
30
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Short Sales Risk — The Fund runs the risk that the Fund’s loss on a short sale of securities that the Fund does not own is unlimited.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of

         
        31


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may

         
32
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        33


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the

         
34
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.

         
        35


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the

         
36
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
period ended August 31, 2011, the Fund used swap agreements to manage against anticipated currency exchange rates and to adjust exposure to foreign currencies. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on forward currency contracts
  $      —     $ 739,647     $      —     $     $      —     $ 739,647  
                                                 
Total
  $     $ 739,647     $     $     $     $ 739,647  
                                                 
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $     $     $     $ (1,682,629 )   $     $ (1,682,629 )
Unrealized depreciation on forward currency contracts
          (6,375,265 )                       (6,375,265 )
                                                 
Total
  $     $ (6,375,265 )   $     $ (1,682,629 )   $     $ (8,057,894 )
                                                 

         
        37


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $     $      —     $ (2,616,848 )   $      —     $ (2,616,848 )
Forward currency contracts
          (31,211,545 )                       (31,211,545 )
Swap agreements
          (13,156,429 )                       (13,156,429 )
                                                 
Total
  $     $ (44,367,974 )   $     $ (2,616,848 )   $     $ (46,984,822 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Futures contracts
  $     $     $     $ (1,682,629 )   $     $ (1,682,629 )
Forward currency contracts
          (5,298,024 )                       (5,298,024 )
Swap agreements
          13,535,498                         13,535,498  
                                                 
Total
  $     $ 8,237,474     $     $ (1,682,629 )   $     $ 6,554,845  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts and futures contracts), or notional amounts (swap agreements), outstanding at each month-end, was as follows for the period ended August 31,2011:
 
                         
    Forward
       
    currency
  Futures
  Swap
    contracts   contracts   agreements
 
Average amount outstanding
  $ 669,543,651     $ 23,981,586     $ 69,155,998  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.55% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on

         
38
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.55% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $5,961 and $2,189, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses 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 August 31, 2011 aggregated $897,786,466 and $221,165,378, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
        39


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 50.55% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. Two of the shareholders are other funds of the Trust. On that date, no other shareholders owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    4,565,722     $ 83,835,240       7,751     $ 142,996  
Shares issued to shareholders in reinvestment of distributions
                14,175       264,359  
Shares repurchased
    (140,036 )     (2,585,278 )     (780,526 )     (13,813,963 )
                                 
Net increase (decrease)
    4,425,686     $ 81,249,962       (758,600 )   $ (13,406,608 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    52,184,790     $ 949,197,366       1,434,560     $ 26,560,917  
Shares issued to shareholders in reinvestment of distributions
                210,711       3,929,770  
Shares repurchased
    (14,042,622 )     (260,460,256 )     (4,531,143 )     (79,183,551 )
                                 
Net increase (decrease)
    38,142,168     $ 688,737,110       (2,885,872 )   $ (48,692,864 )
                                 

         
40
       


 

GMO Flexible Equities
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered that the Fund’s performance is intended to complement broader asset allocation strategies being implemented by the Manager in other asset allocation funds or accounts and noted that the Fund is not separately available nor does it seek to control risk relative to a benchmark. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing

         
        41


 

 
GMO Flexible Equities
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record

         
42
       


 

 
GMO Flexible Equities
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        43


 

GMO Flexible Equities Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 01, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
44
       


 

 
GMO Flexible Equities Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.70 %   $ 1,000.00     $ 913.30     $ 3.37  
2) Hypothetical
    0.70 %   $ 1,000.00     $ 1,021.62     $ 3.56  
                                 
Class VI
                               
                                 
1) Actual
    0.61 %   $ 1,000.00     $ 913.40     $ 2.93  
2) Hypothetical
    0.61 %   $ 1,000.00     $ 1,022.07     $ 3.10  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        45


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Foreign Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.4 %
Preferred Stocks
    1.3  
Short-Term Investments
    1.1  
Forward Currency Contracts
    0.0 Ù
Other
    0.2  
         
      100.0 %
         
 
         
Country Summary*   % of Equity Investments  
Japan
    25.9 %
United Kingdom
    22.7  
France
    9.3  
Germany
    7.8  
Italy
    5.2  
Switzerland
    4.7  
Finland
    4.3  
Australia
    2.9  
South Korea
    2.3  
Sweden
    2.1  
Brazil
    1.9  
Russia
    1.8  
Hong Kong
    1.4  
Singapore
    1.1  
Spain
    1.1  
Norway
    0.9  
Belgium
    0.8  
Netherlands
    0.7  
Thailand
    0.7  
Denmark
    0.5  
Taiwan
    0.5  
Ireland
    0.4  
India
    0.3  
Malaysia
    0.2  
Mexico
    0.2  
Philippines
    0.2  
Austria
    0.1  
New Zealand
    0.0 Ù
         
      100.0 %
         
Ù Rounds to 0.0%.
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Energy
    15.2 %
Capital Goods
    11.2  
Materials
    8.4  
Banks
    8.3  
Telecommunication Services
    8.0  
Automobiles & Components
    7.4  
Pharmaceuticals, Biotechnology & Life Sciences
    6.3  
Technology Hardware & Equipment
    5.7  
Food, Beverage & Tobacco
    4.7  
Insurance
    4.6  
Utilities
    3.8  
Food & Staples Retailing
    3.2  
Real Estate
    2.7  
Consumer Services
    1.7  
Retailing
    1.4  
Transportation
    1.4  
Consumer Durables & Apparel
    1.3  
Household & Personal Products
    1.2  
Media
    0.9  
Software & Services
    0.8  
Health Care Equipment & Services
    0.7  
Commercial & Professional Services
    0.5  
Diversified Financials
    0.4  
Semiconductors & Semiconductor Equipment
    0.2  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.4%        
                     
            Australia — 2.8%        
      2,461,316     Asciano Group     4,146,014  
      69,136     Australia and New Zealand Banking Group Ltd     1,506,434  
      41,139     Commonwealth Bank of Australia     2,129,522  
      259,779     Crown Ltd     2,323,192  
      1,984,801     Dexus Property Group (REIT)     1,826,856  
      1,298,961     Incitec Pivot Ltd     5,281,597  
      187,553     James Hardie Industries SE *     1,199,565  
      128,985     Macquarie Group Ltd     3,588,522  
      1,307,595     Myer Holdings Ltd     3,003,577  
      260,449     Santos Ltd     3,289,530  
      1,592,357     Telstra Corp Ltd     5,160,071  
      438,364     Toll Holdings Ltd     2,291,346  
      381,117     Westpac Banking Corp     8,440,310  
                     
            Total Australia     44,186,536  
                     
                     
            Austria — 0.1%        
      24,299     Telekom Austria AG     269,387  
      57,248     Wienerberger AG     815,409  
                     
            Total Austria     1,084,796  
                     
                     
            Belgium — 0.8%        
      206,164     Belgacom SA     6,748,547  
      103,208     Umicore SA     4,981,966  
                     
            Total Belgium     11,730,513  
                     
                     
            Brazil — 1.3%        
      175,400     Cia Hering     3,877,333  
      203,000     EDP-Energias Do Brasil SA     4,876,387  
      346,400     Magazine Luiza SA *     2,796,181  
      369,900     OGX Petroleo e Gas Participacoes SA *     2,665,213  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      253,000     Sonae Sierra Brasil SA     3,766,631  
      303,900     T4F Entretenimento SA *     2,806,288  
                     
            Total Brazil     20,788,033  
                     
                     
            Denmark — 0.5%        
      372,355     H Lundbeck A/S     8,207,073  
                     
                     
            Finland — 4.2%        
      204,087     Amer Sports Oyj Class A     2,754,104  
      296,702     Fortum Oyj     7,973,764  
      16,004     Konecranes Oyj     435,972  
      295,808     Neste Oil Oyj     3,280,262  
      213,485     Nokian Renkaat Oyj     7,916,785  
      2,408,589     Nokia Oyj     15,492,693  
      183,225     Orion Oyj Class B     4,119,718  
      23,954     Rautaruukki Oyj     363,286  
      487,860     Sampo Oyj Class A     14,008,343  
      452,827     UPM–Kymmene Oyj     5,923,595  
      157,714     YIT Oyj     3,144,427  
                     
            Total Finland     65,412,949  
                     
                     
            France — 9.2%        
      129,783     Accor SA     4,652,762  
      201,270     ArcelorMittal     4,427,411  
      397,250     AXA     6,375,925  
      112,716     BNP Paribas     5,797,710  
      141,044     Carrefour SA     3,756,483  
      44,634     Christian Dior SA     6,463,881  
      100,471     Compagnie de Saint-Gobain     5,046,401  
      102,708     Compagnie Generale des Etablissements Michelin-Class B     7,516,406  
      144,439     European Aeronautic Defense and Space Co NV     4,574,251  
      63,153     L’Oreal SA     6,854,363  
      130,435     Legrand SA     5,166,032  
      61,705     Pernod-Ricard SA     5,537,425  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            France — continued        
      94,171     Publicis Groupe SA     4,423,232  
      55,883     Renault SA     2,270,821  
      281,487     Sanofi     20,528,274  
      41,868     Societe BIC SA     4,060,854  
      101,416     Sodexo     7,533,312  
      500,952     Total SA     24,464,223  
      44,220     Vallourec SA     3,964,180  
      367,197     Vivendi SA     8,928,137  
                     
            Total France     142,342,083  
                     
                     
            Germany — 7.3%        
      113,549     Allianz SE (Registered)     11,680,796  
      42,430     Axel Springer AG     1,823,006  
      180,567     Bayer AG     11,612,037  
      3,479,397     Commerzbank AG *     10,282,307  
      101,607     Continental AG *     7,491,299  
      258,728     Daimler AG (Registered)     13,976,492  
      844,382     Deutsche Telekom AG (Registered)     10,660,242  
      512,692     E.ON AG     11,196,298  
      73,823     HeidelbergCement AG     3,168,689  
      114,940     K+S AG     8,066,461  
      223,313     SAP AG     12,178,233  
      112,752     Siemens AG (Registered)     11,598,580  
                     
            Total Germany     113,734,440  
                     
                     
            Hong Kong — 1.4%        
      807,000     Hutchison Whampoa Ltd     7,750,487  
      1,087,500     Power Assets Holdings Ltd     8,417,883  
      360,000     Swire Pacific Ltd     4,813,177  
                     
            Total Hong Kong     20,981,547  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            India — 0.3%        
      958,493     Housing Development & Infrastructure Ltd *     2,162,216  
      943,106     Indiabulls Real Estate Ltd *     1,743,317  
      234,250     Indiabulls Wholesale *     26,197  
                     
            Total India     3,931,730  
                     
                     
            Ireland — 0.4%        
      309,871     C&C Group Plc     1,355,065  
      192,058     CRH Plc     3,391,618  
      39,368     DCC Plc     1,073,374  
                     
            Total Ireland     5,820,057  
                     
                     
            Italy — 5.2%        
      284,917     Assicurazioni Generali SPA     5,145,607  
      439,538     Autogrill SPA     5,449,787  
      252,953     Enel SPA     1,233,744  
      1,659,470     ENI SPA     33,365,755  
      58,734     Fondiaria–Sai SPA-Di RISP *     73,356  
      4,606,820     Intesa San Paolo     7,497,910  
      1,317,021     Intesa Sanpaolo SPA-Di RISP     1,795,472  
      286,872     Italcementi SPA-Di RISP     1,037,020  
      231,556     Lottomatica SPA *     3,656,722  
      1,271,970     Mediaset SPA     4,920,561  
      320,213     Mediobanca SPA     2,951,608  
      205,294     Prysmian SPA     3,312,946  
      1,547,439     Saras SPA *     2,812,864  
      1,730,821     Telecom Italia SPA-Di RISP     1,896,141  
      235,307     Tenaris SA     3,901,317  
      279,215     Unione di Banche Italiane ScpA     1,035,423  
                     
            Total Italy     80,086,233  
                     
                     
            Japan — 25.6%        
      991,600     Aeon Co Ltd     12,489,032  
      305,900     Aisin Seiki Co Ltd     10,260,152  
      446,900     Alps Electric Co Ltd     4,086,819  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      812,000     Asahi Glass Co Ltd     7,993,592  
      1,370,000     Asahi Kasei Corp     9,143,407  
      190,000     Astellas Pharma Inc     7,180,328  
      243,000     Canon Inc     11,466,797  
      879,000     Chiba Bank Ltd     5,743,623  
      301,500     Chugai Pharmaceutical Co Ltd     5,288,337  
      336,000     Daikin Industries Ltd     10,619,369  
      104,300     Daito Trust Construction Co Ltd     9,670,822  
      1,632,000     Ebara Corp     7,330,557  
      511,400     Elpida Memory Inc *     3,593,171  
      3,792,000     Hitachi Ltd     20,512,929  
      757,000     Honda Motor Co Ltd     24,666,847  
      309,000     Hoya Corp     6,821,596  
      926,300     Itochu Corp     9,998,077  
      394,700     JSR Corp     7,165,735  
      315,800     JS Group Corp     8,015,601  
      2,376,100     JX Holdings Inc     15,127,790  
      205,600     Lawson Inc     11,210,629  
      122,700     Miraca Holdings Inc     5,218,221  
      2,035,500     Mitsubishi Chemical Holdings Corp     14,329,759  
      1,504,000     Mitsubishi Electric Corp     15,047,716  
      731,800     Mitsui & Co Ltd     12,555,860  
      1,422,000     Mitsui OSK Lines Ltd     6,020,829  
      2,012,000     Nissan Motor Co Ltd     18,501,188  
      1,027,000     NSK Ltd     8,226,260  
      11,489     NTT Docomo Inc     20,943,927  
      476,900     Seiko Epson Corp     6,676,093  
      783,000     Sekisui Chemical Co Ltd     6,748,339  
      84,800     Shimamura Co Ltd     8,476,042  
      5,542,000     Shinsei Bank Ltd     6,636,025  
      487,300     Sumitomo Rubber Industries     6,164,132  
      441,400     Sumitomo Electric Industries Ltd     5,904,252  
      575,600     Sumitomo Mitsui Financial Group Inc     17,042,153  
      2,264,000     Sumitomo Mitsui Trust Holdings Inc     7,696,154  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      336,500     Sumitomo Realty & Development Co Ltd     7,142,106  
      1,738,000     Teijin Ltd     6,701,899  
      318,900     Tokio Marine Holdings Inc     8,704,748  
                     
            Total Japan     397,120,913  
                     
                     
            Malaysia — 0.2%        
      1,746,200     Petronas Chemicals Group Bhd     3,690,718  
                     
                     
            Mexico — 0.2%        
      55,800     Grupo Aeroportuario del Sureste SAB de CV ADR     3,208,500  
                     
                     
            Netherlands — 0.7%        
      1,081,806     Aegon NV *     4,871,224  
      6,841     Arcadis NV     129,464  
      79,084     Dockwise Ltd *     1,511,778  
      126,544     Imtech NV     3,668,459  
                     
            Total Netherlands     10,180,925  
                     
                     
            New Zealand — 0.0%        
      59,029     Sky Network Television Ltd     290,594  
                     
                     
            Norway — 0.8%        
      507,087     ProSafe ASA     3,698,327  
      191,533     Statoil ASA     4,602,242  
      737,837     Storebrand ASA     4,894,042  
                     
            Total Norway     13,194,611  
                     
                     
            Philippines — 0.2%        
      7,707,200     Alliance Global Group Inc     1,892,304  
      845,260     Cebu Air Inc     1,630,880  
                     
            Total Philippines     3,523,184  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Russia — 1.8%        
      229,176     Lukoil OAO ADR     13,779,889  
      281,700     Phosagro OAO-GDR 144A *     3,366,315  
      987,800     VimpelCom Ltd Sponsored ADR     11,290,554  
                     
            Total Russia     28,436,758  
                     
                     
            Singapore — 1.1%        
      627,554     DBS Group Holdings Ltd     6,907,082  
      2,971,000     Global Logistic Properties Ltd *     4,123,108  
      710,100     Keppel Corp Ltd     5,484,388  
                     
            Total Singapore     16,514,578  
                     
                     
            South Korea — 1.9%        
      60,031     Doosan Heavy Industries and Construction Co     3,110,934  
      13,920     Hyundai Mobis     4,438,025  
      108,100     Kangwon Land Inc     2,830,404  
      6,091     LG Chem Ltd     2,178,478  
      38,771     LG Corp     2,299,216  
      234,150     LG Display Co Ltd     4,636,174  
      49,913     LG Electronics Inc     3,140,894  
      72,770     Shinhan Financial Group Co Ltd     3,075,401  
      22,117     SK Holdings Co Ltd     3,439,831  
                     
            Total South Korea     29,149,357  
                     
                     
            Spain — 1.1%        
      384,888     Banco Santander SA     3,556,255  
      232,819     Enagas     4,878,537  
      95,466     Red Electrica de Espana     4,690,601  
      151,654     Repsol YPF SA     4,364,621  
                     
            Total Spain     17,490,014  
                     
                     
            Sweden — 2.1%        
      814,623     Ericsson LM B Shares     9,142,245  
      215,172     Getinge AB Class B     5,553,806  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Sweden — continued        
      702,741     Svenska Cellulosa AB Class B     9,460,626  
      1,114,022     TeliaSonera AB     7,945,371  
                     
            Total Sweden     32,102,048  
                     
                     
            Switzerland — 4.6%        
      60,170     Adecco SA *     2,802,339  
      529,546     Novartis AG (Registered)     30,898,509  
      50,067     Roche Holding AG (Non Voting)     8,754,919  
      37,143     Sulzer AG     5,011,373  
      11,680     Swisscom AG (Registered)     5,236,592  
      34,278     Syngenta AG (Registered) *     10,850,979  
      35,490     Zurich Financial Services AG *     7,995,618  
                     
            Total Switzerland     71,550,329  
                     
                     
            Taiwan — 0.5%        
      540,416     Asustek Computer Inc     4,595,791  
      1,441,756     Hon Hai Precision Industry Co Ltd     3,674,095  
                     
            Total Taiwan     8,269,886  
                     
                     
            Thailand — 0.7%        
      1,226,000     Bangkok Bank Pcl NVDR     6,558,889  
      17,578,900     Land & Houses Pcl NVDR     4,022,022  
                     
            Total Thailand     10,580,911  
                     
                     
            United Kingdom — 22.4%        
      284,549     AMEC Plc     4,214,478  
      503,694     BAE Systems Plc     2,247,592  
      1,091,920     Barclays Plc     3,016,983  
      599,597     BG Group Plc     12,930,714  
      489,612     Bodycote Plc     2,312,130  
      5,354,606     BP Plc     34,949,654  
      646,580     British American Tobacco Plc     28,767,421  
      1,691,537     BT Group Plc     4,691,424  
      797,560     Centrica Plc     3,864,432  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      61,092     Charter International Plc     753,173  
      611,091     Diageo Plc     12,278,763  
      3,271,617     HSBC Holdings Plc     28,495,846  
      321,139     Imperial Tobacco Group Plc     10,623,652  
      706,897     Inchcape Plc     3,698,650  
      496,538     International Power Plc     2,736,131  
      217,533     John Wood Group Plc     2,093,874  
      39,639     Johnson Matthey Plc     1,095,297  
      227,798     Land Securities Group Plc (REIT)     2,721,251  
      1,055,316     National Express Group Plc     4,290,265  
      359,189     National Grid Plc     3,618,703  
      856,864     Premier Oil Plc *     4,595,679  
      638,714     Prudential Plc     6,433,996  
      224,566     Reckitt Benckiser Group Plc     11,912,120  
      171,520     Rio Tinto Plc     10,455,599  
      128,798     Rolls-Royce Holdings Plc *     1,333,691  
      911,683     Royal Dutch Shell Plc A Shares (London)     30,497,049  
      788,316     Royal Dutch Shell Plc B Shares (London)     26,528,790  
      203,956     Scottish & Southern Energy Plc     4,295,439  
      1,940,968     Tesco Plc     11,930,331  
      243,094     Travis Perkins Plc     3,247,133  
      174,262     Ultra Electronics Holdings Plc     4,206,582  
      375,459     Unilever Plc     12,598,729  
      11,556,444     Vodafone Group Plc     30,327,067  
      2,109,351     William Morrison Supermarket Plc     9,894,858  
      577,780     Xstrata Plc     10,034,534  
                     
            Total United Kingdom     347,692,030  
                     
                     
            TOTAL COMMON STOCKS (COST $1,542,806,750)     1,511,301,346  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
                     
            PREFERRED STOCKS — 1.3%        
                     
            Brazil — 0.5%        
      253,200     Telecomunicacoes de Sao Paulo SA     7,978,210  
                     
                     
            Germany — 0.4%        
      96,115     Porsche Automobil Holding SE 1.10%     6,470,222  
                     
                     
            South Korea — 0.4%        
      50,065     Hyundai Motor Co 2.35%     3,208,275  
      13,882     LG Chem Ltd 3.09%     1,706,935  
      42,590     LG Electronics Inc 1.06%     964,664  
                     
            Total South Korea     5,879,874  
                     
                     
            TOTAL PREFERRED STOCKS (COST $16,216,908)     20,328,306  
                     
                     
            SHORT-TERM INVESTMENTS — 1.1%        
                     
            Time Deposits — 1.1%        
JPY
    14,611,807     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     190,830  
SEK
    164     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     26  
AUD
    53,517     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     57,207  
USD
    6,251,835     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     6,251,835  
EUR
    7,132,768     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     10,246,221  
GBP
    492,783     JPMorgan Chase (New York) Time Deposit, 0.11%, due 09/01/11     799,935  
                     
            Total Time Deposits     17,546,054  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $17,546,054)     17,546,054  
                     
                     
            TOTAL INVESTMENTS — 99.8%
(Cost $1,576,569,712)
    1,549,175,706  
            Other Assets and Liabilities (net) — 0.2%     3,538,672  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,552,714,378  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Sales #
                                   
9/15/11
    HSBC Bank USA     EUR     10,683,000     $ 15,343,495     $ (146,866 )
9/15/11
    Deutsche Bank AG     EUR     10,683,000       15,343,494       (141,759 )
                                 
                        $ 30,686,989     $ (288,625 )
                                 
 
# Fund sells foreign currency; buys USD.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
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 investors.
ADR - American Depositary Receipt
GDR - Global Depository Receipt
NVDR - Non-Voting Depository Receipt
REIT - Real Estate Investment Trust
* Non-income producing security.
 
Currency Abbreviations:
 
AUD - Australian Dollar
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
SEK - Swedish Krona
USD - United States Dollar

         
    See accompanying notes to the financial statements.   13


 

GMO Foreign Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $1,576,569,712) (Note 2)
  $ 1,549,175,706  
Foreign currency, at value (cost $825,792) (Note 2)
    822,211  
Receivable for investments sold
    7,003,049  
Receivable for Fund shares sold
    637,828  
Dividends and interest receivable
    4,998,995  
Foreign taxes receivable
    1,382,956  
Receivable for foreign currency sold
    11,814  
Receivable for expenses reimbursed by Manager (Note 5)
    128,526  
Miscellaneous receivable
    18,874  
         
Total assets
    1,564,179,959  
         
         
Liabilities:
       
Payable for investments purchased
    9,402,590  
Payable for Fund shares repurchased
    26,871  
Payable to affiliate for (Note 5):
       
Management fee
    788,901  
Shareholder service fee
    193,861  
Administration fee – Class M
    723  
Trustees and Trust Officers or agents unaffiliated with the Manager
    5,644  
Payable for 12b-1 fee – Class M
    1,927  
Unrealized depreciation on open forward currency contracts (Note 4)
    288,625  
Accrued expenses
    756,439  
         
Total liabilities
    11,465,581  
         
Net assets
  $ 1,552,714,378  
         

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 2,123,304,976  
Accumulated undistributed net investment income
    33,856,980  
Accumulated net realized loss
    (576,892,250 )
Net unrealized depreciation
    (27,555,328 )
         
    $ 1,552,714,378  
         
Net assets attributable to:
       
Class II shares
  $ 262,612,218  
         
Class III shares
  $ 905,227,889  
         
Class IV shares
  $ 380,574,647  
         
Class M shares
  $ 4,299,624  
         
Shares outstanding:
       
Class II
    23,496,861  
         
Class III
    80,579,806  
         
Class IV
    33,061,154  
         
Class M
    383,317  
         
Net asset value per share:
       
Class II
  $ 11.18  
         
Class III
  $ 11.23  
         
Class IV
  $ 11.51  
         
Class M
  $ 11.22  
         

         
    See accompanying notes to the financial statements.   15


 

GMO Foreign Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $4,685,797)
  $ 42,871,932  
Interest
    38,583  
         
Total investment income
    42,910,515  
         
Expenses:
       
Management fee (Note 5)
    6,243,304  
Shareholder service fee – Class II (Note 5)
    384,743  
Shareholder service fee – Class III (Note 5)
    906,583  
Shareholder service fee – Class IV (Note 5)
    232,976  
12b-1 fee – Class M (Note 5)
    6,040  
Administration fee – Class M (Note 5)
    4,832  
Custodian and fund accounting agent fees
    642,252  
Audit and tax fees
    50,416  
Legal fees
    40,756  
Transfer agent fees
    32,292  
Trustees fees and related expenses (Note 5)
    20,583  
Registration fees
    18,860  
Miscellaneous
    40,932  
         
Total expenses
    8,624,569  
Fees and expenses reimbursed by Manager (Note 5)
    (811,348 )
Expense reductions (Note 2)
    (8 )
         
Net expenses
    7,813,213  
         
Net investment income (loss)
    35,097,302  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments (net of foreign capital gains tax of $(2,219)) (Note 2)
    90,693,309  
Foreign currency, forward contracts and foreign currency related transactions (net of foreign transaction taxes of $409,558) (Note 2)
    15,066  
         
Net realized gain (loss)
    90,708,375  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments
    (358,132,341 )
Foreign currency, forward contracts and foreign currency related transactions
    (223,764 )
         
Net unrealized gain (loss)
    (358,356,105 )
         
Net realized and unrealized gain (loss)
    (267,647,730 )
         
Net increase (decrease) in net assets resulting from operations
  $ (232,550,428 )
         

         
16
  See accompanying notes to the financial statements.    


 

GMO Foreign Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 35,097,302     $ 59,851,141  
Net realized gain (loss)
    90,708,375       109,187,445  
Change in net unrealized appreciation (depreciation)
    (358,356,105 )     313,695,778  
                 
                 
Net increase (decrease) in net assets from operations
    (232,550,428 )     482,734,364  
                 
Distributions to shareholders from:
               
Net investment income
               
Class II
    (4,494,216 )     (9,334,792 )
Class III
    (16,354,009 )     (29,522,934 )
Class IV
    (6,007,240 )     (18,540,322 )
Class M
    (67,480 )     (84,450 )
                 
Total distributions from net investment income
    (26,922,945 )     (57,482,498 )
                 
Net share transactions (Note 9):
               
Class II
    (110,171,464 )     (192,336,087 )
Class III
    (382,988,400 )     (375,917,665 )
Class IV
    (391,841,428 )     (157,627,171 )
Class M
    (27,735 )     (542,998 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (885,029,027 )     (726,423,921 )
                 
Total increase (decrease) in net assets
    (1,144,502,400 )     (301,172,055 )
                 
Net assets:
               
Beginning of period
    2,697,216,778       2,998,388,833  
                 
End of period (including accumulated undistributed net investment income of $33,856,980 and $25,682,623, respectively)
  $ 1,552,714,378     $ 2,697,216,778  
                 

         
    See accompanying notes to the financial statements.   17


 

GMO Foreign Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class II share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 12.88     $ 11.07     $ 8.03     $ 16.52     $ 18.56     $ 16.70  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.21       0.24       0.26       0.45       0.40       0.38  
Net realized and unrealized gain
(loss)
    (1.73 )     1.79       3.24       (7.95 )     (0.36 )     3.06  
                                                 
                                                 
Total from investment operations
    (1.52 )     2.03       3.50       (7.50 )     0.04       3.44  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.18 )     (0.22 )     (0.46 )     (0.33 )     (0.44 )     (0.43 )
From net realized gains
                      (0.66 )     (1.64 )     (1.15 )
                                                 
                                                 
Total distributions
    (0.18 )     (0.22 )     (0.46 )     (0.99 )     (2.08 )     (1.58 )
                                                 
                                                 
Net asset value, end of period
  $ 11.18     $ 12.88     $ 11.07     $ 8.03     $ 16.52     $ 18.56  
                                                 
                                                 
Total Return(a)
    (11.90 )%**     18.71 %     43.95 %     (47.49 )%     (0.78 )%     21.21 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 262,612     $ 417,685     $ 545,336     $ 765,201     $ 848,359     $ 1,018,021  
Net expenses to average daily net assets
    0.82 %(b)*     0.82 %(b)     0.82 %(b)     0.82 %(c)     0.82 %(c)     0.82 %
Net investment income (loss) to average daily net assets
    3.32 %*     2.09 %     2.53 %     3.42 %     2.10 %     2.17 %
Portfolio turnover rate
    33 %**     55 %     59 %     39 %     29 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.08 %*     0.06 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
18
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 12.95     $ 11.13     $ 8.07     $ 16.59     $ 18.64     $ 16.76  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.21       0.24       0.28       0.47       0.41       0.38  
Net realized and unrealized gain (loss)
    (1.75 )     1.81       3.25       (7.99 )     (0.36 )     3.09  
                                                 
                                                 
Total from investment operations
    (1.54 )     2.05       3.53       (7.52 )     0.05       3.47  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.18 )     (0.23 )     (0.47 )     (0.34 )     (0.46 )     (0.44 )
From net realized gains
                      (0.66 )     (1.64 )     (1.15 )
                                                 
                                                 
Total distributions
    (0.18 )     (0.23 )     (0.47 )     (1.00 )     (2.10 )     (1.59 )
                                                 
                                                 
Net asset value, end of period
  $ 11.23     $ 12.95     $ 11.13     $ 8.07     $ 16.59     $ 18.64  
                                                 
                                                 
Total Return(a)
    (11.97 )%**     18.80 %     44.10 %     (47.42 )%     (0.75 )%     21.36 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 905,228     $ 1,440,952     $ 1,591,717     $ 2,054,885     $ 4,078,545     $ 4,556,742  
Net expenses to average daily net assets
    0.75 %(b)*     0.75 %(b)     0.75 %(b)     0.75 %(c)     0.75 %(c)     0.75 %
Net investment income (loss) to average daily net assets
    3.38 %*     2.08 %     2.65 %     3.51 %     2.16 %     2.11 %
Portfolio turnover rate
    33 %**     55 %     59 %     39 %     29 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.08 %*     0.06 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   19


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 13.25     $ 11.39     $ 8.07     $ 16.59     $ 18.64     $ 16.77  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.22       0.25       0.22       0.51       0.40       0.36  
Net realized and unrealized gain (loss)
    (1.78 )     1.85       3.35       (8.02 )     (0.34 )     3.11  
                                                 
                                                 
Total from investment operations
    (1.56 )     2.10       3.57       (7.51 )     0.06       3.47  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.18 )     (0.24 )     (0.25 )     (0.35 )     (0.47 )     (0.45 )
From net realized gains
                      (0.66 )     (1.64 )     (1.15 )
                                                 
                                                 
Total distributions
    (0.18 )     (0.24 )     (0.25 )     (1.01 )     (2.11 )     (1.60 )
                                                 
                                                 
Net asset value, end of period
  $ 11.51     $ 13.25     $ 11.39     $ 8.07     $ 16.59     $ 18.64  
                                                 
                                                 
Total Return(a)
    (11.85 )%**     18.80 %     44.05 %     (47.39 )%     (0.68 )%     21.36 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 380,575     $ 833,582     $ 856,553     $ 334,003     $ 3,571,516     $ 3,424,024  
Net expenses to average daily net assets
    0.69 %(b)*     0.69 %(b)     0.69 %(b)     0.69 %(c)     0.69 %(c)     0.69 %
Net investment income (loss) to average daily net assets
    3.41 %*     2.10 %     1.92 %     3.70 %     2.08 %     2.04 %
Portfolio turnover rate
    33 %**     55 %     59 %     39 %     29 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.08 %*     0.06 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class M share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 12.94     $ 11.12     $ 8.07     $ 16.58     $ 18.63     $ 16.75  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.18       0.20       0.22       0.41       0.35       0.30  
Net realized and unrealized gain (loss)
    (1.72 )     1.82       3.27       (7.96 )     (0.36 )     3.12  
                                                 
                                                 
Total from investment operations
    (1.54 )     2.02       3.49       (7.55 )     (0.01 )     3.42  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.18 )     (0.20 )     (0.44 )     (0.30 )     (0.40 )     (0.39 )
From net realized gains
                      (0.66 )     (1.64 )     (1.15 )
                                                 
                                                 
Total distributions
    (0.18 )     (0.20 )     (0.44 )     (0.96 )     (2.04 )     (1.54 )
                                                 
                                                 
Net asset value, end of period
  $ 11.22     $ 12.94     $ 11.12     $ 8.07     $ 16.58     $ 18.63  
                                                 
                                                 
Total Return(a)
    (12.02 )%**     18.47 %     43.60 %     (47.58 )%     (1.05 )%     21.04 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 4,300     $ 4,998     $ 4,783     $ 3,786     $ 7,375     $ 8,258  
Net expenses to average daily net assets
    1.05 %(b)*     1.05 %(b)     1.05 %(b)     1.05 %(c)     1.05 %(c)     1.05 %
Net investment income (loss) to average daily net assets
    2.94 %*     1.72 %     2.05 %     3.11 %     1.81 %     1.69 %
Portfolio turnover rate
    33 %**     55 %     59 %     39 %     29 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.08 %*     0.06 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   21


 

GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Foreign Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the MSCI EAFE Index. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies tied economically to non-U.S. countries, including companies that issue equity investments included in the MSCI international developed country universe (the universe of securities from which the MSCI EAFE Index, a developed markets index, is constructed) and companies whose equity investments are traded in the securities markets of the world’s non-developed countries (“emerging countries”). The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to countries outside the U.S.
 
The Fund’s country selections relative to its benchmark are determined by the Manager’s cumulative quantitative value score for each country together with the Manager’s evaluation of the country’s fundamentals. The Fund typically overweights or underweights (sometimes to a significant extent) its investment exposure in particular countries relative to the Fund’s benchmark.
 
The Manager selects stocks using fundamental analysis that is informed by a disciplined quantitative screening process. The Manager analyzes companies for financial, operational and managerial strength and compares them to their global, regional and local industry peers. As part of the investment process, the Manager frequently meets with management and/or visits companies.
 
The Fund normally does not take temporary defensive positions but may hold up to 10% of its total assets in cash and cash equivalents to manage cash inflows and outflows as a result of shareholder purchases and redemptions. To the extent the Fund takes temporary defensive positions or holds cash or cash equivalents to manage shareholder purchases or redemptions, it may not achieve its investment objective. The Fund typically makes investments tied economically to emerging countries, but these investments generally represent 10% or less of the Fund’s total assets. In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter (“OTC”) derivatives, including, without limitation, futures and options. The Fund’s foreign currency exposure may differ from the currency exposure of its equity investments. In addition, the Fund may lend its portfolio securities.

         
22
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
Throughout the period ended August 31, 2011, the Fund had four classes of shares outstanding: Class II, Class III, Class IV, and Class M. Class M shares bear an administration fee and a 12b-1 fee while classes II, III, and IV bear a shareholder service fee (See Note 5). The principal economic difference among the classes of shares is the type and level of fees they bear.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the

         
        23


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      95.6 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
24
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 44,186,536     $      —     $ 44,186,536  
Austria
          1,084,796             1,084,796  
Belgium
          11,730,513             11,730,513  
Brazil
    20,788,033                   20,788,033  
Denmark
          8,207,073             8,207,073  
Finland
          65,412,949             65,412,949  
France
          142,342,083             142,342,083  
Germany
          113,734,440             113,734,440  
Hong Kong
          20,981,547             20,981,547  
India
    26,197       3,905,533             3,931,730  
Ireland
          5,820,057             5,820,057  
Italy
          80,086,233             80,086,233  
Japan
          397,120,913             397,120,913  
Malaysia
          3,690,718             3,690,718  
Mexico
    3,208,500                   3,208,500  
Netherlands
          10,180,925             10,180,925  
New Zealand
          290,594             290,594  
Norway
          13,194,611             13,194,611  
Philippines
          3,523,184             3,523,184  
Russia
    11,290,554       17,146,204             28,436,758  
Singapore
          16,514,578             16,514,578  
South Korea
          29,149,357             29,149,357  
Spain
          17,490,014             17,490,014  
Sweden
          32,102,048             32,102,048  
Switzerland
          71,550,329             71,550,329  
Taiwan
          8,269,886             8,269,886  
Thailand
          10,580,911             10,580,911  
United Kingdom
          347,692,030             347,692,030  
                                 
TOTAL COMMON STOCKS
    35,313,284       1,475,988,062             1,511,301,346  
                                 

         
        25


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Preferred Stocks
                               
Brazil
  $ 7,978,210     $     $     $ 7,978,210  
Germany
          6,470,222             6,470,222  
South Korea
          5,879,874             5,879,874  
                                 
TOTAL PREFERRED STOCKS
    7,978,210       12,350,096             20,328,306  
                                 
Short-Term Investments
    17,546,054                   17,546,054  
                                 
Total Investments
    60,837,548       1,488,338,158             1,549,175,706  
                                 
Total
  $ 60,837,548     $ 1,488,338,158     $     $ 1,549,175,706  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency Risk
  $      —     $ (288,625 )   $      —     $ (288,625 )
                                 
Total Derivatives
          (288,625 )           (288,625 )
                                 
Total
  $     $ (288,625 )   $     $ (288,625 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
26
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
Thailand
  $ 3,966,670     $      —     $ (3,910,885 )   $      —     $ (33,316 )   $ (22,469 )   $      —     $      —     $      —       $      —  
                                                                                   
Total
  $ 3,966,670     $     $ (3,910,885 )   $     $ (33,316 )   $ (22,469 )   $     $     $       $      —  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are

         
        27


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (27,534,492 )
February 28, 2018
    (596,400,512 )
         
Total
  $ (623,935,004 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.

         
28
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,618,798,444     $ 118,398,135     $ (188,020,873 )   $ (69,622,738 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class.

         
        29


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Shareholder service, 12b-1 and administration fees, which are directly attributable to a class of shares, are charged to that class’s operations.
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization,

         
30
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.

         
        31


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.

         
32
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.

         
        33


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency

         
34
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contracts to manage against anticipated currency exchange rate changes. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset

         
        35


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the

         
36
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in

         
        37


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
           
    contracts   contracts   contracts   contracts   contracts   Total        
 
Liabilities:
                                                               
Unrealized depreciation on forward currency contracts
  $      —     $ (288,625 )   $      —     $      —     $      —     $ (288,625 )                
                                                                 
Total
  $     $ (288,625 )   $     $     $     $ (288,625 )                
                                                                 

         
38
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                                         
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
               
    contracts   contracts   contracts   contracts   contracts   Total            
 
Net Realized Gain (Loss) on:
                                                                       
Investments, at value (rights and/or warrants)
  $      —     $     $      —     $ (141,313 )   $      —     $ (141,313 )                        
                                                                         
Total
  $     $     $     $ (141,313 )   $     $ (141,313 )                        
                                                                         
Change in Unrealized Appreciation (Depreciation) on:
                                                                       
Investments, at value (rights and/or warrants)
  $     $     $     $ 20,418     $     $ 20,418                          
Forward currency contracts
          (288,625 )                       (288,625 )                        
                                                                         
Total
  $     $ (288,625 )   $     $ 20,418     $     $ (268,207 )                        
                                                                         
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (forward currency contracts and rights and/or warrants), outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                 
    Forward
  Rights
    currency
  and/or
    contracts   Warrants
 
Average amount outstanding
  $ 26,321,884     $ 2,904,599  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.60% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II shares, 0.15% for Class III shares, and 0.09% for Class IV shares.
 
Holders of Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily net assets

         
        39


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of Class M shares. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, holders of Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily net assets of Class M shares for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund’s average daily net assets of Class M shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.60% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means administration fees and distribution (12b-1) fees (Class M Shares only), shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $20,583 and $8,364, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses 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 August 31, 2011 aggregated $668,791,731 and $1,532,453,173, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss

         
40
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 17.41% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.04% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 0.15% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class II:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    818,875     $ 10,278,016       2,838,451     $ 34,424,315  
Shares issued to shareholders in reinvestment of distributions
    278,535       3,373,056       649,257       7,108,816  
Shares repurchased
    (10,024,076 )     (123,822,536 )     (20,329,864 )     (233,869,218 )
                                 
Net increase (decrease)
    (8,926,666 )   $ (110,171,464 )     (16,842,156 )   $ (192,336,087 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    483,487     $ 5,926,119       25,890,828     $ 303,138,416  
Shares issued to shareholders in reinvestment of distributions
    1,140,250       13,876,850       2,091,780       23,299,140  
Shares repurchased
    (32,348,815 )     (402,791,369 )     (59,750,915 )     (702,355,221 )
                                 
Net increase (decrease)
    (30,725,078 )   $ (382,988,400 )     (31,768,307 )   $ (375,917,665 )
                                 
                                 
                                 

         
        41


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,176     $ 15,203       6,200,712     $ 74,850,982  
Shares issued to shareholders in reinvestment of distributions
    381,630       4,758,932       1,010,637       11,523,940  
Shares repurchased
    (30,209,987 )     (396,615,563 )     (19,553,615 )     (244,002,093 )
                                 
Net increase (decrease)
    (29,827,181 )   $ (391,841,428 )     (12,342,266 )   $ (157,627,171 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class M:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    20,228     $ 252,850       36,890     $ 421,605  
Shares issued to shareholders in reinvestment of distributions
    5,549       67,480       7,636       84,450  
Shares repurchased
    (28,731 )     (348,065 )     (88,341 )     (1,049,053 )
                                 
Net increase (decrease)
    (2,954 )   $ (27,735 )     (43,815 )   $ (542,998 )
                                 

         
42
       


 

GMO Foreign Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        43


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
44
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        45


 

GMO Foreign Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $35,000,000 account value divided by $1,000 = 35,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
46
       


 

 
GMO Foreign Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class II
                               
                                 
1) Actual
    0.82 %   $ 1,000.00     $ 881.00     $ 3.88  
2) Hypothetical
    0.82 %   $ 1,000.00     $ 1,021.01     $ 4.17  
                                 
Class III
                               
                                 
1) Actual
    0.75 %   $ 1,000.00     $ 880.30     $ 3.54  
2) Hypothetical
    0.75 %   $ 1,000.00     $ 1,021.37     $ 3.81  
                                 
Class IV
                               
                                 
1) Actual
    0.69 %   $ 1,000.00     $ 881.50     $ 3.26  
2) Hypothetical
    0.69 %   $ 1,000.00     $ 1,021.67     $ 3.51  
                                 
Class M
                               
                                 
1) Actual
    1.05 %   $ 1,000.00     $ 879.80     $ 4.96  
2) Hypothetical
    1.05 %   $ 1,000.00     $ 1,019.86     $ 5.33  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        47


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    94.3 %
Short-Term Investments
    4.1  
Preferred Stocks
    0.9  
Debt Obligations
    0.3  
Rights/Warrants
    0.0 ^
Other
    0.4  
         
      100.0 %
         
 
Ù Rounds to 0.0%.
 
         
Country Summary*   % of Investments  
Japan
    24.7 %
United Kingdom
    17.7  
Italy
    5.8  
South Korea
    5.4  
Canada
    5.0  
Brazil
    4.7  
France
    4.5  
Germany
    3.9  
Australia
    3.8  
Switzerland
    3.7  
Netherlands
    2.4  
Sweden
    2.2  
Belgium
    1.7  
Norway
    1.5  
Finland
    1.4  
Singapore
    1.3  
Spain
    1.3  
Hong Kong
    1.2  
Denmark
    1.0  
Ireland
    0.9  
Mexico
    0.9  
Philippines
    0.9  
New Zealand
    0.7  
Austria
    0.5  
China
    0.5  
Thailand
    0.5  
Greece
    0.4  
India
    0.4  
Chile
    0.3  

         
        1


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country Summary*   % of Investments  
Indonesia
    0.3 %
Russia
    0.3  
Taiwan
    0.2  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
 
         
Industry Group Summary   % of Equity Investments**  
Capital Goods
    15.5 %
Materials
    7.5  
Energy
    7.1  
Retailing
    6.6  
Automobiles & Components
    6.3  
Food, Beverage & Tobacco
    5.1  
Consumer Durables & Apparel
    4.9  
Real Estate
    4.4  
Health Care Equipment & Services
    4.3  
Consumer Services
    4.0  
Technology Hardware & Equipment
    3.8  
Commercial & Professional Services
    3.6  
Transportation
    3.5  
Banks
    3.2  
Food & Staples Retailing
    3.1  
Media
    3.0  
Pharmaceuticals, Biotechnology & Life Sciences
    2.8  
Diversified Financials
    2.8  
Software & Services
    2.3  
Telecommunication Services
    2.2  
Utilities
    1.6  
Semiconductors & Semiconductor Equipment
    1.4  
Insurance
    0.6  
Household & Personal Products
    0.4  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 94.3%        
                     
            Australia — 3.7%        
      249,244     Aquarius Platinum Ltd     1,026,718  
      1,288,353     Asciano Group     2,170,193  
      243,908     Billabong International Ltd     900,740  
      3,407,775     Dexus Property Group (REIT)     3,136,593  
      511,521     Iress Market Technology Ltd     4,450,339  
      347,519     Nufarm Ltd *     1,432,466  
      1,527,883     Pacific Brands Ltd     1,065,209  
      198,843     PanAust Ltd *     780,193  
      391,677     Primary Health Care Ltd     1,302,871  
      197,476     Seven West Media Ltd     769,727  
      3,348,485     Ten Network Holdings Ltd     3,386,446  
      187,921     Toll Holdings Ltd     982,270  
                     
            Total Australia     21,403,765  
                     
                     
            Austria — 0.5%        
      16,047     Flughafen Wien AG     784,686  
      8,600     Lenzing AG     1,048,446  
      58,311     Wienerberger AG     830,550  
                     
            Total Austria     2,663,682  
                     
                     
            Belgium — 1.6%        
      40,914     CMB Cie Maritime Belge SA     1,072,504  
      38,030     Compagnie d’Entreprises CFE     2,293,966  
      29,811     Mobistar SA     1,930,378  
      50,893     SA D’Ieteren NV     2,813,783  
      26,961     Umicore SA     1,301,438  
                     
            Total Belgium     9,412,069  
                     
                     
            Brazil — 4.0%        
      204,400     Aliansce Shopping Centers SA     1,611,420  
      235,000     Autometal SA     1,917,614  
      480,000     Brasil Brokers Participacoes SA     2,321,754  
      220,000     Brazil Pharma SA *     2,071,612  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Brazil — continued        
      493,800     Cia Hering     10,915,775  
      526,600     Even Construtora e Incorporadora SA     2,292,442  
      207,000     Iochpe-Maxion SA     2,405,616  
                     
            Total Brazil     23,536,233  
                     
                     
            Canada — 4.7%        
      151,340     Alamos Gold Inc     2,896,060  
      657,000     Canaco Resources Inc *     1,992,536  
      700,000     Chinook Energy Inc *     1,322,373  
      87,100     Corus Entertainment Inc Class B     1,810,840  
      113,200     Flint Energy Services Ltd *     1,266,897  
      475,100     Galleon Energy Inc Class A *     1,523,347  
      625,000     Gran Colombia Gold Corp     459,512  
      128,250     Gran Colombia Gold Corp *     94,292  
      166,300     Just Energy Group Inc     2,163,445  
      32,300     Karnalyte Resources Inc *     473,302  
      172,300     Karnalyte Resources Inc     2,524,768  
      349,500     NuVista Energy Ltd     2,980,011  
      224,800     Precision Drilling Corp *     3,135,677  
      763,100     RMP Energy Inc *     1,823,398  
      131,400     Tigray Resources Inc *     134,178  
      332,550     Western Energy Services Corp *     2,937,361  
                     
            Total Canada     27,537,997  
                     
                     
            China — 0.5%        
      4,605,000     361 Degrees International Ltd     2,693,225  
                     
                     
            Denmark — 1.0%        
      141,931     H Lundbeck A/S     3,128,300  
      1,527,788     Ossur hf *     2,417,122  
                     
            Total Denmark     5,545,422  
                     
                     
            Finland — 1.3%        
      81,713     Amer Sports Oyj Class A     1,102,697  
      113,100     Elisa Oyj     2,393,050  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Finland — continued        
      7,065     Konecranes Oyj     192,461  
      479,518     Oriola-KD Oyj Class B     1,324,637  
      13,082     Rautaruukki Oyj     198,401  
      147,630     Talvivaara Mining Co Plc *     820,673  
      76,011     YIT Oyj     1,515,472  
                     
            Total Finland     7,547,391  
                     
                     
            France — 4.3%        
      139,127     Boursorama *     1,436,193  
      62,591     Cap Gemini SA     2,530,860  
      51,711     Compagnie Generale des Etablissements Michelin-Class B     3,784,329  
      76,126     Faurecia     2,229,748  
      83,583     Legrand SA     3,310,403  
      32,864     Societe BIC SA     3,187,540  
      71,785     Sodexo     5,332,283  
      20,475     Virbac SA     3,444,156  
                     
            Total France     25,255,512  
                     
                     
            Germany — 3.8%        
      48,332     Bauer AG     1,409,701  
      62,218     Cat Oil AG     464,840  
      720,573     Commerzbank AG *     2,129,436  
      38,066     Continental AG *     2,806,537  
      70,828     Francotyp-Postalia Holdings AG *     284,636  
      45,917     Gerresheimer AG     2,173,565  
      31,970     GSW Immobilien AG *     1,031,014  
      36,818     HeidelbergCement AG     1,580,331  
      78,172     KUKA AG *     1,672,527  
      100,954     NORMA Group *     1,870,763  
      170,000     Prime Office REIT-AG *     983,902  
      61,797     Rhoen-Klinikum AG     1,506,847  
      112,974     Tom Tailor Holding AG *     1,918,005  
      38,287     Wincor Nixdorf AG     2,127,847  
                     
            Total Germany     21,959,951  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Greece — 0.4%        
      273,350     Ellaktor SA     691,252  
      123,121     Folli Follie Group *     1,625,949  
      149,095     Intralot SA     170,259  
                     
            Total Greece     2,487,460  
                     
                     
            Hong Kong — 1.2%        
      7,073,900     PCCW Ltd     3,041,607  
      1,425,000     Yue Yuen Industrial Holdings     3,936,653  
                     
            Total Hong Kong     6,978,260  
                     
                     
            India — 0.4%        
      302,200     Housing Development & Infrastructure Ltd *     681,718  
      277,400     Orchid Chemicals & Pharmaceuticals Ltd     1,163,338  
      254,100     Rolta India Ltd     558,201  
                     
            Total India     2,403,257  
                     
                     
            Indonesia — 0.2%        
      4,011,000     Borneo Lumbung Energi & Metal Tbk PT *     564,819  
      381,500     Tambang Batubara Bukit Asam Tbk PT     876,732  
                     
            Total Indonesia     1,441,551  
                     
                     
            Ireland — 0.8%        
      329,129     C&C Group Plc     1,439,280  
      83,494     DCC Plc     2,276,476  
      30,100     Kerry Group Plc Class A     1,166,416  
                     
            Total Ireland     4,882,172  
                     
                     
            Italy — 5.5%        
      546,160     Astaldi SPA     3,440,072  
      464,323     Autogrill SPA     5,757,094  
      109,100     Buzzi Unicem SPA *     1,091,187  
      427,232     Credito Emiliano SPA     1,959,731  
      338,273     Fondiaria–Sai SPA-Di RISP *     422,485  
      335,758     Italcementi SPA-Di RISP     1,213,739  
      151,165     Lottomatica SPA *     2,387,191  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Italy — continued        
      820,636     Maire Tecnimont SPA     969,095  
      790,054     Mediaset SPA     3,056,290  
      488,436     Mediolanum SPA     1,831,623  
      797,654     Piaggio & C SPA     3,031,522  
      3,280,834     Prelios SPA *     1,260,409  
      216,256     Prysmian SPA     3,489,846  
      1,202,408     Saras SPA *     2,185,682  
                     
            Total Italy     32,095,966  
                     
                     
            Japan — 23.6%        
      409,000     Air Water Inc     4,991,287  
      374,600     Alps Electric Co Ltd     3,425,649  
      1,485,000     Aozora Bank Ltd     3,722,668  
      230,300     Avex Group Holding Inc     3,088,462  
      211,900     Century Tokyo Leasing Corp     4,167,185  
      184,700     Circle K Sunkus Co Ltd     3,110,488  
      170,200     Cosmos Pharmaceutical Corp     8,443,471  
      7,856     eAccess Ltd     2,948,840  
      374,100     Fuji Oil Co Ltd     6,002,386  
      145,000     Hitachi Chemical Co Ltd     2,528,436  
      303,300     Hitachi Transport System Ltd     5,787,727  
      151,400     IRISO ELECTRONICS Co Ltd     2,623,191  
      256,500     Izumi Co Ltd     3,756,225  
      474,000     Japan Aviation Electronics Industry Ltd     3,676,877  
      112,140     K’s Holdings Corp     4,942,809  
      234,700     Keihin Corp     4,395,438  
      985     Kenedix Realty Investment Corp (REIT)     3,506,274  
      103,400     Kintetsu World Express Inc     3,139,605  
      147,000     Kyorin Co Ltd     2,983,011  
      94,640     Mitsubishi UFJ Lease & Finance Co Ltd     3,835,569  
      294,500     Nabtesco Corp     6,599,944  
      601,000     NHK Spring Co Ltd     5,687,516  
      309,400     Nihon Kohden Corp     8,066,360  
      457,000     Nissin Electric Co Ltd     3,459,598  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      710,000     Pioneer Corp *     3,355,692  
      596,000     Rengo Co Ltd     4,376,235  
      159,000     Saizeriya Co Ltd     2,917,370  
      714,000     Sanken Electric Co Ltd     3,487,001  
      1,947,000     Shinsei Bank Ltd     2,331,350  
      202,900     Sumitomo Rubber Industries     2,566,596  
      216,000     Takata Corp     5,284,109  
      741,000     Tsubakimoto Chain Co     4,161,041  
      1,324,000     Ube Industries Ltd     4,193,282  
                     
            Total Japan     137,561,692  
                     
                     
            Mexico — 0.9%        
      1,260,000     Fibra Uno Administracion SA de CV (REIT)     2,348,765  
      1,300,000     Genomma Lab Internacional SA Class B *     2,742,576  
                     
            Total Mexico     5,091,341  
                     
                     
            Netherlands — 2.3%        
      131,030     AerCap Holdings NV *     1,455,743  
      74,461     Arcadis NV     1,409,154  
      76,222     Dockwise Ltd *     1,457,068  
      99,032     Imtech NV     2,870,898  
      50,723     Koninklijke Ten Cate NV     1,793,176  
      21,962     Nutreco Holding NV     1,494,265  
      90,472     SBM Offshore NV     1,877,820  
      796,486     Swedish Automobile NV *     878,586  
                     
            Total Netherlands     13,236,710  
                     
                     
            New Zealand — 0.6%        
      1,056,738     Fisher & Paykel Appliances Holdings Ltd *     442,646  
      170,048     Pumpkin Patch Ltd     132,320  
      1,120,349     Sky City Entertainment Group Ltd     3,221,305  
                     
            Total New Zealand     3,796,271  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Norway — 1.4%        
      454,720     BWG Homes ASA     1,340,670  
      46,023     Fred Olsen Energy ASA     1,639,895  
      53,185     Kongsberg Gruppen ASA     1,221,607  
      226,826     ProSafe ASA     1,654,306  
      295,810     SpareBank 1 SR Bank     2,447,380  
                     
            Total Norway     8,303,858  
                     
                     
            Philippines — 0.9%        
      12,352,000     Alliance Global Group Inc     3,032,715  
      1,061,100     Cebu Air Inc     2,047,331  
                     
            Total Philippines     5,080,046  
                     
                     
            Russia — 0.3%        
      99,423     Cherkizovo Group GDR (Registered) *     1,490,051  
                     
                     
            Singapore — 1.2%        
      1,710,000     Chemoil Energy Ltd *     478,555  
      605,000     ComfortDelgro Corp Ltd     691,070  
      3,725,000     First Ship Lease Trust     882,092  
      2,587,640     Mapletree Logistics Trust (REIT)     1,911,927  
      854,000     MobileOne Ltd     1,780,026  
      985,000     Petra Foods Ltd     1,456,033  
                     
            Total Singapore     7,199,703  
                     
                     
            South Korea — 5.0%        
      142,200     CrucialTec Co Ltd *     2,332,767  
      10,750     Daelim Industrial Co Ltd     1,171,473  
      290,330     DGB Financial Group Inc *     4,218,133  
      42,990     Golfzon Co Ltd *     2,244,498  
      442,142     Kortek Corp     3,745,112  
      250,000     Magnachip Semiconductor Corp *     2,225,000  
      13,095     Mando Corp     2,304,785  
      27,560     Mirae Asset Securities Co Ltd     1,057,477  
      10,467     Nong Shim Co Ltd     2,352,192  
      35,140     S1 Corp     1,792,064  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Korea — continued        
      17,730     Sindoh Co Ltd     772,110  
      5,600     SK Holdings Co Ltd     870,961  
      81,600     Tong Yang Life Insurance Co Ltd     999,682  
      79,520     Youngone Holding Co Ltd     3,242,248  
                     
            Total South Korea     29,328,502  
                     
                     
            Spain — 1.2%        
      146,205     Banco Espanol de Credito SA     1,016,220  
      2,662     Construcciones y Auxiliar de Ferrocarriles SA     1,378,994  
      150,968     Enagas     3,163,414  
      33,034     Red Electrica de Espana     1,623,084  
                     
            Total Spain     7,181,712  
                     
                     
            Sweden — 2.1%        
      103,561     Elekta AB Class B     3,877,858  
      205,781     Getinge AB Class B     5,311,416  
      1,994,403     Trigon Agri A/S *     2,903,370  
                     
            Total Sweden     12,092,644  
                     
                     
            Switzerland — 3.6%        
      7,999     Alpiq Holding AG (Registered)     2,241,067  
      100,479     Aryzta AG     4,753,385  
      2,892     Forbo Holdings AG (Registered) *     1,439,004  
      10,921     Kaba Holding AG Class B (Registered)     4,148,739  
      29,275     Sulzer AG     3,949,814  
      13,617     Valora Holding AG     4,176,551  
                     
            Total Switzerland     20,708,560  
                     
                     
            Taiwan — 0.2%        
      634,561     Altek Corp     736,119  
      434,500     Coretronic Corp     392,948  
                     
            Total Taiwan     1,129,067  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Thailand — 0.5%        
      15,969,100     Quality Houses PCL (Foreign Registered) (a)     923,056  
      15,310,700     SVI PCL (Foreign Registered) (a)     2,067,813  
                     
            Total Thailand     2,990,869  
                     
                     
            United Kingdom — 16.6%        
      413,554     Aquarius Platinum Ltd     1,653,724  
      300,650     Babcock International Group Plc     3,059,230  
      198,460     Berkeley Group Holdings Plc (Unit Shares) *     3,801,338  
      80,800     British American Tobacco Plc     3,594,927  
      983,386     Centaur Media Plc     630,959  
      186,441     Charter International Plc     2,298,539  
      448,757     Diploma Plc     2,294,338  
      432,522     Euromoney Institutional Investor Plc     4,004,963  
      1,288,789     F&C Asset Management Plc     1,410,952  
      639,006     Fenner Plc     3,804,753  
      764,031     Filtrona Plc     4,521,839  
      512,394     Great Portland Estates Plc (REIT)     2,999,913  
      360,310     Homeserve Plc     2,709,927  
      158,062     IMI Plc     2,285,663  
      593,308     Inchcape Plc     3,104,326  
      1,148,000     ITE Group Plc     3,181,972  
      437,347     James Fisher & Sons Plc     3,892,976  
      333,234     John Wood Group Plc     3,207,559  
      883,893     Jupiter Fund Management Plc     2,753,743  
      2,672,502     KCOM Group Plc     3,159,898  
      119,354     Kier Group Plc     2,404,910  
      1,683,237     Lupus Capital Plc     2,420,394  
      1,122,251     Metric Property Investments Plc (REIT)     1,910,444  
      533,783     N Brown Group     2,299,558  
      705,840     National Express Group Plc     2,869,511  
      467,000     Premier Oil Plc *     2,504,694  
      388,881     PZ Cussons Plc     2,223,532  
      575,843     Restaurant Group Plc     2,668,459  
      903,621     RPS Group Plc     2,925,971  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
            United Kingdom — continued        
      1,476,527     Senior Plc     3,778,909  
      142,485     Travis Perkins Plc     1,903,246  
      120,664     Ultra Electronics Holdings Plc     2,912,758  
      725,300     William Morrison Supermarket Plc     3,402,345  
      608,229     WSP Group Plc     2,817,290  
      70,000     XP Power Ltd     1,286,313  
                     
            Total United Kingdom     96,699,873  
                     
                     
            TOTAL COMMON STOCKS (COST $529,068,298)     549,734,812  
                     
                     
            PREFERRED STOCKS — 0.9%        
                     
            Brazil — 0.4%        
      628,000     Marcopolo SA 3.80%     2,410,378  
                     
                     
            Chile — 0.3%        
      1,100,000     Coca-Cola Embonor SA Class B 3.26%     1,979,189  
                     
                     
            South Korea — 0.2%        
      38,370     Daelim Industrial Co Ltd 0.57%     930,980  
                     
                     
            TOTAL PREFERRED STOCKS (COST $4,655,608)     5,320,547  
                     
                     
            DEBT OBLIGATIONS — 0.3%        
                     
            United Kingdom — 0.3%        
GBP
    1,000,000     Eland Oil & Gas Ltd, 5.00% , due 10/15/11 (a) (b)     1,623,300  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $1,632,400)     1,623,300  
                     
                     
            RIGHTS/WARRANTS — 0.0%        
                     
            Canada — 0.0%        
      312,500     Gran Colombia Gold Corp Warrants, Expires 08/24/15 *     71,799  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $114,573)     71,799  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 4.1%        
                     
            Time Deposits — 4.1%        
USD
    4,000,000     Bank of America (Charlotte) Time Deposit, 0.03%, due 09/01/11     4,000,000  
JPY
    5,009,788     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     65,432  
SGD
    38,763     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     32,187  
USD
    7,689,904     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     7,689,904  
CAD
    19,975     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     20,397  
NZD
    63     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     54  
AUD
    70,049     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     74,879  
EUR
    2,778,067     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     3,990,693  
USD
    4,000,000     HSBC Bank (New York) Time Deposit, 0.03%, due 09/01/11     4,000,000  
USD
    654,219     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     654,219  
GBP
    1,209,314     JPMorgan Chase (New York) Time Deposit, 0.11%, due 09/01/11     1,963,080  
EUR
    956,193     JPMorgan Chase (New York) Time Deposit, 0.13%, due 09/01/11     1,373,572  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $23,864,417)     23,864,417  
                     
                     
            TOTAL INVESTMENTS — 99.6%
(Cost $559,335,296)
    580,614,875  
            Other Assets and Liabilities (net) — 0.4%     2,056,153  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 582,671,028  
                     
 
Additional information on each restricted security is as follows:
 
                             
            Value as a
   
            Percentage
   
    Acquisition
  Acquisition
  of Fund’s
  Value as of
Issuer Description   Date   Cost   Net Assets   August 31, 2011
 
Eland Oil & Gas Ltd, 5.00%, due 10/15/11   3/7/2011   $ 1,632,400       0.28%     $ 1,623,300  
                             
 
Notes to Schedule of Investments:
 
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt

         
    See accompanying notes to the financial statements.   13


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) The security is restricted as to resale.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NZD - New Zealand Dollar
SGD - Singapore Dollar
USD - United States Dollar

         
14
  See accompanying notes to the financial statements.    


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $559,335,296) (Note 2)
  $ 580,614,875  
Foreign currency, at value (cost $59,254) (Note 2)
    41,975  
Receivable for investments sold
    2,690,717  
Dividends and interest receivable
    582,180  
Foreign taxes receivable
    126,090  
Receivable for expenses reimbursed by Manager (Note 5)
    47,963  
Miscellaneous receivable
    14,863  
         
Total assets
    584,118,663  
         
         
Liabilities:
       
Payable for investments purchased
    767,442  
Payable to affiliate for (Note 5):
       
Management fee
    340,442  
Shareholder service fee
    62,655  
Trustees and Trust Officers or agents unaffiliated with the Manager
    333  
Payable for foreign currency purchased
    222  
Miscellaneous payable
    3,008  
Accrued expenses
    273,533  
         
Total liabilities
    1,447,635  
         
Net assets
  $ 582,671,028  
         
Net assets consist of:
       
Paid-in capital
  $ 577,465,724  
Accumulated undistributed net investment income
    2,072,183  
Accumulated net realized loss
    (18,169,945 )
Net unrealized appreciation
    21,303,066  
         
    $ 582,671,028  
         
Net assets attributable to:
       
Class III shares
  $ 335,837,706  
         
Class IV shares
  $ 246,833,322  
         
Shares outstanding:
       
Class III
    26,033,934  
         
Class IV
    19,145,384  
         
Net asset value per share:
       
Class III
  $ 12.90  
         
Class IV
  $ 12.89  
         

         
    See accompanying notes to the financial statements.   15


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $776,427)
  $ 7,926,504  
Interest
    113,375  
         
Total investment income
    8,039,879  
         
Expenses:
       
Management fee (Note 5)
    2,004,689  
Shareholder service fee – Class III (Note 5)
    304,110  
Shareholder service fee – Class IV (Note 5)
    83,644  
Custodian and fund accounting agent fees
    209,116  
Audit and tax fees
    46,184  
Transfer agent fees
    20,516  
Legal fees
    9,568  
Trustees fees and related expenses (Note 5)
    4,020  
Registration fees
    920  
Miscellaneous
    17,770  
         
Total expenses
    2,700,537  
Fees and expenses reimbursed by Manager (Note 5)
    (295,596 )
         
Net expenses
    2,404,941  
         
Net investment income (loss)
    5,634,938  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments (net of foreign capital gains tax of $318) (Note 2)
    18,468,126  
Foreign currency, forward contracts and foreign currency related transactions (net of foreign transaction taxes of $99,794) (Note 2)
    24,224  
         
Net realized gain (loss)
    18,492,350  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments
    (81,970,549 )
Foreign currency, forward contracts and foreign currency related transactions
    (118,029 )
         
Net unrealized gain (loss)
    (82,088,578 )
         
Net realized and unrealized gain (loss)
    (63,596,228 )
         
Net increase (decrease) in net assets resulting from operations
  $ (57,961,290 )
         

         
16
  See accompanying notes to the financial statements.    


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 5,634,938     $ 5,280,973  
Net realized gain (loss)
    18,492,350       49,854,200  
Change in net unrealized appreciation (depreciation)
    (82,088,578 )     80,423,629  
                 
                 
Net increase (decrease) in net assets from operations
    (57,961,290 )     135,558,802  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (2,626,736 )     (3,312,648 )
Class IV
    (782,810 )     (1,689,129 )
                 
Total distributions from net investment income
    (3,409,546 )     (5,001,777 )
                 
Net share transactions (Note 9):
               
Class III
    (26,504,416 )     14,717,938  
Class IV
    124,690,000       22,787,951  
                 
Increase (decrease) in net assets resulting from net share transactions
    98,185,584       37,505,889  
                 
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    76,583       362,249  
Class IV
    771       277,572  
                 
Increase in net assets resulting from purchase premiums and redemption fees
    77,354       639,821  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    98,262,938       38,145,710  
                 
Total increase (decrease) in net assets
    36,892,102       168,702,735  
                 
Net assets:
               
Beginning of period
    545,778,926       377,076,191  
                 
End of period (including accumulated undistributed net investment income of $2,072,183 and distributions in excess of net investment income of $153,209, respectively)
  $ 582,671,028     $ 545,778,926  
                 

         
    See accompanying notes to the financial statements.   17


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.22     $ 10.74     $ 6.41     $ 14.63     $ 18.38     $ 17.98  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.14       0.14       0.13       0.30       0.31       0.28  
Net realized and unrealized gain (loss)
    (1.38 )     3.47       4.32       (7.43 )     (0.36 )     4.51  
                                                 
                                                 
Total from investment operations
    (1.24 )     3.61       4.45       (7.13 )     (0.05 )     4.79  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.08 )     (0.13 )     (0.12 )     (0.27 )     (0.41 )     (0.44 )
From net realized gains
                      (0.81 )     (3.29 )     (3.95 )
Return of capital
                      (0.01 )            
                                                 
                                                 
Total distributions
    (0.08 )     (0.13 )     (0.12 )     (1.09 )     (3.70 )     (4.39 )
                                                 
                                                 
Net asset value, end of period
  $ 12.90     $ 14.22     $ 10.74     $ 6.41     $ 14.63     $ 18.38  
                                                 
                                                 
Total Return(a)
    (8.79 )%**     33.67 %     69.44 %     (51.33 )%     (1.96 )%     29.94 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 335,838     $ 398,648     $ 292,852     $ 185,298     $ 338,804     $ 375,565  
Net expenses to average daily net assets
    0.85 %(b)*     0.85 %(b)     0.86 %(b)     0.85 %(c)     0.86 %(c)     0.86 %
Net investment income (loss) to average daily net assets
    2.01 %*     1.15 %     1.40 %     2.59 %     1.69 %     1.53 %
Portfolio turnover rate
    26 %**     61 %     78 %     42 %     42 %     37 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.10 %*     0.14 %     0.14 %     0.11 %     0.09 %     0.09 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (d)   $ 0.01     $ 0.02     $ 0.00 (d)            
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
18
  See accompanying notes to the financial statements.    


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                         
            Period from
  Period from
           
    Six Months
      August 12, 2009
  March 1, 2009
           
    Ended
  Year Ended
  through
  through
           
    August 31, 2011
  February 28,
  February 28,
  March 16,
  Year Ended February 28/29,
    (Unaudited)   2011   2010(a)   2009(a)   2009   2008   2007
 
Net asset value, beginning of period
  $ 14.20     $ 10.73     $ 9.84     $ 6.42     $ 14.64     $ 18.39     $ 17.99  
                                                         
                                                         
Income (loss) from investment operations:
                                                       
Net investment income (loss)
    0.13       0.13       0.02       0.01       0.33       0.31       0.28  
Net realized and unrealized gain (loss)
    (1.36 )     3.47       1.00       0.01       (7.46 )     (0.35 )     4.52  
                                                         
                                                         
Total from investment operations
    (1.23 )     3.60       1.02       0.02       (7.13 )     (0.04 )     4.80  
                                                         
                                                         
Less distributions to shareholders:
                                                       
From net investment income
    (0.08 )     (0.13 )     (0.13 )           (0.27 )     (0.42 )     (0.45 )
From net realized gains
                            (0.81 )     (3.29 )     (3.95 )
Return of capital
                            (0.01 )            
                                                         
                                                         
Total distributions
    (0.08 )     (0.13 )     (0.13 )           (1.09 )     (3.71 )     (4.40 )
                                                         
Net asset value, end of period
  $ 12.89     $ 14.20     $ 10.73     $ 6.44     $ 6.42     $ 14.64     $ 18.39  
                                                         
                                                         
Total Return(b)
    (8.73 )%**     33.67 %     10.33 %**     0.31 %**     (51.29 )%     (1.91 )%     30.00 %
                                                         
Ratios/Supplemental Data:
                                                       
Net assets, end of period (000’s)
  $ 246,833     $ 147,131     $ 84,225     $ 144,101     $ 143,564     $ 666,991     $ 740,872  
Net expenses to average daily net assets
    0.80 %(c)*     0.80 %(c)     0.81 %(c)*     0.81 %(c)*     0.80 %(d)     0.81 %(d)     0.81 %
Net investment income (loss) to average daily net assets
    1.87 %*     1.07 %     0.35 %*     3.28 %*     2.74 %     1.70 %     1.54 %
Portfolio turnover rate
    26 %**     61 %     78 %††     40 %†††     42 %     42 %     37 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.10 %*     0.14 %     0.08 %*     0.22 %*     0.11 %     0.09 %     0.09 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (e)   $ 0.02     $ 0.00 (e)   $ 0.00 (e)   $ 0.00 (e)            
 
(a) The class was inactive from March 17, 2009 to August 11, 2009.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distribution. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2010.
††† Calculation represents portfolio turnover of the Fund for the period ended August 31, 2009.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   19


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Foreign Small Companies Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the S&P Developed ex-U.S. Small Cap Index. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies tied economically to countries other than the U.S. whose outstanding publicly traded equities are in the lowest 25% of available market capitalization (float) in a particular country (“small companies”). The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in securities of small companies that are tied economically to countries outside the U.S. The market capitalization range of companies whose equity investments are held by the Fund is generally within the market capitalization range of companies in the Fund’s benchmark, which represents the lowest 15% of available market capitalization (float) of the S&P Broad Market Index in each country.
 
The Fund’s country selections relative to its benchmark are determined by the Manager’s cumulative quantitative value score for each country together with the Manager’s evaluation of the country’s fundamentals. The Fund typically overweights or underweights (sometimes to a significant extent) its investment exposure in particular countries relative to the Fund’s benchmark.
 
The Manager selects stocks using fundamental analysis that is informed by a disciplined quantitative screening process. The Manager analyzes companies for financial, operational and managerial strength and compares them to their global, regional and local industry peers. As part of the investment process, the Manager frequently meets with management and/or visits companies.
 
The Fund normally does not take temporary defensive positions but may hold up to 10% of its total assets in cash and cash equivalents to manage cash inflows and outflows as a result of shareholder purchases and redemptions. To the extent the Fund takes temporary defensive positions or holds cash or cash equivalents to manage shareholder purchases or redemptions, it may not achieve its investment objective. The Fund typically makes investments tied economically to emerging countries, but these investments (excluding investments in companies tied economically to emerging countries included in the Fund’s benchmark) generally represent 10% or less of the Fund’s total assets. In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter (“OTC”)

         
20
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivatives, including, without limitation, futures and options. The Fund’s foreign currency exposure may differ from the currency exposure of its equity investments. In addition, the Fund may lend its portfolio securities.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
As of August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder servicing fee.
 
The Fund currently limits subscriptions due to capacity considerations.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.8% of net assets. The Fund classifies such securities (as defined below) as Level 3. See Note 4 for a further discussion on valuation of derivative financial instruments.

         
        21


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      81.6 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.

         
22
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments including the following: Certain of the Fund’s securities in Thailand were valued at the local price as adjusted by applying a premium or discount when the holdings exceed foreign ownership limitations. The Fund valued one private placement security at cost, which approximates its fair value.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 21,403,765     $     $ 21,403,765  
Austria
          2,663,682             2,663,682  
Belgium
          9,412,069             9,412,069  
Brazil
    23,536,233                   23,536,233  
Canada
    27,403,819       134,178             27,537,997  
China
          2,693,225             2,693,225  
Denmark
          5,545,422             5,545,422  
Finland
          7,547,391             7,547,391  
France
    2,229,748       23,025,764             25,255,512  
Germany
    3,885,679       18,074,272             21,959,951  
Greece
          2,487,460             2,487,460  
Hong Kong
          6,978,260             6,978,260  
India
          2,403,257             2,403,257  
Indonesia
          1,441,551             1,441,551  
Ireland
          4,882,172             4,882,172  
Italy
          32,095,966             32,095,966  
Japan
          137,561,692             137,561,692  
Mexico
    5,091,341                   5,091,341  
Netherlands
    1,455,743       11,780,967             13,236,710  
New Zealand
          3,796,271             3,796,271  
Norway
          8,303,858             8,303,858  
Philippines
          5,080,046             5,080,046  
Russia
          1,490,051             1,490,051  
Singapore
          7,199,703             7,199,703  
South Korea
    8,687,631       20,640,871             29,328,502  
Spain
          7,181,712             7,181,712  

         
        23


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Sweden
  $     $ 12,092,644     $     $ 12,092,644  
Switzerland
          20,708,560             20,708,560  
Taiwan
          1,129,067             1,129,067  
Thailand
                2,990,869       2,990,869  
United Kingdom
          96,699,873             96,699,873  
                                 
TOTAL COMMON STOCKS
    72,290,194       474,453,749       2,990,869       549,734,812  
                                 
Preferred Stocks
                               
Brazil
    2,410,378                   2,410,378  
Chile
    1,979,189                   1,979,189  
South Korea
          930,980             930,980  
                                 
TOTAL PREFERRED STOCKS
    4,389,567       930,980             5,320,547  
                                 
Debt Obligations
                               
United Kingdom
                1,623,300       1,623,300  
                                 
TOTAL DEBT OBLIGATIONS
                1,623,300       1,623,300  
                                 
Rights and Warrants
                               
Canada
          71,799             71,799  
                                 
TOTAL RIGHTS AND WARRANTS
          71,799             71,799  
                                 
Short-Term Investments
    23,864,417                   23,864,417  
                                 
Total Investments
    100,544,178       475,456,528       4,614,169       580,614,875  
                                 
Total
  $ 100,544,178     $ 475,456,528     $ 4,614,169     $ 580,614,875  
                                 
 
The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was 0.8% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
24
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Still Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3*   level 3*   2011     2011
Common Stocks
                                                                                 
Thailand
  $ 921,051     $ 2,468,778.00     $      —     $      —     $      —     $ (398,960 )   $      —     $      —     $ 2,990,869       $ (398,960 )
United Kingdom
          1,632,400                         (9,100 )                 1,623,300         (9,100 )
                                                                                   
Total
  $ 921,051     $ 4,101,178     $     $     $     $ (408,060 )   $     $     $ 4,614,169       $ (408,060 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transfers out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.

         
        25


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (34,211,796 )
February 28, 2019
    (1,656,694 )
         
Total
  $ (35,868,490 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.

         
26
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 563,035,214     $ 71,358,844     $ (53,779,183 )   $ 17,579,661      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative

         
        27


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations.
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund (and are allocated pro rata among the classes) to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that

         
28
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.

         
        29


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.

         
30
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the

         
        31


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.

         
32
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in

         
        33


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains

         
34
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon

         
        35


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use

         
36
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants as a result of corporate actions. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $      —     $      —     $ 71,799     $      —     $ 71,799  
                                                 
Total
  $     $     $     $ 71,799     $     $ 71,799  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $      —     $      —     $ (483,875 )   $      —     $ (483,875 )
                                                 
Total
  $     $     $     $ (483,875 )   $     $ (483,875 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ (185,419 )   $     $ (185,419 )
                                                 
Total
  $     $     $     $ (185,419 )   $     $ (185,419 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.

         
        37


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The volume of derivative activity, based on absolute values (rights and/or warrants), outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
         
    Rights
    and/or
    Warrants
 
Average amount outstanding
  $ 272,986  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.70% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.70% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $4,020 and $1,946, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
38
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $148,213,041 and $146,527,297, respectively.
 
Cost of purchases of securities for in-kind transactions for the period ended August 31, 2011 were $89,229,982.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 78.17% of the outstanding shares of the Fund were held by five shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.05% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers, and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        39


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    6,897,596     $ 99,946,150       4,611,478     $ 59,311,867  
Shares issued to shareholders in
reinvestment of distributions
    182,819       2,552,156       240,580       3,187,692  
Shares repurchased
    (9,085,623 )     (129,002,722 )     (4,089,097 )     (47,781,621 )
Purchase premiums
          53,850             126,785  
Redemption fees
          22,733             235,464  
                                 
Net increase (decrease)
    (2,005,208 )   $ (26,427,833 )     762,961     $ 15,080,187  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    8,771,306     $ 124,464,883       4,856,910     $ 55,916,512  
Shares issued to shareholders in
reinvestment of distributions
    26,561       370,524       72,672       962,175  
Shares repurchased
    (10,794 )     (145,407 )     (2,422,931 )     (34,090,736 )
Purchase premiums
          44             277,526  
Redemption fees
          727             46  
                                 
Net increase (decrease)
    8,787,073     $ 124,690,771       2,506,651     $ 23,065,523  
                                 

         
40
       


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        41


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
42
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        43


 

GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
44
       


 

 
GMO Foreign Small Companies Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premium and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.85 %   $ 1,000.00     $ 912.10     $ 4.09  
2) Hypothetical
    0.85 %   $ 1,000.00     $ 1,020.86     $ 4.32  
                                 
Class IV
                               
                                 
1) Actual
    0.80 %   $ 1,000.00     $ 912.70     $ 3.85  
2) Hypothetical
    0.80 %   $ 1,000.00     $ 1,021.11     $ 4.06  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        45


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    67.0 %
Debt Obligations
    17.3  
Short-Term Investments
    13.2  
Preferred Stocks
    1.7  
Options Purchased
    0.2  
Investment Funds
    0.1  
Loan Participations
    0.1  
Swap Agreements
    0.0 Ù
Loan Assignments
    0.0 Ù
Promissory Notes
    0.0 Ù
Rights/Warrants
    0.0 Ù
Forward Currency Contracts
    (0.0 )Ù
Written Options
    (0.1 )
Futures Contracts
    (0.1 )
Reverse Repurchase Agreements
    (0.7 )
Other
    1.3  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    41.6 %
Emerging***
    16.8  
Japan
    11.0  
Australia
    7.9  
United Kingdom
    7.1  
France
    3.4  
Germany
    2.5  
Switzerland
    1.6  
Italy
    1.5  
New Zealand
    1.1  
Netherlands
    1.0  
Spain
    0.8  
Singapore
    0.6  
Canada
    0.5  
Hong Kong
    0.5  
Sweden
    0.5  
Belgium
    0.4  
Denmark
    0.3  
Austria
    0.2  

         
        1


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country / Region Summary**   % of Investments  
Finland
    0.2 %
Ireland
    0.2  
Greece
    0.1  
Israel
    0.1  
Norway
    0.1  
Portugal
    0.0 Ù
         
      100.0 %
         
 
Ù Rounds to 0.0%.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”) except for GMO Alpha Only Fund.
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund and GMO Special Situations Fund. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Argentina, Brazil, Chile, China, Colombia, Congo, Czech Republic, Egypt, Hungary, India, Indonesia Malaysia, Mexico, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, Turkey and Venezuela.

         
2
       


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 98.8%        
                     
            Affiliated Issuers — 98.8%        
      20,222,302     GMO Alpha Only Fund, Class IV     500,501,982  
      4,042,109     GMO Asset Allocation Bond Fund, Class VI     98,991,248  
      23,792,758     GMO Domestic Bond Fund, Class VI     79,705,740  
      1,655,962     GMO Emerging Country Debt Fund, Class IV     16,062,830  
      32,054,183     GMO Emerging Markets Fund, Class VI     412,216,796  
      6,833,467     GMO Flexible Equities Fund, Class VI     122,455,735  
      11,581,320     GMO International Core Equity Fund, Class VI     319,876,065  
      7,226,068     GMO International Growth Equity Fund, Class IV     162,441,998  
      7,870,997     GMO International Intrinsic Value Fund, Class IV     160,647,041  
      41,425,168     GMO Quality Fund, Class VI     868,685,781  
      357,005     GMO Short-Duration Investment Fund, Class III     2,963,139  
      4,723,559     GMO Special Situations Fund, Class VI     127,110,978  
      23,771,633     GMO Strategic Fixed Income Fund, Class VI     395,322,261  
      1,018,558     GMO World Opportunity Overlay Fund     23,335,169  
                     
                     
            TOTAL MUTUAL FUNDS (COST $3,008,021,601)     3,290,316,763  
                     
                     
            DEBT OBLIGATIONS — 1.2%        
                     
            Asset-Backed Securities — 1.2%        
            ABS Collateralized Debt Obligations — 0.0%        
      500,000     Paragon CDO Ltd., Series 04-1A, Class A, 144A, 3 mo. LIBOR + .65%, 0.90%, due 10/20/44      
                     
                     
            Airlines — 0.0%        
      514,790     Aircraft Finance Trust, Series 99-1A, Class A1, 144A, 1 mo. LIBOR + .48%, 0.69%, due 05/15/24     280,561  
                     
                     
            Auto Financing — 0.1%        
      192,254     Capital Auto Receivable Asset Trust, Series 08-1, Class A4B, 1 mo. LIBOR + 1.35%, 1.56%, due 07/15/14     193,066  
      800,000     Carmax Auto Owner Trust, Series 08-2, Class A4B, 1 mo. LIBOR + 1.65%, 1.86%, due 08/15/13     805,656  
      543,539     Daimler Chrysler Auto Trust, Series 08-B, Class A4A, 5.32%, due 11/10/14     549,083  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Auto Financing — continued        
      465,890     Daimler Chrysler Auto Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 1.85%, 2.06%, due 11/10/14     467,982  
      872,278     Ford Credit Auto Owner Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 2.00%, 2.21%, due 03/15/13     877,799  
      108,294     Franklin Auto Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.95%, 2.16%, due 05/20/16     108,565  
      329,763     Wachovia Auto Owner Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.15%, 1.36%, due 03/20/14     331,269  
                     
            Total Auto Financing     3,333,420  
                     
                     
            Business Loans — 0.1%        
      171,216     ACAS Business Loan Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .14%, 0.43%, due 08/16/19     166,935  
      77,551     Bayview Commercial Asset Trust, Series 04-1, Class A, 144A, 1 mo. LIBOR + .36%, 0.58%, due 04/25/34     63,592  
      56,327     Bayview Commercial Asset Trust, Series 04-3, Class A1, 144A, 1 mo. LIBOR + .37%, 0.59%, due 01/25/35     46,189  
      280,944     Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, 1 mo. LIBOR + .39%, 0.61%, due 01/25/36     196,661  
      247,200     Bayview Commercial Asset Trust, Series 07-3, Class A1, 144A, 1 mo. LIBOR + .24%, 0.46%, due 07/25/37     181,692  
      971,479     Bayview Commercial Asset Trust, Series 07-6A, Class A2, 144A, 1 mo. LIBOR + 1.30%, 1.52%, due 12/25/37     806,328  
      75,633     GE Business Loan Trust, Series 04-1, Class A, 144A, 1 mo. LIBOR + .29%, 0.50%, due 05/15/32     69,582  
      121,785     GE Business Loan Trust, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .24%, 0.45%, due 11/15/33     108,997  
      206,227     Lehman Brothers Small Balance Commercial, Series 05-1A, Class A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 02/25/30     164,982  
      162,079     Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 09/25/30     131,284  
      467,076     Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A2, 144A, 1 mo. LIBOR + .85%, 1.07%, due 10/25/37     373,661  
                     
            Total Business Loans     2,309,903  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            CMBS — 0.2%        
      442,659     Citigroup/Deutsche Bank Commercial Mortgage, Series 05-CD1, Class A2FL, 1 mo. LIBOR + .12%, 0.33%, due 07/15/44     424,953  
      1,100,000     Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, 1 mo. LIBOR + .13%, 0.34%, due 12/15/20     979,000  
      302,089     GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.31%, due 11/10/45     302,089  
      416,614     GE Capital Commercial Mortgage Corp., Series 06-C1, Class A2, 5.51%, due 03/10/44     416,614  
      515,383     GS Mortgage Securities Corp., Series 06-GG6, Class A2, 5.51%, due 04/10/38     523,114  
      198,851     GS Mortgage Securities Corp., Series 07-EOP, Class A1, 144A, 1 mo. LIBOR + .39%, 1.14%, due 03/06/20     196,862  
      300,000     GS Mortgage Securities Corp., Series 07-EOP, Class A2, 144A, 1 mo. LIBOR + .57%, 1.32%, due 03/06/20     295,500  
      208,138     J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 06-LDP7, Class A2, 6.06%, due 04/15/45     208,326  
      620,307     Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, 5.81%, due 05/12/39     641,087  
      303,283     Morgan Stanley Capital I, Series 06-IQ11, Class A3, 5.86%, due 10/15/42     309,349  
      536,653     Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, 1 mo. LIBOR + .09%, 0.30%, due 09/15/21     509,821  
                     
            Total CMBS     4,806,715  
                     
                     
            CMBS Collateralized Debt Obligations — 0.0%        
      499,812     American Capital Strategies Ltd. Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .80%, 1.10%, due 11/23/52     4,998  
      313,457     G-Force LLC, Series 05-RR2, Class A2, 144A, 5.16%, due 12/25/39     304,053  
      198,992     Guggenheim Structured Real Estate Funding, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .32%, 0.54%, due 08/26/30     180,088  
      791,305     Marathon Real Estate CDO, Series 06-1A, Class A1, 144A, 1 mo. LIBOR + .33%, 0.55%, due 05/25/46     581,609  
                     
            Total CMBS Collateralized Debt Obligations     1,070,748  
                     
                     
            Corporate Collateralized Debt Obligations — 0.0%        
      1,000,000     Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, 3 mo. LIBOR + .29%, 0.54%, due 06/20/13     899,600  
                     
                     
            Credit Cards — 0.1%        
      1,100,000     Cabela’s Master Credit Card Trust, Series 08-4A, Class A2, 144A, 1 mo. LIBOR + 3.00%, 3.21%, due 09/15/14     1,101,188  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Credit Cards — continued        
      1,300,000     Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, 1 mo. LIBOR + 1.25%, 1.46%, due 09/15/17     1,302,951  
      400,000     World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, 1 mo. LIBOR + .13%, 0.34%, due 02/15/17     396,312  
                     
            Total Credit Cards     2,800,451  
                     
                     
            Equipment Leases — 0.0%        
      178,156     CNH Equipment Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.95%, 2.16%, due 08/15/14     178,743  
                     
                     
            Insured Auto Financing — 0.1%        
      260,245     AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, 1 mo. LIBOR + .04%, 0.25%, due 10/06/13     259,542  
      212,485     AmeriCredit Automobile Receivables Trust, Series 07-BF, Class A4, FSA, 1 mo. LIBOR + .05%, 0.26%, due 12/06/13     211,559  
      271,595     AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, 1 mo. LIBOR + .80%, 1.01%, due 06/06/14     271,378  
      495,642     AmeriCredit Prime Automobile Receivable Trust, Series 07-2M, Class A4B, MBIA, 1 mo. LIBOR + .50%, 0.71%, due 03/08/16     493,461  
      1,481,198     Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, 1 mo. LIBOR + 1.20%, 1.41%, due 07/14/14     1,491,255  
                     
            Total Insured Auto Financing     2,727,195  
                     
                     
            Insured Business Loans — 0.0%        
      253,525     CNL Commercial Mortgage Loan Trust, Series 03-2A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .44%, 0.66%, due 10/25/30     185,073  
                     
                     
            Insured High Yield Collateralized Debt Obligations § — 0.0%        
      53,479     GSC Partners CDO Fund Ltd., Series 03-4A, Class A3, 144A, AMBAC, 3 mo. LIBOR + .46%, 0.71%, due 12/16/15     52,944  
                     
                     
            Insured Other — 0.1%        
      1,500,000     Dominos Pizza Master Issuer LLC, Series 07-1, Class A2, 144A, MBIA, 5.26%, due 04/25/37     1,507,500  
      614,832     Henderson Receivables LLC, Series 06-3A, Class A1, 144A, MBIA, 1 mo. LIBOR + .20%, 0.41%, due 09/15/41     564,420  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Insured Other — continued        
      611,048     Henderson Receivables LLC, Series 06-4A, Class A1, 144A, MBIA, 1 mo. LIBOR + .20%, 0.41%, due 12/15/41     562,785  
      368,525     TIB Card Receivables Fund, Series 2005-B,144A, FGIC, 3 mo. LIBOR + .25%, 0.50%, due 01/05/14     316,931  
      100,000     Toll Road Investment Part II, Series B, 144A, NPGC, Zero Coupon, due 02/15/30     14,500  
      900,000     Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37     63,000  
                     
            Total Insured Other     3,029,136  
                     
                     
            Insured Residential Asset-Backed Securities (United States) u — 0.0%        
      72,355     Ameriquest Mortgage Securities, Inc., Series 04-R6, Class A1, XL, 1 mo. LIBOR + .21%, 0.64%, due 07/25/34     60,055  
      88,115     Citigroup Mortgage Loan Trust, Inc., Series 03-HE3, Class A, AMBAC, 1 mo. LIBOR + .38%, 0.60%, due 12/25/33     75,338  
      24,222     Quest Trust, Series 04-X1, Class A, 144A, AMBAC, 1 mo. LIBOR + .33%, 0.55%, due 03/25/34     19,861  
      383,607     Residential Asset Mortgage Products, Inc., Series 05-RS9, Class AI3, FGIC, 1 mo. LIBOR + .22%, 0.44%, due 11/25/35     276,197  
                     
            Total Insured Residential Asset-Backed Securities (United States)     431,451  
                     
                     
            Insured Residential Mortgage-Backed Securities (United States) — 0.0%        
      13,310     Chevy Chase Mortgage Funding Corp., Series 03-4A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .34%, 0.56%, due 10/25/34     8,851  
      35,668     Chevy Chase Mortgage Funding Corp., Series 04-1A, Class A2, 144A, AMBAC, 1 mo. LIBOR + .33%, 0.55%, due 01/25/35     24,968  
      287,314     Countrywide Home Equity Loan Trust, Series 07-E, Class A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 06/15/37     180,376  
      184,323     GMAC Mortgage Corp. Loan Trust, Series 04-HE3, Class A3, FSA, 1 mo. LIBOR + .23%, 0.45%, due 10/25/34     144,546  
      9,025     GreenPoint Home Equity Loan Trust, Series 04-1, Class A, AMBAC, 1 mo. LIBOR + .23%, 0.68%, due 07/25/29     5,956  
      12,204     GreenPoint Home Equity Loan Trust, Series 04-4, Class A, AMBAC, 1 mo. LIBOR + .28%, 0.77%, due 08/15/30     7,613  
      20,251     Lehman ABS Corp., Series 04-2, Class A, AMBAC, 1 mo. LIBOR + .22%, 0.66%, due 06/25/34     11,381  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Insured Residential Mortgage-Backed Securities (United States) — continued        
      5,651     Residential Funding Mortgage Securities II, Series 03-HS1, Class AII, FGIC, 1 mo. LIBOR + .29%, 0.51%, due 12/25/32     1,752  
      138,567     SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, 1 mo. LIBOR + .19%, 0.41%, due 11/25/35     119,916  
                     
            Total Insured Residential Mortgage-Backed Securities (United States)     505,359  
                     
                     
            Insured Time Share — 0.0%        
      71,870     Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 05/20/18     70,721  
      93,569     Sierra Receivables Funding Co., Series 07-1A, Class A2, 144A, FGIC, 1 mo. LIBOR + .15%, 0.36%, due 03/20/19     90,645  
      270,277     Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, 1 mo. LIBOR + 1.00%, 1.21%, due 09/20/19     265,153  
                     
            Total Insured Time Share     426,519  
                     
                     
            Insured Transportation — 0.0%        
      106,667     GE Seaco Finance SRL, Series 04-1A, Class A, 144A, AMBAC, 1 mo. LIBOR + .30%, 0.51%, due 04/17/19     103,867  
                     
                     
            Residential Asset-Backed Securities (United States) u — 0.3%        
      37,311     Accredited Mortgage Loan Trust, Series 04-4, Class A1B, 1 mo. LIBOR + .39%, 0.61%, due 01/25/35     29,021  
      86,232     ACE Securities Corp., Series 06-ASL1, Class A, 1 mo. LIBOR + .14%, 0.36%, due 02/25/36     18,971  
      206,858     ACE Securities Corp., Series 06-ASP2, Class A2C, 1 mo. LIBOR + .18%, 0.40%, due 03/25/36     170,916  
      73,783     ACE Securities Corp., Series 06-ASP4, Class A2B, 1 mo. LIBOR + .10%, 0.32%, due 08/25/36     67,972  
      700,000     ACE Securities Corp., Series 06-ASP5, Class A2C, 1 mo. LIBOR + .18%, 0.40%, due 10/25/36     210,000  
      258,152     ACE Securities Corp., Series 06-CW1, Class A2B, 1 mo. LIBOR + .10%, 0.32%, due 07/25/36     239,113  
      191,355     ACE Securities Corp., Series 06-HE2, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 05/25/36     97,591  
      92,067     ACE Securities Corp., Series 06-HE3, Class A2B, 1 mo. LIBOR + .09%, 0.31%, due 06/25/36     83,378  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      400,000     ACE Securities Corp., Series 06-OP1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 04/25/36     230,000  
      117,490     ACE Securities Corp., Series 06-SL1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 09/25/35     22,029  
      260,606     ACE Securities Corp., Series 06-SL3, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 06/25/36     32,576  
      333,520     ACE Securities Corp., Series 06-SL3, Class A2, 1 mo. LIBOR + .17%, 0.39%, due 06/25/36     44,191  
      142,399     ACE Securities Corp., Series 07-HE1, Class A2A, 1 mo. LIBOR + .09%, 0.31%, due 01/25/37     39,872  
      127,895     ACE Securities Corp., Series 07-WM1, Class A2A, 1 mo. LIBOR + .07%, 0.29%, due 11/25/36     46,042  
      368,333     Alliance Bancorp Trust, Series 07-S1, Class A1, 144A, 1 mo. LIBOR + .20%, 0.42%, due 05/25/37     18,417  
      130,475     Argent Securities, Inc., Series 04-W8, Class A5, 1 mo. LIBOR + .52%, 1.26%, due 05/25/34     115,593  
      1,370,469     Argent Securities, Inc., Series 06-M1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     406,002  
      258,180     Argent Securities, Inc., Series 06-M2, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 09/25/36     80,681  
      347,256     Argent Securities, Inc., Series 06-W2, Class A2B, 1 mo. LIBOR + .19%, 0.41%, due 03/25/36     108,518  
      260,436     Argent Securities, Inc., Series 06-W5, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     77,398  
      298,134     Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, 1 mo. LIBOR + .15%, 0.37%, due 10/25/36     168,446  
      562,686     Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, 1 mo. LIBOR + .22%, 0.44%, due 05/25/37     437,432  
      223,393     Bayview Financial Acquisition Trust, Series 04-B, Class A1, 144A, 1 mo. LIBOR + .50%, 1.22%, due 05/28/39     77,629  
      223,393     Bayview Financial Acquisition Trust, Series 04-B, Class A2, 144A, 1 mo. LIBOR + .65%, 1.52%, due 05/28/39     72,044  
      304,394     Bayview Financial Acquisition Trust, Series 05-A, Class A1, 144A, 1 mo. LIBOR + .50%, 1.22%, due 02/28/40     178,071  
      126,444     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A1, 1 mo. LIBOR + .11%, 0.33%, due 11/25/36     88,966  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      300,000     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 11/25/36     46,290  
      78,213     Bear Stearns Mortgage Funding Trust, Series 07-SL2, Class 1A, 1 mo. LIBOR + .16%, 0.54%, due 02/25/37     18,826  
      41,043     Carrington Mortgage Loan Trust, Series 07-FRE1, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 02/25/37     40,173  
      1,300,000     Carrington Mortgage Loan Trust, Series 07-FRE1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 02/25/37     822,250  
      359,284     Centex Home Equity, Series 06-A, Class AV3, 1 mo. LIBOR + .16%, 0.38%, due 06/25/36     274,853  
      6,395     Chase Funding Mortgage Loan Trust, Series 03-3, Class 2A2, 1 mo. LIBOR + .27%, 0.76%, due 04/25/33     5,372  
      3,297     Citigroup Mortgage Loan Trust, Inc., Series 04-OPT1, Class A1B, 1 mo. LIBOR + .41%, 0.63%, due 10/25/34     3,066  
      400,000     Citigroup Mortgage Loan Trust, Inc., Series 06-HE3, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 12/25/36     132,000  
      1,000,000     Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, 1 mo. LIBOR + .14%, 0.36%, due 02/25/37     782,500  
      48,148     Countrywide Asset-Backed Certificates, Series 06-BC5, Class 2A1, 1 mo. LIBOR + .08%, 0.30%, due 03/25/37     46,506  
      17,934     Equity One ABS, Inc., Series 04-1, Class AV2, 1 mo. LIBOR + .30%, 0.52%, due 04/25/34     13,630  
      402,814     First Franklin Mortgage Loan Asset Backed Certificates, Series 06-FF5, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 04/25/36     248,738  
      128,140     Fremont Home Loan Trust, Series 06-A, Class 1A2, 1 mo. LIBOR + .20%, 0.41%, due 05/25/36     77,144  
      49,518     Fremont Home Loan Trust, Series 06-B, Class 2A2, 1 mo. LIBOR + .10%, 0.32%, due 08/25/36     19,374  
      577,740     Fremont Home Loan Trust, Series 06-B, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 08/25/36     187,766  
      112,009     Household Home Equity Loan Trust, Series 05-2, Class A2, 1 mo. LIBOR + .31%, 0.52%, due 01/20/35     97,973  
      101,931     Household Home Equity Loan Trust, Series 05-3, Class A2, 1 mo. LIBOR + .29%, 0.50%, due 01/20/35     90,687  
      291,898     Household Home Equity Loan Trust, Series 06-1, Class A1, 1 mo. LIBOR + .16%, 0.37%, due 01/20/36     259,151  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      923,129     J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, 1 mo. LIBOR + .12%, 0.34%, due 12/25/36     328,818  
      68,738     Master Asset-Backed Securities Trust, Series 05-FRE1, Class A4, 1 mo. LIBOR + .25%, 0.47%, due 10/25/35     65,301  
      81,488     Master Asset-Backed Securities Trust, Series 06-AM3, Class A2, 1 mo. LIBOR + .13%, 0.35%, due 10/25/36     78,025  
      566,369     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     260,530  
      400,000     Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     124,000  
      733,143     Master Asset-Backed Securities Trust, Series 06-HE3, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 08/25/36     205,280  
      500,000     Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, 1 mo. LIBOR + .16%, 0.38%, due 10/25/36     165,000  
      197,883     Master Second Lien Trust, Series 06-1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 03/25/36     23,746  
      160,133     Merrill Lynch Mortgage Investors, Series 07-HE2, Class A2A, 1 mo. LIBOR + .12%, 0.34%, due 02/25/37     75,263  
      79,959     Morgan Stanley Capital, Inc., Series 04-SD1, Class A, 1 mo. LIBOR + .40%, 0.62%, due 08/25/34     61,169  
      1,000,000     Morgan Stanley Capital, Inc., Series 07-HE4, Class A2C, 1 mo. LIBOR + .23%, 0.45%, due 02/25/37     265,000  
      155,415     Morgan Stanley Home Equity Loans, Series 07-2, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 04/25/37     134,434  
      293,567     Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 11/25/36     87,336  
      195,931     People’s Choice Home Loan Securities Trust, Series 05-4, Class 1A2, 1 mo. LIBOR + .26%, 0.48%, due 12/25/35     117,069  
      194,719     RAAC Series Trust, Series 06-SP1, Class A2, 1 mo. LIBOR + .19%, 0.41%, due 09/25/45     163,077  
      55,449     Residential Asset Mortgage Products, Inc., Series 05-RS8, Class A2, 1 mo. LIBOR + .29%, 0.51%, due 10/25/33     50,293  
      165,473     Residential Asset Securities Corp., Series 05-KS12, Class A2, 1 mo. LIBOR + .25%, 0.47%, due 01/25/36     140,652  
      28,035     Residential Asset Securities Corp., Series 07-KS3, Class AI1, 1 mo. LIBOR + .11%, 0.33%, due 04/25/37     27,791  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      9,319     Saxon Asset Securities Trust, Series 04-1, Class A, 1 mo. LIBOR + .27%, 0.76%, due 03/25/35     6,175  
      22,275     Securitized Asset Backed Receivables LLC, Series 06-NC1, Class A2, 1 mo. LIBOR + .16%, 0.38%, due 03/25/36     19,602  
      17,880     Security National Mortgage Loan Trust, Series 06-2A, Class A1, 144A, 1 mo. LIBOR + .29%, 0.51%, due 10/25/36     17,120  
      37,697     SG Mortgage Securities Trust, Series 05-OPT1, Class A2, 1 mo. LIBOR + .26%, 0.48%, due 10/25/35     35,303  
      34,054     Soundview Home Equity Loan Trust, Series 07-NS1, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 01/25/37     32,505  
      500,000     Specialty Underwriting & Residential Finance, Series 06-BC3, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/37     227,500  
      163,521     Structured Asset Investment Loan Trust, Series 06-1, Class A3, 1 mo. LIBOR + .20%, 0.42%, due 01/25/36     120,024  
      96,842     Structured Asset Securities Corp., Series 05-S6, Class A2, 1 mo. LIBOR + .29%, 0.51%, due 11/25/35     76,505  
      507,049     Yale Mortgage Loan Trust, Series 07-1, Class A, 144A, 1 mo. LIBOR + .40%, 0.62%, due 06/25/37     30,423  
                     
            Total Residential Asset-Backed Securities (United States)     9,265,109  
                     
                     
            Residential Mortgage-Backed Securities (Australian) — 0.1%        
      182,890     Crusade Global Trust, Series 06-1, Class A1, 144A, 3 mo. LIBOR + .06%, 0.31%, due 07/20/38     178,718  
      290,454     Crusade Global Trust, Series 07-1, Class A1, 3 mo. LIBOR + .06%, 0.31%, due 04/19/38     280,750  
      62,667     Interstar Millennium Trust, Series 03-3G, Class A2, 3 mo. LIBOR + .25%, 0.75%, due 09/27/35     58,453  
      473,263     Interstar Millennium Trust, Series 04-2G, Class A, 3 mo. LIBOR + .20%, 0.65%, due 03/14/36     436,443  
      41,468     Interstar Millennium Trust, Series 05-1G, Class A, 3 mo. LIBOR + .12%, 0.65%, due 12/08/36     37,736  
      60,850     Interstar Millennium Trust, Series 06-2GA, Class A2, 144A, 3 mo. LIBOR + .08%, 0.62%, due 05/27/38     56,321  
      34,060     Medallion Trust, Series 05-1G, Class A1, 3 mo. LIBOR + .08%, 0.35%, due 05/10/36     32,971  
      218,593     Medallion Trust, Series 06-1G, Class A1, 3 mo. LIBOR + .05%, 0.30%, due 06/14/37     209,139  
      227,117     National RMBS Trust, Series 06-3, Class A1, 144A, 3 mo. LIBOR + .07%, 0.32%, due 10/20/37     220,037  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Mortgage-Backed Securities (Australian) — continued        
      281,810     Puma Finance Ltd., Series G5, Class A1, 144A, 3 mo. LIBOR + .07%, 0.37%, due 02/21/38     268,340  
      298,398     Superannuation Members Home Loans Global Fund, Series 07-1, Class A1, 3 mo. LIBOR + .06%, 0.31%, due 06/12/40     283,434  
      34,443     Superannuation Members Home Loans Global Fund, Series 7, Class A1, 3 mo. LIBOR + .14%, 0.53%, due 03/09/36     33,507  
      31,290     Superannuation Members Home Loans Global Fund, Series 8, Class A1, 3 mo. LIBOR + .07%, 0.39%, due 01/12/37     30,615  
      217,368     Westpac Securitization Trust, Series 07-1G, Class A2A, 3 mo. LIBOR + .05%, 0.35%, due 05/21/38     210,251  
                     
            Total Residential Mortgage-Backed Securities (Australian)     2,336,715  
                     
                     
            Residential Mortgage-Backed Securities (European) — 0.1%        
      362,378     Aire Valley Mortgages, Series 06-1A, Class 1A, 144A, 3 mo. LIBOR + .11%, 0.36%, due 09/20/66     297,150  
      811,091     Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 01/13/39     746,203  
      125,474     Granite Master Issuer Plc, Series 06-2, Class A4, 1 mo. LIBOR + .04%, 0.29%, due 12/20/54     118,071  
      66,204     Granite Mortgages Plc, Series 04-3, Class 2A1, 3 mo. LIBOR + .14%, 0.39%, due 09/20/44     62,894  
      297,222     Kildare Securities Ltd., Series 07-1A, Class A2, 144A, 3 mo. LIBOR + .06%, 0.31%, due 12/10/43     269,729  
      84,292     Leek Finance Plc, Series 17A, Class A2B, 144A, 3 mo. LIBOR + .14%, 0.53%, due 12/21/37     79,656  
      195,811     Paragon Mortgages Plc, Series 7A, Class A1A, 144A, 3 mo. LIBOR + .42%, 0.71%, due 05/15/34     170,884  
      308,773     Paragon Mortgages Plc, Series 12A, Class A2C, 144A, 3 mo. LIBOR + .11%, 0.51%, due 11/15/38     231,144  
      216,562     Paragon Mortgages Plc, Series 14A, Class A2C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 09/15/39     182,865  
      1,000,000     Permanent Master Issuer Plc, Series 06-1, Class 5A, 3 mo. LIBOR + .11%, 0.36%, due 07/15/33     986,600  
      200,000     Permanent Master Issuer Plc, Series 07-1, Class 4A, 3 mo. LIBOR + .08%, 0.33%, due 10/15/33     198,980  
                     
            Total Residential Mortgage-Backed Securities (European)     3,344,176  
                     

         
    See accompanying notes to the financial statements.   13


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            Residential Mortgage-Backed Securities (United States) — 0.0%        
      21,387     Chevy Chase Mortgage Funding Corp., Series 04-3A, Class A2, 144A, 1 mo. LIBOR + .30%, 0.52%, due 08/25/35     14,757  
      74,776     Mellon Residential Funding Corp., Series 04-TBC1, Class A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 02/26/34     62,064  
                     
            Total Residential Mortgage-Backed Securities (United States)     76,821  
                     
                     
            Student Loans — 0.0%        
      700,000     College Loan Corp. Trust, Series 07-2, Class A1, 3 mo. LIBOR + .25%, 0.50%, due 01/25/24     698,775  
      29,636     Goal Capital Funding Trust, Series 07-1, Class A1, 3 mo. LIBOR + .02%, 0.27%, due 06/25/21     29,598  
      80,696     National Collegiate Student Loan Trust, Series 06-1, Class A2, 1 mo. LIBOR + .14%, 0.36%, due 08/25/23     79,566  
      400,000     Nelnet Student Loan Trust, Series 05-2, Class A4, 3 mo. LIBOR + .08%, 0.33%, due 12/23/19     393,744  
      120,709     SLM Student Loan Trust, Series 07-A, Class A1, 3 mo. LIBOR + .03%, 0.28%, due 09/15/22     120,106  
                     
            Total Student Loans     1,321,789  
                     
                     
            Time Share — 0.0%        
      106,922     Sierra Receivables Funding Co., Series 08-1A, Class A2, 144A, 1 mo. LIBOR + 4.00%, 4.21%, due 02/20/20     110,297  
                     
            Total Asset-Backed Securities     39,596,592  
                     
                     
            Corporate Debt — 0.0%        
      598,000     Health Care Property Investors, Inc., Series G, MTN, 5.63%, due 02/28/13     625,272  
                     
                     
            U.S. Government Agency — 0.0%        
      100,900     Agency for International Development Floater (Support of C.A.B.E.I.), 6 mo. U.S. Treasury Bill + .40%, 0.44%, due 10/01/12 (a)     100,235  
      35,247     Agency for International Development Floater (Support of Honduras), 3 mo. U.S. Treasury Bill x 117%, 0.05%, due 10/01/11 (a)     35,200  
      503,094     Agency for International Development Floater (Support of Jamaica), 6 mo. U.S. Treasury Bill + 0.75%, 0.80%, due 03/30/19 (a)     488,483  
      44,927     Agency for International Development Floater (Support of Peru), Series B, 6 mo. U.S. Treasury Bill +.35%, 0.40%, due 05/01/14 (a)     44,187  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Par Value ($) /
           
Shares     Description   Value ($)  
            U.S. Government Agency — continued        
      100,001     Agency for International Development Floater (Support of Zimbabwe), 3 mo. U.S. Treasury Bill x 115%, 0.05%, due 01/01/12 (a)     99,481  
                     
            Total U.S. Government Agency     767,586  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $39,467,342)     40,989,450  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Money Market Funds — 0.0%        
      52,407     State Street Institutional U.S. Government Money Market Fund-Institutional Class, 0.00% (b)     52,407  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $52,407)     52,407  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $3,047,541,350)
    3,331,358,620  
            Other Assets and Liabilities (net) — 0.00%     285,834  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 3,331,644,454  
                     
 
Notes to Schedule of Investments:
 
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 investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
C.A.B.E.I. - Central American Bank for Economic Integration
CDO - Collateralized Debt Obligation
CMBS - Commercial Mortgage Backed Security
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
MTN - Medium Term Note
NPGC - Insured to the payment orf principal and interest by National Public Guarantee Corp.
RMBS - Residential Mortgage Backed Security
XL - Insured as to the payment of principal and interest by XL Capital Assurance.

         
    See accompanying notes to the financial statements.   15


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
 
§ These securities were categorized as “high yield” as a result of being rated below investment grade at issuance (Note 3).
u These securities are primarily backed by subprime mortgages.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.0%

         
16
  See accompanying notes to the financial statements.    


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $39,519,749) (Note 2)
  $ 41,041,857  
Investments in affiliated issuers, at value (cost $3,008,021,601) (Notes 2 and 10)
    3,290,316,763  
Receivable for investments sold
    34,530,222  
Interest receivable
    40,878  
Receivable for expenses reimbursed by Manager (Note 5)
    23,901  
Miscellaneous receivable
    5,176  
         
Total assets
    3,365,958,797  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    34,113,451  
Payable to affiliate for (Note 5)
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    9,713  
Accrued expenses
    191,179  
         
Total liabilities
    34,314,343  
         
Net assets
  $ 3,331,644,454  
         
Net assets consist of:
       
Paid-in capital
  $ 3,632,197,744  
Accumulated undistributed net investment income
    21,733,768  
Accumulated net realized loss
    (606,104,328 )
Net unrealized appreciation
    283,817,270  
         
    $ 3,331,644,454  
         
Net assets attributable to:
       
Class III shares
  $ 3,331,644,454  
         
Shares outstanding:
       
Class III
    325,869,613  
         
Net asset value per share:
       
Class III
  $ 10.22  
         

         
    See accompanying notes to the financial statements.   17


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 19,812,762  
Interest
    2,075,676  
Dividends from unaffiliated issuers
    8  
         
Total investment income
    21,888,446  
         
Expenses:
       
Legal fees
    60,536  
Audit and tax fees
    32,568  
Trustees fees and related expenses (Note 5)
    31,604  
Custodian, fund accounting agent and transfer agent fees
    30,728  
Trust Officers or agents unaffiliated with the Manager (Note 5)
    9,327  
Registration fees
    3,864  
Miscellaneous
    17,921  
         
Total expenses
    186,548  
Fees and expenses reimbursed by Manager (Note 5)
    (142,876 )
Expense reductions (Note 2)
    (2,172 )
         
Net expenses
    41,500  
         
Net investment income (loss)
    21,846,946  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    1,944,238  
Investments in affiliated issuers
    29,641,616  
Realized gains distributions from affiliated issuers (Note 10)
    36,139,695  
Foreign currency, forward contracts and foreign currency related transactions
    (4,584 )
         
Net realized gain (loss)
    67,720,965  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (3,726,336 )
Investments in affiliated issuers
    (80,002,396 )
         
Net unrealized gain (loss)
    (83,728,732 )
         
Net realized and unrealized gain (loss)
    (16,007,767 )
         
Net increase (decrease) in net assets resulting from operations
  $ 5,839,179  
         

         
18
  See accompanying notes to the financial statements.    


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 21,846,946     $ 56,614,588  
Net realized gain (loss)
    67,720,965       (123,864,237 )
Change in net unrealized appreciation (depreciation)
    (83,728,732 )     434,768,786  
                 
                 
Net increase (decrease) in net assets from operations
    5,839,179       367,519,137  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (793,185 )     (63,193,309 )
                 
Net share transactions (Note 9):
               
Class III
    (131,511,150 )     48,282,089  
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    406,375       802,582  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (131,104,775 )     49,084,671  
                 
Total increase (decrease) in net assets
    (126,058,781 )     353,410,499  
                 
Net assets:
               
Beginning of period
    3,457,703,235       3,104,292,736  
                 
End of period (including accumulated undistributed net investment income of $21,733,768 and $680,007, respectively)
  $ 3,331,644,454     $ 3,457,703,235  
                 

         
    See accompanying notes to the financial statements.   19


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31,
                   
    2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 10.22     $ 9.30     $ 7.28     $ 11.37     $ 12.01     $ 11.76  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.06       0.17       0.27       0.87       0.48       0.39  
Net realized and unrealized gain (loss)
    (0.06 )     0.94       2.10       (3.43 )     0.05       0.66  
                                                 
                                                 
Total from investment operations
          1.11       2.37       (2.56 )     0.53       1.05  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    0.00 (b)     (0.19 )     (0.35 )     (1.04 )     (0.53 )     (0.43 )
From net realized gains
                      (0.49 )     (0.64 )     (0.37 )
                                                 
                                                 
Total distributions
          (0.19 )     (0.35 )     (1.53 )     (1.17 )     (0.80 )
                                                 
                                                 
Net asset value, end of period
  $ 10.22     $ 10.22     $ 9.30     $ 7.28     $ 11.37     $ 12.01  
                                                 
                                                 
Total Return(c)
    0.02 %**     11.98 %     32.60 %     (24.30 )%     4.10 %     9.22 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 3,331,644     $ 3,457,703     $ 3,104,293     $ 2,432,987     $ 3,364,855     $ 3,079,164  
Net expenses to average daily net assets(d)(e)
    0.00 %(f)*     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %
Net investment income (loss) to average daily net assets
    1.24 %*     1.73 %     3.00 %     8.81 %     3.89 %     3.28 %
Portfolio turnover rate
    20 %**     32 %     29 %     44 %     76 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.01 %     0.01 %     0.01 %     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)   $ 0.01  
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) Distributions from net income were less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions (Note 2).
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Global Balanced Asset Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
Effective September, 15, 2011, the Fund changed its name to GMO Global Asset Allocation Fund and eliminated its policy to invest at least 25% of its assets in fixed income investments and at least 25% of its assets in equity investments. See Note 11 “Subsequent events” for more information. The information below is for the period prior to September 15, 2011.
 
The Fund seeks total return greater than that of its benchmark, the GMO Global Balanced Index. The GMO Global Balanced Index is an internally maintained composite benchmark computed by the Manager, comprised of (i) the MSCI All Country World Index (“ACWI”) Index and (ii) the Barclays Capital U.S. Aggregate Index in the following proportions: 65% MSCI ACWI Index and 35% Barclays Capital U.S. Aggregate Index. The Fund is a fund of funds and invests primarily in shares of other GMO Funds, which may include the GMO International Equity Funds, the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Debt Opportunities Fund, GMO High Quality Short-Duration Bond Fund, GMO Special Situations Fund and GMO World Opportunity Overlay Fund (GMO Funds in which the Funds invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities (particularly asset-backed securities) directly or through one or more subsidiaries or other entities. The Fund may be exposed to foreign and U.S. equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), U.S. and foreign fixed income securities (including asset-backed securities and other fixed income securities of any credit quality and having any maturity or duration), the investment returns of commodities and, from time to time, other alternative asset classes.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, U.S. fixed income, foreign fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments. The Manager, however, intends to invest at least 25% of the Fund’s assets in fixed income investments and at least 25% in equity investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.

         
        21


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or at gmo.com. As of August 31, 2011, shares of GMO Alternative Asset Opportunity Fund, GMO Special Situations Fund, and GMO World Opportunity Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.8% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on

         
22
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or through investments in the underlying funds that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      39.7 %
           
Futures Contracts
      (0.2 )%
           
Swap Agreements
      0.5 %
           
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 1.0% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.

         
        23


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR Rate.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 3,290,316,763     $     $     $ 3,290,316,763  
Debt Obligations
                               
Asset-Backed Securities
          6,098,769       33,497,823       39,596,592  
Corporate Debt
          625,272             625,272  
U.S. Government Agency
                767,586       767,586  
                                 
TOTAL DEBT OBLIGATIONS
          6,724,041       34,265,409       40,989,450  
                                 
Short-Term Investments
    52,407                   52,407  
                                 
Total Investments
    3,290,369,170       6,724,041       34,265,409       3,331,358,620  
                                 
Total
  $ 3,290,369,170     $ 6,724,041     $ 34,265,409     $ 3,331,358,620  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 6.9% and (0.0)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
24
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Still Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Debt Obligations
                                                                                 
Asset backed Securities
  $ 44,061,730     $      —     $ (9,573,565 )   $ 400,155     $ 1,477,626     $ (2,868,123 )   $      —     $      —     $ 33,497,823       $ (2,375,998 )
U.S. Government Agency
  $ 971,897     $     $ (204,812 )   $ 335     $ 4,339     $ (4,173 )   $     $     $ 767,586       $ (4,173 )
                                                                                   
Total Debt Obligations
  $ 45,033,627     $     $ (9,778,377 )   $ 400,490     $ 1,481,965     $ (2,872,296 )   $     $     $ 34,265,409       $ (2,380,171 )
                                                                                   
Total
  $ 45,033,627     $     $ (9,778,377 )   $ 400,490     $ 1,481,965     $ (2,872,296 )   $     $     $ 34,265,409       $ (2,380,171 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.

         
        25


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (293,447,811 )
February 28, 2019
    (45,265,045 )
         
Total
  $ (338,712,856 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 3,359,082,904     $     $ (27,724,284 )   $ (27,724,284 )    

         
26
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.

         
        27


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchases and redemptions of Fund shares
Prior to June 30, 2011, the premium on cash purchases and the fee on cash redemptions of Fund Shares were each 0.09% of the amount invested or redeemed. Effective June 30, 2011, the premium on cash purchases and the fee on cash redemptions were each 0.10% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee or modify or eliminate an existing fee at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related

         
28
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk – Equity Securities – The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk – The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Risk – Fixed Income Securities – Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk – Asset-Backed Securities – Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Liquidity Risk – Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
        29


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk – The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk – The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk – The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk – Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small-and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Commodities Risk – To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Currency Risk – Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged.
 
• Leveraging Risk – The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
30
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Credit Risk – The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. Below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk – The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk – To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk – The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Focused Investment Risk – Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk – Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk – To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make

         
        31


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.

         
32
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $31,604 and $12,068, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.421%
    0.064%     0.002%     0.487%
                   

         
        33


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $704,504,345 and $752,321,127, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, no shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.13% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
       
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    22,471,540     $ 231,255,354       64,149,232     $ 626,351,461  
Shares issued to shareholders in reinvestment of distributions
    64,968       687,364       5,410,463       53,853,799  
Shares repurchased
    (35,079,881 )     (363,453,868 )     (64,763,129 )     (631,923,171 )
Purchase premiums
          191,372             519,281  
Redemption fees
          215,003             283,301  
                                 
Net increase (decrease)
    (12,543,373 )   $ (131,104,775 )     4,796,566     $ 49,084,671  
                                 

         
34
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
       
    beginning of
      Sales
  Dividend
  of Realized
  Return of
  Value, end
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   of period
 
GMO Alpha Only Fund, Class IV
  $ 444,489,793     $ 194,449,982     $ 167,817,589     $     $ —$           $ 500,501,982  
GMO Asset Allocation Bond Fund, Class VI
    108,350,120       83,573,006       90,201,536       774,566       5,937,562             98,991,248  
GMO Domestic Bond Fund, Class VI
    112,619,380             2,808,380       628,710             27,949,023       79,705,740  
GMO Emerging Country Debt Fund, Class IV
    15,394,798       317,038       687,196       201,418                   16,062,830  
GMO Emerging Markets Fund, Class VI
    407,920,924       79,798,407       32,305,635             30,202,133             412,216,796  
GMO Flexible Equities Fund, Class VI
    40,832,080       87,119,273       2,252,527                         122,455,735  
GMO International Core Equity Fund, Class VI
    547,460,836       32,117,819       223,487,524       4,890,400                   319,876,065  
GMO International Growth Equity Fund, Class IV
    150,549,756       24,987,903       4,662,747       1,057,733                   162,441,998  
GMO International Intrinsic Value Fund, Class IV
    155,598,926       28,579,086       4,516,655       2,939,296                   160,647,041  
GMO Quality Fund, Class VI
    877,962,197       156,539,290       174,384,120       9,318,432                   868,685,781  
GMO Short-Duration Investment Fund, Class III
    3,023,794       2,207       41,178       2,207                   2,963,139  
GMO Special Situations Fund, Class VI
    147,372,218       3,960,182       20,613,375                         127,110,978  
GMO Strategic Fixed Income Fund, Class VI
    365,706,603       13,060,152       13,293,437                         395,322,261  
GMO World Opportunity Overlay Fund
    23,422,041             323,717                         23,335,169  
                                                         
Totals
  $ 3,400,703,466     $ 704,504,345     $ 737,395,616     $ 19,812,762     $ 36,139,695     $ 27,949,023     $ 3,290,316,763  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of fiscal year ending February 29, 2012.

         
        35


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
11. Subsequent events
 
The Board of Trustees of GMO Trust approved changing the name of GMO Global Balanced Asset Allocation Fund to “GMO Global Asset Allocation Fund.” Effective September 15, 2011, the Fund changed its name to GMO Global Asset Allocation Fund.
 
In conjunction with the name change, effective September 15, 2011, the Fund was no longer bound by its policy to invest at least 25% of its assets in fixed income investments and at least 25% of its assets in equity investments, and the description of the Fund’s principal investment strategies was replaced with the following:
 
Principal investment strategies
The Fund is a fund of funds and invests primarily in shares of other GMO Funds, which may include the International Equity Funds, the U.S. Equity Funds, the Fixed Income Funds, Alpha Only Fund, Alternative Asset Opportunity Fund, Debt Opportunities Fund, High Quality Short-Duration Bond Fund, Special Situations Fund and World Opportunity Overlay Fund (collectively, the “underlying Funds”). In addition, the Fund may hold securities (particularly asset- backed securities) directly or through one or more subsidiaries or other entities. The Fund may be exposed to foreign and U.S. equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), U.S. and foreign fixed income securities (including asset-backed securities and other fixed income securities of any credit quality and having any maturity or duration), the investment returns of commodities and, from time to time, other alternative asset classes.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, U.S. fixed income, foreign fixed income and commodities) to select the underlying Funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying Funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments. Under normal circumstances, the Manager intends to invest not more than 85% of the Fund’s assets in the U.S. Equity and International Equity Funds.
 
For cash management purposes, the Fund may invest in U.S. Treasury Fund and unaffiliated money market funds.

         
36
       


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the comparative data provided by the third-party data services was based on peer groups that included funds with investment approaches that were substantially different from that of the Fund and gave correspondingly less weight to that information. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the

         
        37


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the

         
38
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        39


 

GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
40
       


 

 
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.49 %   $ 1,000.00     $ 1,000.20     $ 2.46  
2) Hypothetical
    0.49 %   $ 1,000.00     $ 1,022.67     $ 2.49  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        41


 

 
GMO Global Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Global Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    86.5 %
Short-Term Investments
    15.6  
Futures Contracts
    1.0  
Forward Currency Contracts
    0.4  
Options Purchased
    0.4  
Loan Participations
    0.2  
Loan Assignments
    0.1  
Rights/Warrants
    0.0 Ù
Promissory Notes
    0.0 Ù
Written Options
    (0.0 )
Reverse Repurchase Agreements
    (1.5 )
Swap Agreements
    (1.7 )
Other
    (1.0 )
         
      100.0 %
         
 
         
Country/Region Summary**   % of Investments  
Euro Region***
    43.6 %
Japan
    35.9  
United States
    35.6  
Canada
    3.6  
Emerging****
    3.5  
Australia
    1.1  
Denmark
    0.0 Ù
New Zealand
    0.0 Ù
Norway
    0.0 Ù
South Africa
    0.0 Ù
Switzerland
    (6.1 )
United Kingdom
    (6.4 )
Sweden
    (10.8 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments. For example, U.S. Asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of

         
        1


 

 
GMO Global Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
market value (direct and indirectly). Duration is based on the Manager’s models. The greater the duration of a bond, the greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using the reference security and applying the same methodology to that security.
*** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
**** The “Emerging” exposure is associated only with investments in the GMO Emerging Country Debt Fund, which is exposed to emerging countries primarily comprised of Russia, Argentina, Brazil, Philippines, Mexico, Venezuela, Colombia, Congo, Turkey, and Indonesia. Additional information about the fund’s emerging country exposure is available in the financial statements of the GMO Emerging Country Debt Fund.
Ù Rounds to 0.0%.

         
2
       


 

GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            DEBT OBLIGATIONS — 36.2%        
                     
            Canada — 2.4%        
            Foreign Government Obligations        
CAD
    1,500,000     Government of Canada, 8.00%, due 06/01/23     2,359,977  
CAD
    2,000,000     Government of Canada, 3.50%, due 06/01/20     2,222,914  
                     
            Total Canada     4,582,891  
                     
                     
            France — 2.4%        
            Foreign Government Obligations        
EUR
    3,000,000     Government of France, 4.00%, due 10/25/38     4,534,890  
                     
                     
            Germany — 1.0%        
            Foreign Government Obligations        
EUR
    1,000,000     Republic of Deutschland, 4.75%, due 07/04/34     1,815,593  
                     
                     
            Italy — 1.4%        
            Foreign Government Obligations        
EUR
    2,400,000     Republic of Italy, 4.00%, due 02/01/37     2,586,219  
                     
                     
            Japan — 16.6%        
            Foreign Government Obligations        
JPY
    2,200,000,000     Japan Government Twenty Year Bond, 2.20%, due 06/20/26     31,241,609  
                     
                     
            Spain — 1.3%        
            Foreign Government Obligations        
EUR
    2,000,000     Government of Spain, 4.70%, due 07/30/41     2,394,130  
                     
                     
            United Kingdom — 5.2%        
            Foreign Government Obligations        
GBP
    5,500,000     U.K. Treasury Gilt, 4.25%, due 12/07/27     9,739,720  
                     
                     
            Total Foreign Government Obligations     56,895,052  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Par Value /
           
Shares     Description   Value ($)  
                     
            United States — 5.9%        
            U.S. Government        
USD
    3,225,960     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a) (b)     3,273,594  
USD
    10,000,000     U.S. Treasury Principal Strip Bond, due 11/15/21     7,764,260  
                     
            Total United States     11,037,854  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $60,642,745)     67,932,906  
                     
                     
            MUTUAL FUNDS — 62.7%        
                     
            United States — 62.7%        
            Affiliated Issuers        
      618,701     GMO Emerging Country Debt Fund, Class IV     6,001,398  
      7,873,225     GMO Short-Duration Collateral Fund     56,608,491  
      45,838     GMO Special Purpose Holding Fund (c)     19,711  
      618,865     GMO U.S. Treasury Fund     15,477,819  
      1,738,197     GMO World Opportunity Overlay Fund     39,822,088  
                     
            Total United States     117,929,507  
                     
                     
            TOTAL MUTUAL FUNDS (COST $128,990,137)     117,929,507  
                     
                     
            SHORT-TERM INVESTMENTS — 1.1%        
                     
            Money Market Funds — 0.2%        
      409,479     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     409,479  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            U.S. Government — 0.9%        
USD
    1,650,000     U.S. Treasury Bill, 0.08%, due 06/28/12 (a) (e)     1,648,870  
USD
    100,000     U.S. Treasury Bill, 0.09%, due 07/26/12 (a) (e)     99,920  
                     
            Total U.S. Government     1,748,790  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $2,156,930)     2,158,269  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $191,789,812)
    188,020,682  
            Other Assets and Liabilities (net) — (0.0%)     (24,330 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 187,996,352  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
9/27/11
    Citibank N.A.     AUD     1,500,000     $ 1,598,324     $ (45,362 )
9/27/11
    Credit Suisse International     AUD     500,000       532,775       10,289  
9/27/11
    Deutsche Bank AG     AUD     7,900,000       8,417,837       (66,599 )
10/04/11
    Credit Suisse International     CAD     1,000,000       1,020,354       12,065  
10/04/11
    Deutsche Bank AG     CAD     2,500,000       2,550,884       (6,302 )
9/06/11
    Citibank N.A.     CHF     1,700,000       2,109,793       (97,856 )
9/06/11
    Credit Suisse International     CHF     700,000       868,738       (10,327 )
9/06/11
    Deutsche Bank AG     CHF     2,100,000       2,606,215       6,603  
9/06/11
    Goldman Sachs International     CHF     900,000       1,116,949       (3,736 )
9/13/11
    Credit Suisse International     EUR     300,000       430,891       4,432  
9/13/11
    Deutsche Bank AG     EUR     37,200,000       53,430,440       218,718  
10/11/11
    Citibank N.A.     GBP     300,000       486,779       (9,718 )
10/11/11
    Credit Suisse International     GBP     1,100,000       1,784,856       (26,234 )
10/11/11
    Deutsche Bank AG     GBP     1,400,000       2,271,635       (20,125 )
10/11/11
    Royal Bank of Scotland PLC     GBP     1,600,000       2,596,154       (22,744 )
9/20/11
    Citibank N.A.     JPY     300,000,000       3,918,524       79,541  
9/20/11
    Deutsche Bank AG     JPY     2,050,000,000       26,776,583       833,454  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
9/20/11
    Royal Bank of Scotland PLC     JPY     110,000,000     $ 1,436,792     $ 715  
10/25/11
    Deutsche Bank AG     NZD     12,000,000       10,184,092       308,931  
                                 
                        $ 124,138,615     $ 1,165,745  
                                 
Sales #
                                   
9/27/11
    Credit Suisse International     AUD     1,000,000     $ 1,065,549     $ (26,309 )
9/27/11
    Citibank N.A.     AUD     1,300,000       1,385,214       (49,581 )
9/27/11
    Deutsche Bank AG     AUD     700,000       745,884       (41,320 )
10/04/11
    Citibank N.A.     CAD     3,600,000       3,673,273       16,670  
10/04/11
    Credit Suisse International     CAD     3,400,000       3,469,202       (30,866 )
10/04/11
    Deutsche Bank AG     CAD     3,000,000       3,061,061       100,362  
10/04/11
    Royal Bank of Scotland PLC     CAD     3,200,000       3,265,132       (3,033 )
9/06/11
    Credit Suisse International     CHF     1,000,000       1,241,055       26,230  
9/06/11
    Deutsche Bank AG     CHF     5,800,000       7,198,118       (254,505 )
9/06/11
    Royal Bank of Scotland PLC     CHF     400,000       496,422       46,440  
9/13/11
    Citibank N.A.     EUR     600,000       861,781       (19,201 )
9/13/11
    Credit Suisse International     EUR     2,600,000       3,734,386       (36,356 )
9/13/11
    Deutsche Bank AG     EUR     3,900,000       5,601,579       7,213  
9/13/11
    Goldman Sachs International     EUR     600,000       861,781       (3,727 )
9/13/11
    Royal Bank of Scotland PLC     EUR     2,100,000       3,016,235       (22,478 )
10/11/11
    Credit Suisse International     GBP     200,000       324,519       (527 )
10/11/11
    Deutsche Bank AG     GBP     1,200,000       1,947,115       7,246  
9/20/11
    Citibank N.A.     JPY     170,000,000       2,220,497       (48,272 )
9/20/11
    Credit Suisse International     JPY     100,000,000       1,306,175       (4,261 )
9/20/11
    Deutsche Bank AG     JPY     170,000,000       2,220,497       (22,230 )
9/20/11
    Royal Bank of Scotland PLC     JPY     370,000,000       4,832,847       (42,847 )
10/25/11
    Credit Suisse International     NZD     1,000,000       848,674       (22,694 )
10/25/11
    Deutsche Bank AG     NZD     600,000       509,205       (14,774 )
                                 
                        $ 53,886,201     $ (438,820 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Cross Currency Contracts
 
                                         
                Net Unrealized
Settlement
      Deliver/Units
      Appreciation/
Date   Counterparty   of Currency   Receive/In Exchange For   (Depreciation)
 
10/18/2011
    Deutsche Bank AG     EUR     5,800,000     NOK     45,644,400     $ 159,930  
      Goldman Sachs                                  
10/18/2011
    International     EUR     200,000     NOK     1,578,628       6,385  
      Credit Suisse                                  
10/18/2011
    International     NOK     5,616,910     EUR     700,000       (20,809 )
      Goldman Sachs                                  
10/18/2011
    International     NOK     4,722,750     EUR     600,000       (16,714 )
      Credit Suisse                                  
11/01/2011
    International     EUR     400,000     SEK     3,653,600       66  
11/01/2011
    Deutsche Bank AG     EUR     1,200,000     SEK     10,964,520       783  
                                     
                                    $ 129,641  
                                     
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
10
    Australian Government Bond 10 Yr.     September 2011   $ 1,210,691     $ 11,053  
11
    Australian Government Bond 3 Yr.     September 2011     1,250,534       33,167  
5
    Canadian Government Bond 10 Yr.     December 2011     662,218       (4,900 )
81
    Euro BOBL     September 2011     14,197,780       537,535  
125
    Euro Bund     September 2011     24,217,433       263,548  
2
    Euro SCHATZ     September 2011     314,855       (648 )
4
    Japanese Government Bond 10 Yr. (TSE)     September 2011     7,449,196       (10,985 )
41
    U.S. Treasury Bond 30 Yr. (CBT)     September 2011     5,629,813       (7,344 )
113
    U.S. Treasury Note 10 Yr. (CBT)     September 2011     14,693,531       434,988  
89
    U.S. Treasury Note 2 Yr. (CBT)     September 2011     19,627,281       54,094  
124
    U.S. Treasury Note 5 Yr. (CBT)     September 2011     15,314,000       511,172  
                         
                $ 104,567,332     $ 1,821,680  
                         
Sales
                           
138
    UK Gilt Long Bond     December 2011   $ 28,417,633     $ 184,223  
                         

         
    See accompanying notes to the financial statements.   7


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Swap Agreements
 
Credit Default Swaps
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
  Net
                        Implied
      by the Fund
  Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  21,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.70%   3.61%   Italy
Government
International Bond
    N/A         $ 882,139  
  15,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.66%   3.54%   Italy
Government
International Bond
    15,000,000     USD     (1,613,574 )
                                                     
                                                $ (731,435 )
                                                     
Premiums to (Pay) Receive
  $  
         
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e. higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps
 
                                     
                        Net
                            Unrealized
Notional
  Expiration
      Receive
  Fixed
      Appreciation/
Amount   Date   Counterparty   (Pay) #   Rate   Variable Rate   (Depreciation)
 
  5,800,000     CHF   9/21/2016   Citibank N.A.   Receive   1.90%   6 Month CHF LIBOR   $ 316,575  
  11,300,000     CHF   9/21/2016   Barclays
Bank PLC
  Receive   1.90%   6 Month CHF LIBOR     616,775  
  45,600,000     SEK   9/21/2016   Barclays
Bank PLC
  (Pay)   3.90%   3 Month SEK STIBOR     (455,833 )
  51,300,000     SEK   9/21/2016   Citibank N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (512,812 )
  38,900,000     SEK   9/21/2016   JPMorgan
Chase Bank, N.A.
  (Pay)   3.90%   3 Month SEK STIBOR     (388,858 )
  12,000,000     EUR   8/11/2014   Merrill Lynch
Capital Services, Inc.
  Receive   1.86%   6 Month EUR LIBOR     2,384  
                                     
                                $ (421,769 )
                                     
Premiums to (Pay) Receive
  $ (83,376 )
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
BOBL - Bundesobligationen
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
EUR LIBOR - London Interbank Offered Rate denominated in Euros.
SEK STIBOR - Stockholm Interbank Offered Rate denominated in Swedish Krona.
(a) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any.
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note Yield rounds to 0.00%.
(e) Rate shown represents yield-to-maturity.

         
    See accompanying notes to the financial statements.   9


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar

         
10
  See accompanying notes to the financial statements.    


 

GMO Global Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $62,799,675) (Note 2)
  $ 70,091,175  
Investments in affiliated issuers, at value (cost $128,990,137) (Notes 2 and 10)
    117,929,507  
Dividends and interest receivable
    470,629  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,846,073  
Receivable for variation margin on open futures contracts (Note 4)
    840,990  
Receivable for open swap contracts (Note 4)
    1,817,873  
Receivable for expenses reimbursed by Manager (Note 5)
    10,839  
         
Total assets
    193,007,086  
         
         
Liabilities:
       
Due to custodian
    83  
Payable to affiliate for (Note 5):
       
Management fee
    32,263  
Shareholder service fee
    25,471  
Trustees and Trust Officers or agents unaffiliated with the Manager
    137  
Due to broker for open/closed futures contracts
    906,653  
Unrealized depreciation on open forward currency contracts (Note 4)
    989,507  
Payable for open swap contracts (Note 4)
    2,971,077  
Accrued expenses
    85,543  
         
Total liabilities
    5,010,734  
         
Net assets
  $ 187,996,352  
         
Net assets consist of:
       
Paid-in capital
  $ 220,398,143  
Distributions in excess of net investment income
    (997,331 )
Accumulated net realized loss
    (29,270,446 )
Net unrealized depreciation
    (2,134,014 )
         
    $ 187,996,352  
         
Net assets attributable to:
       
Class III shares
  $ 187,996,352  
         
Shares outstanding:
       
Class III
    22,335,513  
         
Net asset value per share:
       
Class III
  $ 8.42  
         

         
    See accompanying notes to the financial statements.   11


 

GMO Global Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 1,083,419  
Dividends from affiliated issuers (Note 10)
    511,806  
Dividends from unaffiliated issuers
    3  
         
Total investment income
    1,595,228  
         
Expenses:
       
Management fee (Note 5)
    198,531  
Shareholder service fee – Class III (Note 5)
    156,735  
Custodian, fund accounting agent and transfer agent fees
    60,444  
Audit and tax fees
    34,684  
Legal fees
    4,600  
Registration fees
    2,300  
Trustees fees and related expenses (Note 5)
    1,517  
Miscellaneous
    6,600  
         
Total expenses
    465,411  
Fees and expenses reimbursed by Manager (Note 5)
    (44,210 )
Expense reductions (Note 2)
    (12 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (15,342 )
Shareholder service fee waived (Note 5)
    (3,621 )
         
Net expenses
    402,226  
         
Net investment income (loss)
    1,193,002  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    495,268  
Investments in affiliated issuers
    (404,787 )
Realized gains distributions from affiliated issuers (Note 10)
    918  
Futures contracts
    3,485,358  
Written options
    228,729  
Swap contracts
    584,913  
Foreign currency, forward contracts and foreign currency related transactions
    5,420,981  
         
Net realized gain (loss)
    9,811,380  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    5,659,726  
Investments in affiliated issuers
    (336,970 )
Futures contracts
    2,237,366  
Written options
    (210,505 )
Swap contracts
    (1,309,623 )
Foreign currency, forward contracts and foreign currency related transactions
    (1,303,237 )
         
Net unrealized gain (loss)
    4,736,757  
         
Net realized and unrealized gain (loss)
    14,548,137  
         
Net increase (decrease) in net assets resulting from operations
  $ 15,741,139  
         

         
12
  See accompanying notes to the financial statements.    


 

GMO Global Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 1,193,002     $ 3,148,553  
Net realized gain (loss)
    9,811,380       5,592,672  
Change in net unrealized appreciation (depreciation)
    4,736,757       16,256,656  
                 
                 
Net increase (decrease) in net assets from operations
    15,741,139       24,997,881  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (2,870,916 )     (15,807,412 )
                 
Net share transactions (Note 9):
               
Class III
    (34,765,133 )     (13,174,249 )
                 
                 
Total increase (decrease) in net assets
    (21,894,910 )     (3,983,780 )
                 
Net assets:
               
Beginning of period
    209,891,262       213,875,042  
                 
End of period (including distributions in excess of net investment income of $997,331 and accumulated undistributed net investment income of $680,583, respectively)
  $ 187,996,352     $ 209,891,262  
                 

         
    See accompanying notes to the financial statements.   13


 

GMO Global Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 7.91     $ 7.58     $ 6.33     $ 8.70     $ 8.92     $ 8.53  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.05       0.12       0.10       0.25       0.42       0.38  
Net realized and unrealized gain (loss)
    0.58       0.82       1.66       (2.11 )     0.11       0.38  
                                                 
                                                 
Total from investment operations
    0.63       0.94       1.76       (1.86 )     0.53       0.76  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.12 )     (0.61 )     (0.51 )     (0.51 )     (0.75 )     (0.37 )
                                                 
                                                 
Total distributions
    (0.12 )     (0.61 )     (0.51 )     (0.51 )     (0.75 )     (0.37 )
                                                 
                                                 
Net asset value, end of period
  $ 8.42     $ 7.91     $ 7.58     $ 6.33     $ 8.70     $ 8.92  
                                                 
                                                 
Total Return(b)
    7.97 %**     12.84 %     28.99 %     (22.77 )%     6.50 %     8.99 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 187,996     $ 209,891     $ 213,875     $ 261,706     $ 338,614     $ 185,321  
Net operating expenses to average daily net assets(c)
    0.38 %(d)*     0.38 %(d)     0.38 %(d)     0.39 %(d)     0.38 %(d)     0.39 %
Interest expense to average daily net assets(e)
          0.01 %     0.00 %(f)                  
Total net expenses to average daily net assets(c)
    0.38 %(d)*     0.39 %(d)     0.38 %(d)     0.39 %(d)     0.38 %(d)     0.39 %
Net investment income (loss) to average daily net assets(a)
    1.14 %*     1.50 %     1.37 %     3.24 %     4.86 %     4.33 %
Portfolio turnover rate
    18 %**     45 %     31 %     35 %     20 %     22 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.06 %*     0.07 %     0.04 %     0.03 %     0.03 %     0.06 %
Redemption fees consisted of the following per share amounts:
              $ 0.01     $ 0.00 (g)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Interest expense was less than 0.01% to average daily net assets.
(g) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
14
  See accompanying notes to the financial statements.    


 

GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Global Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the J.P. Morgan Global Government Bond Index. The Fund’s investment program has two principal components. One component seeks to replicate the Fund’s benchmark. The second component seeks to add value relative to the Fund’s benchmark by taking positions that may be unrelated to its benchmark in global interest rate, currency and credit markets (particularly in asset-backed and emerging country debt markets). These positions can cause the Fund’s performance to differ significantly from that of its benchmark.
 
In deciding on what positions to take in global interest rate and currency markets, and for the size of those positions, the Manager considers fundamental factors (e.g., inflation and current account positions) as well as price-based factors (e.g., interest and exchange rates). The Manager assesses the relative values across global interest rate and currency markets, and considers the merits of overweighting or underweighting positions in currencies and interest rates. The Manager also may consider the relative attractiveness of yield curve and duration positions in these markets.
 
In selecting credit investments, the Manager uses fundamental investment techniques to assess the expected performance of these investments relative to the Fund’s benchmark.
 
In implementing these strategies, the Fund may hold or invest in: derivatives, including without limitation, futures contracts, currency options, interest rate options, currency forwards, reverse repurchase agreements, credit default swaps and other swap contracts (to generate a return comparable to the Fund’s benchmark and to gain exposure to the global interest rate, credit and currency markets); foreign bonds and other bonds denominated in various currencies, including foreign and U.S. government bonds, asset-backed securities issued by foreign governments and U.S. government agencies (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; shares of GMO Short-Duration Collateral Fund (“SDCF”) (to have exposure to asset-backed securities); shares of GMO World Opportunity Overlay Fund (“Overlay Fund”) (to gain exposure to the global interest rate, credit and currency markets); shares of GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets); shares of GMO U.S. Treasury Fund and unaffiliated money market funds (for cash management purposes); shares of GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by investing in a wide variety of high quality U.S. and foreign debt investments); and shares of GMO Debt Opportunities Fund (to gain exposure to global credit markets).

         
        15


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund, primarily through its investments in shares of SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposure to below investment grade U.S. asset-backed and emerging country debt securities. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager normally seeks to maintain the Fund’s estimated interest rate duration within +/- 2 years of the benchmark’s duration.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option). The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). As of August 31, 2011, shares of SDCF, GMO Special Purpose Holding Fund (“SPHF”) and Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset

         
16
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 1.0% of net assets. The underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 5.0% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.

         
        17


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and inputs from pricing vendors) to value credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Foreign Government Obligations
  $     $ 56,895,052     $     $ 56,895,052  
U.S. Government
          11,037,854            —       11,037,854  
                                 
TOTAL DEBT OBLIGATIONS
          67,932,906             67,932,906  
                                 
Mutual Funds
    117,909,796       19,711             117,929,507  
Short-Term Investments
    2,158,269                   2,158,269  
                                 
Total Investments
    120,068,065       67,952,617             188,020,682  
                                 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
          1,846,073             1,846,073  
Futures Contracts
                               
Interest rate risk
    2,029,780                   2,029,780  
Swap Agreements
                               
Credit Risk
          882,139             882,139  
Interest rate risk
          935,734             935,734  
                                 
Total
  $ 122,097,845     $ 71,616,563     $     $ 193,714,408  
                                 

         
18
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
  $     $ (989,507 )   $      —     $ (989,507 )
Futures Contracts
                               
Interest rate risk
    (23,877 )                 (23,877 )
Swap Agreements
                               
Credit Risk
          (1,613,574 )           (1,613,574 )
Interest rate risk
            (1,357,503 )             (1,357,503 )
                                 
Total
  $ (23,877 )   $ (3,960,584 )   $     $ (3,984,461 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 30.2% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in

         
        19


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.

         
20
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary

         
        21


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $1,867,952.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 29, 2012
  $ (7,601,799 )
February 28, 2014
    (7,575,780 )
February 28, 2015
    (269,796 )
February 28, 2017
    (4,412,277 )
February 28, 2018
    (6,769,760 )
February 28, 2019
    (1,398,524 )
         
Total
  $ (28,027,936 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 201,041,389     $ 8,863,710     $ (21,884,417 )   $ (13,020,707 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax

         
22
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.

         
        23


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
24
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.

         
        25


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g.,

         
26
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through

         
        27


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which

         
28
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.

         
        29


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange risk. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a

         
30
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust exposure to currencies and otherwise manage currency exchange rate risk. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust exposure to foreign currencies and otherwise manage currency exchange rate risk. The Fund had no written option contracts outstanding at the end of the period.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount of
  of
      Amount of
  of
   
    Contracts   Contracts   Premiums   Contracts   Contracts   Premiums
 
Outstanding, beginning of period
    (11,600,000 )          —     $ (228,729 )          —            —     $      —  
Options written
                                   
Options exercised
                                   
Options expired
    11,600,000             228,729                    
Options sold
                                   
                                                 
Outstanding, end of period
              $                 $  
                                                 
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains

         
        31


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon

         
32
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure, achieve exposure to a reference entity’s credit, and/or provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        33


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on forward currency contracts
  $     $ 1,846,073     $     $      —     $      —     $ 1,846,073  
Unrealized appreciation on
futures contracts *
    2,029,780                               2,029,780  
Unrealized appreciation on
swap agreements
    935,734             882,139                   1,817,873  
                                                 
Total
  $ 2,965,514     $ 1,846,073     $ 882,139     $     $     $ 5,693,726  
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (989,507 )   $     $     $     $ (989,507 )
Unrealized depreciation on
futures contracts *
    (23,877 )                             (23,877 )
Unrealized depreciation on
swap agreements
    (1,357,503 )           (1,613,574 )                 (2,971,077 )
                                                 
Total
  $ (1,381,380 )   $ (989,507 )   $ (1,613,574 )   $     $     $ (3,984,461 )
                                                 

         
34
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $     $ (438,302 )   $     $      —     $      —     $ (438,302 )
Written options
          228,729                         228,729  
Forward currency contracts
          2,547,472                         2,547,472  
Futures contracts
    3,485,358                               3,485,358  
Swap agreements
    639,513             (54,600 )                 584,913  
                                                 
Total
  $ 4,124,871     $ 2,337,899     $ (54,600 )   $     $     $ 6,408,170  
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $     $ 376,344     $     $     $     $ 376,344  
Written options
          (210,505 )                       (210,505 )
Forward currency contracts
          (1,302,345 )                       (1,302,345 )
Futures contracts
    2,237,366                               2,237,366  
Swap agreements
    (872,919 )           (436,704 )                 (1,309,623 )
                                                 
Total
  $ 1,364,447     $ (1,136,506 )   $ (436,704 )   $     $     $ (208,763 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, and futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                                 
    Forward
           
    Currency
  Futures
  Swap
   
    Contracts   Contracts   Agreements   Options
 
Average amount outstanding
  $ 160,571,589     $ 162,420,071     $ 85,304,067     $ 8,237,737  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.19% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager has contractually

         
        35


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $1,517 and $712, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.021%
    0.004%     0.008%     0.033%
                   

         
36
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 3,844,800  
Investments (non-U.S. Government securities)
    37,288,297       34,298,724  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 47.83% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.04% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 51.41% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:

         
        37


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    46,417     $ 373,256       1,623,975     $ 12,775,056  
Shares issued to shareholders in
reinvestment of distributions
    240,487       1,947,943       1,409,609       10,790,314  
Shares repurchased
    (4,490,795 )     (37,086,332 )     (4,725,788 )     (36,739,619 )
                                 
Net increase (decrease)
    (4,203,891 )   $ (34,765,133 )     (1,692,204 )   $ (13,174,249 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 7,020,716     $ 93,841     $ 1,550,000     $ 93,841     $     $     $ 6,001,398  
GMO Short-Duration Collateral Fund
    81,724,080                   414,427             23,540,900       56,608,491  
GMO Special Purpose Holding Fund
    22,919                                     19,711  
GMO U.S. Treasury Fund
    4,227,972       37,094,456       25,850,000       3,538       918             15,477,819  
GMO World Opportunity Overlay Fund
    41,828,178       100,000       2,500,000                         39,822,088  
                                                         
Totals
  $ 134,823,865     $ 37,288,297     $ 29,900,000     $ 511,806     $ 918     $ 23,540,900     $ 117,929,507  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
38
       


 

GMO Global Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        39


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
40
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        41


 

GMO Global Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
42
       


 

 
GMO Global Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
1) Actual
    0.41 %   $ 1,000.00     $ 1,079.70     $ 2.14  
2) Hypothetical
    0.41 %   $ 1,000.00     $ 1,023.08     $ 2.08  
                                 
 
            * Expenses are calculated using the annualized expense ratio (including indirect expense incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        43


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    93.1 %
Short-Term Investments
    3.3  
Preferred Stocks
    2.1  
Investment Funds
    0.2  
Debt Obligations
    0.1  
Private Equity Securities
    0.0
Rights/Warrants
    0.0
Forward Currency Contracts
    (0.0 )
Swap Agreements
    (0.0 )
Futures Contracts
    (0.3 )
Other
    1.5  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    37.3 %
Emerging***
    16.7  
Japan
    12.8  
United Kingdom
    10.0  
France
    4.9  
Germany
    3.7  
Switzerland
    3.5  
Italy
    2.3  
Netherlands
    1.2  
Spain
    1.2  
Australia
    1.1  
Singapore
    0.9  
Hong Kong
    0.8  
Canada
    0.8  
Sweden
    0.7  
Belgium
    0.5  
Denmark
    0.4  
Ireland
    0.3  
Austria
    0.2  
Finland
    0.2  
New Zealand
    0.2  
Greece
    0.1  
Israel
    0.1  

         
        1


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country / Region Summary**   % of Investments  
Norway
    0.1 %
Portugal
    0.0
         
      100.0 %
         
 
Ù Rounds to 0.0%.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”) except for GMO Alpha Only Fund.
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments and includes exposure through the use of certain derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Brazil, Chile, China, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, and Turkey.

         
2
       


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
ParValue ($)     Description   Value ($)  
                     
            AFFILIATED ISSUERS — 99.9%        
                     
            Mutual Funds — 99.9%        
      662,184     GMO Alpha Only Fund, Class IV     16,389,048  
      19,108,017     GMO Emerging Markets Fund, Class VI     245,729,106  
      2,971,755     GMO Flexible Equities Fund, Class VI     53,253,848  
      10,521,082     GMO International Core Equity Fund, Class VI     290,592,292  
      5,642,826     GMO International Growth Equity Fund, Class IV     126,850,740  
      5,956,657     GMO International Intrinsic Value Fund, Class IV     121,575,369  
      27,144,530     GMO Quality Fund, Class VI     569,220,788  
      17,093     GMO Short-Duration Investment Fund, Class III     141,871  
      6,428,976     GMO U.S. Core Equity Fund, Class VI     74,961,857  
                     
                  1,498,714,919  
                     
                     
            Private Investment Fund — 0.0%        
      175     GMO SPV I, LLC (a)     19  
                     
                     
            TOTAL AFFILIATED ISSUERS (COST $1,368,358,276)     1,498,714,938  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      48,669     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     48,669  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $48,669)     48,669  
                     
                     
            TOTAL INVESTMENTS — 99.9%
(Cost $1,368,406,945)
    1,498,763,607  
                     
            Other Assets and Liabilities (net) — 0.1%     794,535  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,499,558,142  
                     
 
Notes to Schedule of Investments:
 
(a) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.

         
    See accompanying notes to the financial statements.   3


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $48,669) (Note 2)
  $ 48,669  
Investments in affiliated issuers, at value (cost $1,368,358,276) (Notes 2 and 10)
    1,498,714,938  
Receivable for Fund shares sold
    32,137,221  
Receivable for expenses reimbursed by Manager (Note 5)
    17,013  
Miscellaneous receivable
    12,860  
         
Total assets
    1,530,930,701  
         
         
Liabilities:
       
Payable for investments purchased
    31,294,407  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    3,369  
Accrued expenses
    74,783  
         
Total liabilities
    31,372,559  
         
Net assets
  $ 1,499,558,142  
         
Net assets consist of:
       
Paid-in capital
  $ 1,460,233,466  
Accumulated undistributed net investment income
    14,210,776  
Accumulated net realized loss
    (105,242,762 )
Net unrealized appreciation
    130,356,662  
         
    $ 1,499,558,142  
         
Net assets attributable to:
       
Class III shares
  $ 1,499,558,142  
         
Shares outstanding:
       
Class III
    181,004,717  
         
Net asset value per share:
       
Class III
  $ 8.28  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 14,319,876  
Interest
    2  
         
Total investment income
    14,319,878  
         
Expenses:
       
Legal fees
    36,524  
Custodian, fund accounting agent and transfer agent fees
    26,036  
Audit and tax fees
    17,112  
Trustees fees and related expenses (Note 5)
    13,528  
Registration fees
    2,208  
Miscellaneous
    13,996  
         
Total expenses
    109,404  
Fees and expenses reimbursed by Manager (Note 5)
    (90,712 )
Expense reductions (Note 2)
    (316 )
         
Net expenses
    18,376  
         
Net investment income (loss)
    14,301,502  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    33,719,522  
Realized gains distributions from affiliated issuers (Note 10)
    18,434,138  
         
Net realized gain (loss)
    52,153,660  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (120,461,510 )
         
Net realized and unrealized gain (loss)
    (68,307,850 )
         
Net increase (decrease) in net assets resulting from operations
  $ (54,006,348 )
         

         
    See accompanying notes to the financial statements.   5


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 14,301,502     $ 20,290,657  
Net realized gain (loss)
    52,153,660       1,879,570  
Change in net unrealized appreciation (depreciation)
    (120,461,510 )     168,702,128  
                 
                 
Net increase (decrease) in net assets from operations
    (54,006,348 )     190,872,355  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (2,353,802 )     (19,864,018 )
                 
Net share transactions (Note 9):
               
Class III
    70,004,927       609,037,100  
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    201,112       801,222  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    70,206,039       609,838,322  
                 
                 
Total increase (decrease) in net assets
    13,845,889       780,846,659  
                 
Net assets:
               
Beginning of period
    1,485,712,253       704,865,594  
                 
End of period (including accumulated undistributed net investment income of $14,210,776 and $2,263,076, respectively)
  $ 1,499,558,142     $ 1,485,712,253  
                 

         
6
  See accompanying notes to the financial statements.    


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.60     $ 7.40     $ 5.29     $ 10.25     $ 11.96     $ 11.89  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.08       0.15       0.20       0.34       0.20       0.23  
Net realized and unrealized gain (loss)
    (0.39 )     1.17       2.11       (4.01 )     0.09 (b)     1.08  
                                                 
                                                 
Total from investment operations
    (0.31 )     1.32       2.31       (3.67 )     0.29       1.31  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.01 )     (0.12 )     (0.15 )     (0.31 )     (0.49 )     (0.38 )
From net realized gains
                (0.05 )     (0.98 )     (1.51 )     (0.86 )
                                                 
                                                 
Total distributions
    (0.01 )     (0.12 )     (0.20 )     (1.29 )     (2.00 )     (1.24 )
                                                 
                                                 
Net asset value, end of period
  $ 8.28     $ 8.60     $ 7.40     $ 5.29     $ 10.25     $ 11.96  
                                                 
                                                 
Total Return(c)
    (3.58 )%**     17.97 %     43.73 %     (39.44 )%     1.01 %     11.56 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,499,558     $ 1,485,712     $ 704,866     $ 431,278     $ 356,524     $ 354,236  
Net expenses to average daily net assets(e)(f)
    0.00 %(d)*     0.00 %(d)     0.00 %(d)     0.00 %(d)     0.00 %(d)     0.00 %
Net investment income (loss) to average daily net assets(a)
    1.88 %*     1.96 %     2.78 %     4.27 %     1.63 %     1.90 %
Portfolio turnover rate
    8 %**     6 %     34 %     52 %     30 %     15 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.02 %     0.02 %     0.03 %     0.02 %     0.02 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (g)   $ 0.01     $ 0.01     $ 0.01     $ 0.00 (g)   $ 0.00 (g)
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses to average daily net assets were less than 0.01%.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Global Equity Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the MSCI ACWI Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds and the GMO U.S. Equity Funds. The Fund also may invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund and GMO Alternative Asset Opportunity Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities directly. Although the Fund’s primary exposure is to foreign and U.S. equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), the Fund also may have exposure to foreign and U.S. fixed income securities (including fixed income securities of any credit quality and having any maturity or duration), the investment returns of commodities and, from time to time, other alternative asset classes. Under normal circumstances, the Fund invests (including through investment in the underlying funds) at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect (e.g., through the underlying funds) investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., U.S. equity, foreign equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of the underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect), or by visiting GMO’s website at www.gmo.com

         
8
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented less than 0.8% of net assets. The underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to

         
        9


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures of the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      53.2 %
           
Futures Contracts
      (0.3 )%
           
Swap Agreements
      (0.0 )%
           
 
            Ù Rounds to 0.0%.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
10
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 1,498,714,919     $     $      —     $ 1,498,714,919  
Private Investment Fund
          19             19  
Short-Term Investments
    48,669                   48,669  
                                 
Total Investments
    1,498,763,588       19             1,498,763,607  
                                 
Total
  $ 1,498,763,588     $ 19     $     $ 1,498,763,607  
                                 
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 0.8% and (0.2)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted

         
        11


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (12,045,252 )
February 28, 2019
    (4,873,234 )
         
Total
  $ (16,918,486 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,490,451,059     $ 10,398,968     $ (2,086,420 )   $ 8,312,548      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period

         
12
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and the fee on cash redemptions were each 0.13% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. The Fund charges purchase premiums and redemption fees based on the weighted average of (i) the estimated transaction costs for directly held assets and (ii) the purchase premiums and/or redemption fees, if any, imposed by the underlying Funds in which it invests, provided that, if that weighted average is less than 0.05%, the Fund generally will not charge a purchase premium or redemption fee. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee or modify or eliminate an existing fee at any time.

         
        13


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion. All or a portion of the Fund’s purchase premiums and /or redemption fees may be waived at the Manager’s discretion when they are de minimis and /or the Manager deems it equitable to do so, including without limitation when the weighted average of (i) the estimated transaction costs for directly held assets and (ii) the purchase premiums and /or redemption fees, if any, imposed by the underlying funds are less than the purchase premiums and /or redemption fees imposed by the Fund.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
14
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which

         
        15


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.

         
16
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.

         
        17


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $13,528 and $5,164, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $13,528 and $5,164, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
0.459%
    0.061%     0.520%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $226,041,943 and $126,307,596, respectively.

         
18
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, the Fund had no shareholder who individually held more than 10% of the Fund’s outstanding shares.
 
As of August 31, 2011, less than 0.01% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    15,787,917     $ 135,289,783       81,004,335     $ 636,414,783  
Shares issued to shareholders in reinvestment of distributions
    217,366       1,951,947       1,914,512       15,661,020  
Shares repurchased
    (7,765,390 )     (67,236,803 )     (5,448,966 )     (43,038,703 )
Purchase premiums
          127,757             774,495  
Redemption fees
          73,355             26,727  
                                 
Net increase (decrease)
    8,239,893     $ 70,206,039       77,469,881     $ 609,838,322  
                                 

         
        19


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Alpha Only Fund, Class IV
  $ 14,851,414     $ 814,877     $ 89,421     $     $     $ 16,389,048  
GMO Emerging Markets Fund, Class VI
    238,829,624       41,986,185       6,965,575             18,434,138       245,729,106  
GMO Flexible Equities Fund, Class VI
    18,160,575       37,773,114       226,594                   53,253,848  
GMO International Core Equity Fund, Class VI
    359,986,618       36,632,286       73,241,966       4,254,964             290,592,292  
GMO International Growth Equity Fund, Class IV
    127,710,937       9,334,434       2,478,990       907,572             126,850,740  
GMO International Intrinsic Value Fund, Class IV
    131,550,402       8,887,806       2,184,715       2,478,307             121,575,369  
GMO Quality Fund, Class VI
    519,733,118       85,331,201       37,926,307       5,841,725             569,220,788  
GMO Short-Duration Investment Fund, Class III
    142,792       104             104             141,871  
GMO SPV I, LLC
    26                               19  
GMO U.S. Core Equity Fund, Class VI
    74,768,699       5,281,936       3,194,028       837,204             74,961,857  
                                                 
Totals
  $ 1,485,734,205     $ 226,041,943     $ 126,307,596     $ 14,319,876     $ 18,434,138     $ 1,498,714,938  
                                                 

         
20
       


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        21


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering,

         
22
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        23


 

GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
24
       


 

 
GMO Global Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.52 %   $ 1,000.00     $ 964.20     $ 2.57  
2) Hypothetical
    0.52 %   $ 1,000.00     $ 1,022.52     $ 2.64  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        25


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    87.2 %
Short-Term Investments
    11.9  
Swap Agreements
    1.9  
Options Purchased
    0.4  
Loan Participations
    0.2  
Futures Contracts
    0.1  
Loan Assignments
    0.1  
Promissory Notes
    0.0 Ù
Rights/Warrants
    0.0 Ù
Written Options
    (0.0 )Ù
Forward Currency Contracts
    (0.1 )
Reverse Repurchase Agreements
    (1.5 )
Other
    (0.2 )
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    93.7 %
Euro Region***
    11.8  
Switzerland
    10.1  
Emerging****
    4.1  
Canada
    1.5  
Australia
    0.7  
Japan
    0.0 Ù
New Zealand
    0.0 Ù
Norway
    0.0 Ù
Sweden
    (10.8 )
United Kingdom
    (11.1 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments. For example, U.S. Asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of market value (direct and indirectly). Duration is based on the Manager’s models. The greater the duration of a bond, the greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using the reference security and applying the same methodology to that security.

         
        1


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
*** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
**** The “Emerging” exposure is associated only with investments in the GMO Emerging Country Debt Fund, which is exposed to emerging countries primarily comprised of Russia, Argentina, Brazil, Philippines, Mexico, Venezuela, Colombia, Congo, Turkey, and Indonesia. Additional information about the fund’s emerging country exposure is available in the financial statements of the GMO Emerging Country Debt Fund.
Ù Rounds to 0.0%.

         
2
       


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Par Value ($) /
           
Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 27.3%        
                     
            U.S. Government — 27.3%        
     
    12,799,320     U.S. Treasury Inflation Indexed Bond, 1.25%, due 04/15/14 (a) (b)     13,511,781  
      5,175,250     U.S. Treasury Inflation Indexed Bond, 1.25%, due 07/15/20 (a)     5,731,993  
      4,177,480     U.S. Treasury Inflation Indexed Bond, 2.13%, due 02/15/40 (a)     5,115,454  
      2,746,220     U.S. Treasury Inflation Indexed Bond, 3.88%, due 04/15/29 (a)     4,106,242  
      3,095,700     U.S. Treasury Inflation Indexed Note, 1.13%, due 01/15/21 (a)     3,387,129  
                     
            Total U.S. Government     31,852,599  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $29,395,487)     31,852,599  
                     
                     
            MUTUAL FUNDS — 68.6%        
                     
            Affiliated Issuers — 68.6%        
      374,470     GMO Emerging Country Debt Fund, Class IV     3,632,355  
      6,561,309     GMO Short-Duration Collateral Fund     47,175,813  
      28,918     GMO Special Purpose Holding Fund (c)     12,435  
      210,192     GMO U.S. Treasury Fund     5,256,909  
      1,052,156     GMO World Opportunity Overlay Fund     24,104,888  
                     
                     
            TOTAL MUTUAL FUNDS (COST $75,710,585)     80,182,400  
                     
                     
            SHORT-TERM INVESTMENTS — 1.1%        
                     
            Money Market Funds — 0.2%        
      300,717     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     300,717  
                     
                     
            U.S. Government — 0.9%        
      200,000     U.S. Treasury Bill, 0.07%, due 05/31/12 (b) (e)     199,899  
      550,000     U.S. Treasury Bill, 0.08%, due 06/28/12 (b) (e)     549,623  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            U.S. Government — continued        
      200,000     U.S. Treasury Bill, 0.09%, due 07/26/12 (b) (e)     199,841  
      100,000     U.S. Treasury Bill, 0.06%, due 05/03/12 (b) (e)     99,959  
                     
            Total U.S. Government     1,049,322  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $1,349,396)     1,350,039  
                     
                     
            TOTAL INVESTMENTS — 97.0%
(Cost $106,455,468)
    113,385,038  
            Other Assets and Liabilities (net) — 3.0%     3,448,304  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 116,833,342  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
9/27/11
    Citibank N.A.     AUD     1,100,000     $ 1,172,104     $ (33,265 )
9/27/11
    Credit Suisse International     AUD     400,000       426,220       8,232  
9/27/11
    Deutsche Bank AG     AUD     4,700,000       5,008,081       (32,200 )
10/04/11
    Credit Suisse International     CAD     2,000,000       2,040,707       22,237  
10/04/11
    Deutsche Bank AG     CAD     1,200,000       1,224,424       (3,447 )
9/06/11
    Citibank N.A.     CHF     1,100,000       1,365,160       (63,318 )
9/06/11
    Credit Suisse International     CHF     800,000       992,844       (46,702 )
9/06/11
    Deutsche Bank AG     CHF     1,500,000       1,861,582       (607 )
9/06/11
    Goldman Sachs International     CHF     500,000       620,527       (2,076 )
9/13/11
    Credit Suisse International     EUR     400,000       574,521       5,909  
9/13/11
    Deutsche Bank AG     EUR     3,800,000       5,457,948       22,048  
10/11/11
    Citibank N.A.     GBP     300,000       486,779       (9,718 )
10/11/11
    Credit Suisse International     GBP     600,000       973,558       (12,926 )
10/11/11
    Deutsche Bank AG     GBP     1,200,000       1,947,115       (17,405 )
10/11/11
    Royal Bank of Scotland PLC     GBP     1,000,000       1,622,596       (14,416 )
9/20/11
    Citibank N.A.     JPY     10,000,000       130,618       4,155  
9/20/11
    Deutsche Bank AG     JPY     200,000,000       2,612,350       81,313  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
9/20/11
    Royal Bank of Scotland PLC     JPY     20,000,000     $ 261,235     $ 168  
10/25/11
    Deutsche Bank AG     NZD     7,100,000       6,025,588       182,784  
                                 
                        $ 34,803,957     $ 90,766  
                                 
Sales #
                                   
9/27/11
    Citibank N.A.     AUD     1,100,000     $ 1,172,104     $ (41,953 )
9/27/11
    Credit Suisse International     AUD     1,300,000       1,385,214       (44,156 )
9/27/11
    Deutsche Bank AG     AUD     500,000       532,774       (29,515 )
10/04/11
    Citibank N.A.     CAD     2,600,000       2,652,919       13,890  
10/04/11
    Credit Suisse International     CAD     2,000,000       2,040,707       (18,429 )
10/04/11
    Deutsche Bank AG     CAD     1,600,000       1,632,566       53,526  
10/04/11
    Royal Bank of Scotland PLC     CAD     2,300,000       2,346,813       (1,640 )
9/06/11
    Credit Suisse International     CHF     600,000       744,633       16,232  
9/06/11
    Deutsche Bank AG     CHF     4,000,000       4,964,220       (175,521 )
9/06/11
    Royal Bank of Scotland PLC     CHF     400,000       496,422       46,440  
9/13/11
    Citibank N.A.     EUR     400,000       574,521       (12,801 )
9/13/11
    Credit Suisse International     EUR     1,000,000       1,436,302       (14,154 )
9/13/11
    Deutsche Bank AG     EUR     1,000,000       1,436,302       860  
9/13/11
    Goldman Sachs International     EUR     400,000       574,521       (2,485 )
9/13/11
    Royal Bank of Scotland PLC     EUR     1,300,000       1,867,193       (14,776 )
10/11/11
    Deutsche Bank AG     GBP     1,800,000       2,920,673       13,327  
9/20/11
    Citibank N.A.     JPY     40,000,000       522,470       (10,007 )
9/20/11
    Deutsche Bank AG     JPY     80,000,000       1,044,940       (1,380 )
9/20/11
    Royal Bank of Scotland PLC     JPY     60,000,000       783,705       (4,568 )
10/25/11
    Credit Suisse International     NZD     700,000       594,072       (15,886 )
                                 
                        $ 29,723,071     $ (242,996 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.

         
    See accompanying notes to the financial statements.   5


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Cross Currency Contracts
 
                                         
                Net Unrealized
Settlement
      Deliver/Units
  Receive/In
  Appreciation
Date   Counterparty   of Currency   Exchange For   (Depreciation)
 
10/18/11
    Deutsche Bank AG     EUR     4,300,000     NOK     33,827,400     $ 116,260  
      Credit Suisse                                  
10/18/11
    International     NOK     7,901,805     EUR     1,000,000       (33,539 )
      Goldman Sachs                                  
10/18/11
    International     NOK     3,148,500     EUR     400,000       (11,143 )
      Credit Suisse                                  
11/01/11
    International     EUR     300,000     SEK     2,740,200       50  
11/01/11
    Deutsche Bank AG     EUR     300,000     SEK     2,741,130       196  
                                     
                                    $ 71,824  
                                     
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
4
    Australian Government Bond 10 Yr.     September 2011   $ 484,276     $ 6,464  
12
    Canadian Government Bond 10 Yr.     December 2011     1,589,323       (11,805 )
1
    Euro BOBL     September 2011     175,281       (75 )
60
    Euro Bund     September 2011     11,624,368       105,382  
1
    Euro SCHATZ     September 2011     157,428       (53 )
13
    U.S. Treasury Note 10 Yr. (CBT)     September 2011     1,690,406       926  
                         
                $ 15,721,082     $ 100,839  
                         
Sales
                           
82
    UK Gilt Long Bond     December 2011   $ 16,885,840     $ 109,187  
5
    U.S. Treasury Bond 30 Yr. (CBT)     September 2011     686,562       2,016  
10
    U.S. Treasury Note 2 Yr. (CBT)     September 2011     2,205,313       1,376  
                         
                $ 19,777,715     $ 112,579  
                         

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Reverse Repurchase Agreements
 
                     
Average balance outstanding
  $ (5,972,500 )
Average interest rate
    0.23 %
Maximum balance outstanding
  $ (6,570,000 )
 
Average balance outstanding was calculated based on daily face value balances outstanding during the period that the Fund has entered into reverse repurchase agreements. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Swap Agreements
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Variable Rate   (Depreciation)
 
  3,000,000     CHF   9/21/2016   Citibank N.A.   Receive   1.90%   6 Month CHF LIBOR   $ 163,746  
  9,200,000     CHF   9/21/2016   Barclays Bank PLC   Receive   1.90%   6 Month CHF LIBOR     502,153  
  42,100,000     SEK   9/21/2016   Citibank N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (420,846 )
  29,200,000     SEK   9/21/2016   Barclays Bank PLC   (Pay)   3.90%   3 Month SEK STIBOR     (291,893 )
  29,100,000     SEK   9/21/2016   JPMorgan Chase Bank, N.A.   (Pay)   3.90%   3 Month SEK STIBOR     (290,893 )
                                     
                                $ (337,733 )
                                     
Premiums to (Pay) Receive
  $ (65,868 )
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  80,000,000     USD   10/4/2011   Barclays Bank PLC   0.19%   Barclays TIPS
Total Return Index (a)
  $ 3,832,859  
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
    See accompanying notes to the financial statements.   7


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
BOBL - Bundesobligationen
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
SEK STIBOR - Stockholm Interbank Offered Rate denominated in Swedish Krona.
TIPS - Treasury Inflation Protected Securities
 
(a) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(b) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any (Note 4).
(c) Underlying investment represents interests in defaulted claims. See “Other Matters in Notes to Financial Statements” for additional information.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(e) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar

         
8
  See accompanying notes to the financial statements.    


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $30,744,883) (Note 2)
  $ 33,202,638  
Investments in affiliated issuers, at value (cost $75,710,585) (Notes 2 and 10)
    80,182,400  
Dividends and interest receivable
    118,259  
Unrealized appreciation on open forward currency contracts (Note 4)
    587,627  
Receivable for variation margin on open futures contracts (Note 4)
    433,795  
Receivable for open swap contracts (Note 4)
    4,498,758  
Receivable for expenses reimbursed by Manager (Note 5)
    12,369  
         
Total assets
    119,035,846  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    27,150  
Shareholder service fee
    11,250  
Trustees and Trust Officers or agents unaffiliated with the Manager
    89  
Due to broker for open futures contracts
    371,270  
Unrealized depreciation on open forward currency contracts (Note 4)
    668,033  
Payable for open swap contracts (Note 4)
    1,003,632  
Accrued expenses
    121,080  
         
Total liabilities
    2,202,504  
         
Net assets
  $ 116,833,342  
         
Net assets consist of:
       
Paid-in capital
  $ 152,720,571  
Accumulated undistributed net investment income
    2,059,183  
Accumulated net realized loss
    (48,439,298 )
Net unrealized appreciation
    10,492,886  
         
    $ 116,833,342  
         
Net assets attributable to:
       
Class III shares
  $ 65,218,959  
         
Class VI shares
  $ 51,614,383  
         
Shares outstanding:
       
Class III
    3,183,619  
         
Class VI
    2,517,724  
         
Net asset value per share:
       
Class III
  $ 20.49  
         
Class VI
  $ 20.50  
         

         
    See accompanying notes to the financial statements.   9


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 1,136,938  
Dividends from affiliated issuers (Note 10)
    410,493  
Dividends from unaffiliated issuers
    69  
         
Total investment income
    1,547,500  
         
Expenses:
       
Management fee (Note 5)
    181,125  
Shareholder service fee – Class III (Note 5)
    49,586  
Shareholder service fee – Class VI (Note 5)
    21,666  
Custodian, fund accounting agent and transfer agent fees
    47,564  
Audit and tax fees
    34,684  
Legal fees
    5,428  
Trustees fees and related expenses (Note 5)
    964  
Registration fees
    644  
Interest expense (Note 2)
    516  
Miscellaneous
    6,573  
         
Total expenses
    348,750  
Fees and expenses reimbursed by Manager (Note 5)
    (93,012 )
Expense reductions (Note 2)
    (21 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (10,161 )
Shareholder service fee waived (Note 5)
    (2,398 )
         
Net expenses
    243,158  
         
Net investment income (loss)
    1,304,342  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    (426,324 )
Investments in affiliated issuers
    411,960  
Realized gains distributions from affiliated issuers (Note 10)
    797  
Futures contracts
    13,397  
Written options
    412,106  
Swap contracts
    8,079,333  
Foreign currency, forward contracts and foreign currency related transactions
    (134,347 )
         
Net realized gain (loss)
    8,356,922  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    2,443,211  
Investments in affiliated issuers
    (1,196,355 )
Futures contracts
    222,766  
Written options
    (379,272 )
Swap contracts
    2,584,087  
Foreign currency, forward contracts and foreign currency related transactions
    362,691  
         
Net unrealized gain (loss)
    4,037,128  
         
Net realized and unrealized gain (loss)
    12,394,050  
         
Net increase (decrease) in net assets resulting from operations
  $ 13,698,392  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $   1,304,342     $   4,103,672  
Net realized gain (loss)
    8,356,922       28,057,684  
Change in net unrealized appreciation (depreciation)
    4,037,128       14,625,022  
                 
                 
Net increase (decrease) in net assets from operations
    13,698,392       46,786,378  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (1,679,923 )     (1,864,727 )
Class VI
    (2,069,569 )     (7,636,155 )
                 
Total distributions from net investment income
    (3,749,492 )     (9,500,882 )
                 
Net realized gains
               
Class III
    (1,147,002 )     (3,079,112 )
Class VI
    (1,409,317 )     (12,200,679 )
                 
Total distributions from net realized gains
    (2,556,319 )     (15,279,791 )
                 
      (6,305,811 )     (24,780,673 )
                 
Net share transactions (Note 9):
               
Class III
    (9,784,346 )     (8,805,726 )
Class VI
    (32,507,742 )     (266,555,940 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (42,292,088 )     (275,361,666 )
                 
                 
Total increase (decrease) in net assets
    (34,899,507 )     (253,355,961 )
                 
Net assets:
               
Beginning of period
    151,732,849       405,088,810  
                 
End of period (including accumulated undistributed net investment income of $2,059,183 and $4,504,333, respectively)
  $ 116,833,342     $ 151,732,849  
                 

         
    See accompanying notes to the financial statements.   11


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 19.52     $ 18.40     $ 14.88     $ 23.52     $ 25.47     $ 24.96  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.18       0.22       0.25       0.82       1.13       0.75  
Net realized and unrealized gain (loss)
    1.68       2.25       4.45       (6.90 )     (0.21 )     0.68  
                                                 
                                                 
Total from investment operations
    1.86       2.47       4.70       (6.08 )     0.92       1.43  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.53 )     (0.51 )     (0.72 )     (2.56 )     (2.81 )     (0.87 )
From net realized gains
    (0.36 )     (0.84 )                 (0.06 )     (0.05 )
Return of capital
                (0.46 )                  
                                                 
                                                 
Total distributions
    (0.89 )     (1.35 )     (1.18 )     (2.56 )     (2.87 )     (0.92 )
                                                 
                                                 
Net asset value, end of period
  $ 20.49     $ 19.52     $ 18.40     $ 14.88     $ 23.52     $ 25.47  
                                                 
                                                 
Total Return(c)
    9.69 %**     13.55 %     32.96 %     (26.89 )%     3.95 %     5.79 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 65,219     $ 71,856     $ 76,048     $ 114,859     $ 137,492     $ 260,205  
Net operating expenses to average daily net assets(d)
    0.39 %(e)*     0.39 %(e)     0.38 %     0.39 %(e)     0.37 %(e)     0.39 %*
Interest expense to average daily net assets(f)
    0.00 %(g)*     0.00 %(g)                 0.07 %      
Total net expenses to average daily net assets(d)
    0.39 %(e)*     0.39 %(e)     0.38 %     0.39 %(e)     0.44 %(e)     0.39 %*
Net investment income (loss) to average daily net assets(b)
    1.75 %*     1.13 %     1.50 %     4.17 %     4.51 %     4.37 %*
Portfolio turnover rate
    28 %**     81 %     44 %     56 %     131 %     37 %††
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.15 %*     0.12 %     0.10 %     0.11 %     0.06 %     0.06 %*
Redemption fees consisted of the following per share amounts:
              $ 0.00 (h)   $ 0.01              
 
(a) Period from June 29, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(g) Interest expense was less than 0.01% to average daily net assets.
(h) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period from May 31, 2006 (commencement of operations) through February 28, 2007.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 19.52     $ 18.39     $ 14.87     $ 23.51     $ 25.48     $ 25.00  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.19       0.24       0.26       1.37       1.38       0.83  
Net realized and unrealized gain (loss)
    1.68       2.25       4.45       (7.43 )     (0.45 )     0.60  
                                                 
                                                 
Total from investment operations
    1.87       2.49       4.71       (6.06 )     0.93       1.43  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.53 )     (0.52 )     (0.72 )     (2.58 )     (2.84 )     (0.90 )
From net realized gains
    (0.36 )     (0.84 )                 (0.06 )     (0.05 )
Return of capital
                (0.47 )                  
                                                 
                                                 
Total distributions
    (0.89 )     (1.36 )     (1.19 )     (2.58 )     (2.90 )     (0.95 )
                                                 
                                                 
Net asset value, end of period
  $ 20.50     $ 19.52     $ 18.39     $ 14.87     $ 23.51     $ 25.48  
                                                 
                                                 
Total Return(c)
    9.75 %**     13.71 %     33.05 %     (26.82 )%     4.00 %     5.75 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 51,614     $ 79,877     $ 329,041     $ 252,911     $ 90,360     $ 1,874,841  
Net operating expenses to average daily net assets(d)
    0.29 %(e)*     0.29 %(e)     0.29 %     0.30 %(e)     0.29 %(e)     0.29 %*
Interest expense to average daily net assets(f)
    0.00 %(g)*     0.00 %(g)                 0.07 %      
Total net expenses to average daily net assets(d)
    0.29 %(e)*     0.29 %(e)     0.29 %     0.30 %(e)     0.36 %(e)     0.29 %*
Net investment income (loss) to average daily net assets(b)
    1.84 %*     1.21 %     1.54 %     7.73 %     5.48 %     4.33 %*
Portfolio turnover rate
    28 %**     81 %     44 %     56 %     131 %     37 %**
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.15 %*     0.10 %     0.10 %     0.09 %     0.06 %     0.06 %*
Redemption fees consisted of the following per share amounts:
              $ 0.00 (h)                  
 
(a) Period from May 31, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(g) Interest expense was less than 0.01% to average daily net assets.
(h) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Inflation Indexed Plus Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the Barclays Capital U.S. Treasury Inflation Notes Index. The Fund’s investment program has two principal components. One component seeks to replicate the Fund’s benchmark. The second component seeks to add value relative to the Fund’s benchmark by taking positions that may be unrelated to its benchmark in global interest rate, currency and credit markets (particularly in asset-backed and emerging country debt markets). These positions can cause the Fund’s performance to differ significantly from that of its benchmark.
 
In deciding on what positions to take in global interest rate and currency markets, and for the size of those positions, the Manager considers fundamental factors (e.g., inflation and current account positions) as well as price-based factors (e.g., interest and exchange rates). The Manager assesses the relative values across global interest rate and currency markets, and considers the merits of overweighting or underweighting positions in currencies and interest rates. The Manager also may consider the relative attractiveness of yield curve and duration positions in these markets.
 
In selecting credit investments, the Manager uses fundamental investment techniques to assess the expected performance of these investments relative to the Fund’s benchmark.
 
In implementing these strategies, the Fund may hold or invest in: derivatives, including without limitation, futures contracts, currency options, interest rate options, currency forwards, reverse repurchase agreements, credit default swaps and other swap contracts (to generate a return comparable to the Fund’s benchmark and to gain exposure to inflation indexed bonds and/or the global interest rate, credit and currency markets); inflation indexed bonds issued by the U.S. government (including Inflation-Protected Securities issued by the U.S. Treasury (“TIPS”)) and foreign governments and their agencies or instrumentalities (as well as bonds neither guaranteed nor insured by the U.S. and/or foreign governments) and inflation indexed bonds issued by corporations; non-inflation indexed (or nominal) fixed income securities issued by the U.S. and foreign governments and their agencies or instrumentalities (including securities neither guaranteed nor insured by the U.S. government) and by corporations (to gain direct exposure to such securities and/or for use as part of a synthetic position); shares of GMO Short-Duration Collateral Fund (“SDCF”) (to have exposure to asset-backed securities);shares of GMO World Opportunity Overlay Fund (“Overlay Fund”) (to gain exposure to the global interest rate, credit and currency markets); shares of GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets);

         
14
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
shares of GMO U.S. Treasury Fund and unaffiliated money market funds (for cash management purposes);shares of GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by investing in a wide variety of high quality U.S. and foreign debt investments); and shares of GMO Debt Opportunities Fund (to gain exposure to global credit markets).
 
The Fund, primarily through its investments in shares of SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposures to below investment grade U.S. asset-backed and emerging country debt securities. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in inflation indexed bonds. The term “inflation indexed bonds” includes instruments that are “linked” to general measures of inflation because their principal and/or interest components change with general movements of inflation in the country of issue.
 
The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or at gmo.com. As of August 31, 2011, shares of GMO Special Purpose Holding Fund (“SPHF”) and Overlay Fund were not publicly available.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.

         
        15


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 1.3% of net assets. The underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 6.1% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation

         
16
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
 
The three levels are defined as follows:
 
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government
  $     $ 31,852,599     $     $ 31,852,599  
                                 
TOTAL DEBT OBLIGATIONS
          31,852,599             31,852,599  
                                 
Mutual Funds
    80,169,965       12,435             80,182,400  
Short-Term Investments
    1,350,039                   1,350,039  
                                 
Total Investments
    81,520,004       31,865,034             113,385,038  
                                 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign Currency risk
          587,627             587,627  
Futures Contracts
                               
Interest Rate risk
    225,351                   225,351  

         
        17


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Swap Agreements
                               
Interest Rate risk
  $     $ 4,498,758     $     $ 4,498,758  
                                 
Total
  $ 81,745,355     $ 36,951,419     $      —     $ 118,696,774  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign Currency risk
  $     $ (668,033 )   $     $ (668,033 )
Futures Contracts
                               
Interest Rate risk
    (11,933 )                 (11,933 )
Swap Agreements
                               
Interest Rate risk
          (1,003,632 )           (1,003,632 )
                                 
Total
  $ (11,933 )   $ (1,671,665 )   $      —     $ (1,683,598 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 37.6% and (0.1)% of total net assets, respectively.

         
18
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans. A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the party from whom the Fund has purchased the participation and only upon receipt by that party of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower with the terms of the loan agreement or to vote on matters arising under the loan agreement. Thus, the Fund may be subject to credit risk both of the party from whom it purchased the loan participation and the borrower and the Fund may have minimal control over the terms of any loan modification. When the Fund purchases assignments of loans, it acquires direct rights against the borrower. The Fund had no loan agreements outstanding at the end of the period.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss

         
        19


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
20
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund has adopted a tax year-end of December 31. Unless otherwise indicated, all applicable tax disclosures reflect tax adjusted balances as of December 31, 2010. The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of December 31, 2010, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards and future realized losses, if any, subsequent to December 31, 2010, could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
December 31, 2015
  $ (22,863,205 )
December 31, 2016
    (9,233,039 )
         
Total
  $ (32,096,244 )
         
 
Additionally, capital losses incurred by the Fund after December 31, 2010 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to December 31, 2010.
 
All capital losses incurred by the Fund either prior to December 31, 2010 or after December 31, 2010 could be subject to limitations imposed by the Code related to share ownership activity.

         
        21


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 127,150,244     $      —     $ (13,765,206 )   $ (13,765,206 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the periods ended December 31, 2007 through the current tax year-end.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s

         
22
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads. In addition, increases in real interest rates may not be accompanied by increases in nominal interest rates. In such instances, the value of inflation indexed bonds may experience greater declines than non-inflation indexed (or nominal) fixed income investments with similar maturities. There can be no assurance that the value of the Fund’s inflation indexed bond investments will change in the same proportion as changes in nominal interest rates, and short-term increases in inflation may lead to a decline in their value.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.

         
        23


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain

         
24
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed

         
        25


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.

         
26
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives

         
        27


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.

         
28
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange rate risk. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        29


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust exposure to currencies and otherwise adjust currency exchange rate risk, as well as to enhance the diversity and liquidity of the portfolio and to adjust interest rate exposure. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put)

         
30
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust exposure to currencies and otherwise adjust currency exchange rate risk, as well as to enhance the diversity and liquidity of the portfolio and to adjust interest rate exposure. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
          Principal
       
    Amount
  Number
      Amount
  Number
   
    of Contracts   of Contracts   Premiums   of Contracts   of Contracts   Premiums
 
Outstanding, beginning of period
    (20,900,000 )          —     $ (412,106 )          —            —     $      —  
Options written
                                   
Options bought back
                                   
Options expired
    20,900,000             412,106                    
Options sold
                                   
                                                 
Outstanding, end of period
              $                 $  
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.

         
        31


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a

         
32
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure and adjust its exposure to certain markets. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
        33


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $ 225,351     $     $      —     $      —     $      —     $ 225,351  
Unrealized appreciation on forward currency
contracts
          587,627                         587,627  
Unrealized appreciation on swap agreements
    4,498,758                               4,498,758  
                                                 
Total
  $ 4,724,109     $ 587,627     $     $     $     $ 5,311,736  
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $ (11,933 )   $     $     $     $     $ (11,933 )
Unrealized depreciation on forward currency
contracts
          (668,033 )                       (668,033 )
Unrealized depreciation on swap agreements
    (1,003,632 )                             (1,003,632 )
                                                 
Total
  $ (1,015,565 )   $ (668,033 )   $     $     $     $ (1,683,598 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments, at value (purchased options)
  $     $ (789,699 )   $      —     $      —     $      —     $ (789,699 )
Written options
          412,106                         412,106  
Futures contracts
    13,397                               13,397  
Forward currency
contracts
          (135,090 )                       (135,090 )
Swap agreements
    8,079,333                               8,079,333  
                                                 
Total
  $ 8,092,730     $ (512,683 )   $     $     $     $ 7,580,047  
                                                 

         
34
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  The Effect of Derivative Instruments on the Statement of Operations for the period ended
  August 31, 2011Ù: — continued
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments, at value
(purchased options)
  $     $ 678,068     $     $     $     $ 678,068  
Written options
          (379,272 )                       (379,272 )
Futures contracts
    222,766                               222,766  
Forward currency
contracts
          360,742                         360,742  
Swap agreements
    2,584,087                               2,584,087  
                                                 
Total
  $ 2,806,853     $ 659,538     $     $     $     $ 3,466,391  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                 
    Forward
           
    Currency
  Futures
  Swap
   
    Contracts   Contracts   Agreements   Options
 
Average amount outstanding
  $ 62,468,625     $ 64,754,573     $ 138,771,392     $ 14,842,129  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of

         
        35


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class’s shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $964 and $501, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expense
0.020%
    0.003%     0.008%     0.031%
                   

         
36
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $ 2,355,416     $ 18,439,593  
Investments (non-U.S. Government securities)
    37,565,919       47,450,000  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 93.03% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.29% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 45.56% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        37


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $       46,611     $ 914,977  
Shares issued to shareholders in reinvestment of distributions
    14,654       290,291       21,656       414,502  
Shares repurchased
    (512,621 )     (10,074,637 )     (519,800 )     (10,135,205 )
                                 
Net increase (decrease)
    (497,967 )   $ (9,784,346 )     (451,533 )   $ (8,805,726 )
                                 
                                 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    6,107     $ 174,666       152,422     $ 2,978,174  
Shares issued to shareholders in reinvestment of distributions
    143,745       2,849,025       986,689       18,875,362  
Shares repurchased
    (1,723,370 )     (35,531,433 )     (14,936,078 )     (288,409,476 )
                                 
Net increase (decrease)
    (1,573,518 )   $ (32,507,742 )     (13,796,967 )   $ (266,555,940 )
                                 

         
38
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 4,686,583     $ 62,642     $ 1,400,000     $ 62,642     $     $     $ 3,632,355  
GMO Short-Duration Collateral Fund
    68,106,389                   345,371             19,618,278       47,175,813  
GMO Special Purpose Holding Fund
    14,459                                     12,435  
GMO U.S. Treasury Fund
    6,501,391       36,803,277       38,050,000       2,480       797             5,256,909  
GMO World Opportunity Overlay Fund
    31,160,332       700,000       8,000,000                         24,104,888  
                                                         
Totals
  $ 110,469,154     $ 37,565,919     $ 47,450,000     $ 410,493     $ 797     $ 19,618,278     $ 80,182,400  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined through the fiscal year ending February 29, 2012.
 
11. Subsequent events
 
Subsequent to August 31, 2011, the Fund received redemption requests in the amount of $79,462,330.

         
        39


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one- and three-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
40
       


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
        41


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
42
       


 

GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 01, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        43


 

 
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.42 %   $ 1,000.00     $ 1,096.90     $ 2.21  
2) Hypothetical
    0.42 %   $ 1,000.00     $ 1,023.03     $ 2.14  
                                 
Class VI
                               
                                 
1) Actual
    0.32 %   $ 1,000.00     $ 1,097.50     $ 1.69  
2) Hypothetical
    0.32 %   $ 1,000.00     $ 1,023.53     $ 1.63  
                                 
 
            * Expenses are calculated using each Class’s annualized expense ratio (including interest expense and indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
44
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    87.2 %
Short-Term Investments
    14.6  
Forward Currency Contracts
    0.9  
Futures Contracts
    0.9  
Options Purchased
    0.4  
Loan Participations
    0.2  
Loan Assignments
    0.1  
Promissory Notes
    0.0 Ù
Rights and Warrants
    0.0 Ù
Written Options
    0.0 Ù
Reverse Repurchase Agreements
    (1.5 )
Swap Agreements
    (1.9 )
Other
    (0.9 )
         
      100.0 %
         
 
         
Country/Region Summary**   % of Investments  
Euro Region***
    56.3 %
Japan
    52.6  
Canada
    4.5  
Emerging****
    3.9  
Australia
    1.6  
Norway
    0.0 Ù
New Zealand
    0.0 Ù
United States
    (0.2 )
United Kingdom
    (3.3 )
Switzerland
    (6.4 )
Sweden
    (9.0 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments. For example, U.S. asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large percentage of market value (direct and indirect). Duration is based on the Manager’s models. The greater the duration of a bond, the

         
        1


 

 
GMO International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using a reference security and applying the same methodology to that security.
*** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
**** The “Emerging” exposure is associated only with investments in the GMO Emerging Country Debt Fund, which is exposed to emerging countries primarily comprised of Russia, Argentina, Brazil, Philippines, Mexico, Venezuela, Colombia, Congo, Turkey, and Indonesia. Additional information about the fund’s emerging country exposure is available in the financial statements of the GMO Emerging Country Debt Fund.
Ù Rounds to 0.0%.

         
2
       


 

GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            DEBT OBLIGATIONS — 38.3%        
                     
            Canada — 3.4%        
            Foreign Government Obligations        
CAD
    3,000,000     Government of Canada, 3.50%, due 06/01/20     3,334,371  
                     
                     
            France — 4.6%        
            Foreign Government Obligations        
EUR
    3,000,000     Government of France, 4.00%, due 10/25/38     4,534,890  
                     
                     
            Italy — 1.9%        
            Foreign Government Obligations        
EUR
    1,750,000     Republic of Italy, 4.00%, due 02/01/37     1,885,785  
                     
                     
            Japan — 17.9%        
            Foreign Government Obligations        
JPY
    1,248,400,000     Japan Government Twenty Year Bond, 2.20%, due 06/20/26     17,728,193  
                     
                     
            Spain — 1.7%        
            Foreign Government Obligations        
EUR
    1,400,000     Government of Spain, 4.70%, due 07/30/41     1,675,891  
                     
                     
            United Kingdom — 4.9%        
            Foreign Government Obligations        
GBP
    2,750,000     U.K. Treasury Gilt, 4.25%, due 12/07/27     4,869,860  
                     
            Total Foreign Government Obligations     34,028,990  
                     
                     
            United States — 3.9%        
            U.S. Government — 3.9%        
USD
    3,771,036     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a) (b)     3,826,719  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $35,012,427)     37,855,709  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
                     
            MUTUAL FUNDS — 60.0%        
                     
            United States — 60.0%        
            Affiliated Issuers        
      369,034     GMO Emerging Country Debt Fund, Class IV     3,579,632  
      3,980,527     GMO Short-Duration Collateral Fund     28,619,991  
      37,466     GMO Special Purpose Holding Fund (c)     16,110  
      277,992     GMO U.S. Treasury Fund     6,952,575  
      878,691     GMO World Opportunity Overlay Fund     20,130,818  
                     
            Total United States     59,299,126  
                     
                     
            TOTAL MUTUAL FUNDS (COST $59,103,760)     59,299,126  
                     
                     
            SHORT-TERM INVESTMENTS — 1.5%        
                     
            Money Market Funds — 0.5%        
      511,371     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     511,371  
                     
                     
            U.S. Government — 1.0%        
      200,000     U.S. Treasury Bill, 0.07%, due 05/31/12 (b) (e)     199,899  
      600,000     U.S. Treasury Bill, 0.08%, due 06/28/12 (b) (e)     599,589  
      200,000     U.S. Treasury Bill, 0.09%, due 07/26/12 (b) (e)     199,841  
                     
            Total U.S. Government     999,329  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $1,510,001)     1,510,700  
                     
                     
            TOTAL INVESTMENTS — 99.8%
(Cost $95,626,188)
    98,665,535  
            Other Assets and Liabilities (net) — 0.2%     192,369  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 98,857,904  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
9/27/11
    Citibank N.A.     AUD     700,000     $ 745,884     $ (21,169 )
9/27/11
    Credit Suisse International     AUD     400,000       426,220       8,232  
9/27/11
    Deutsche Bank AG     AUD     4,300,000       4,581,861       (28,672 )
10/04/11
    Deutsche Bank AG     CAD     1,100,000       1,122,389       (3,483 )
10/04/11
    Credit Suisse International     CAD     300,000       306,106       3,620  
9/06/11
    Deutsche Bank AG     CHF     1,200,000       1,489,266       1,998  
9/06/11
    Citibank N.A.     CHF     800,000       992,844       (46,050 )
9/06/11
    Goldman Sachs International     CHF     400,000       496,422       (1,660 )
9/06/11
    Credit Suisse International     CHF     200,000       248,211       (2,951 )
9/13/11
    Deutsche Bank AG     EUR     25,700,000       36,912,965       167,205  
10/11/11
    Credit Suisse International     GBP     500,000       811,298       (13,308 )
10/11/11
    Deutsche Bank AG     GBP     2,000,000       3,245,192       (20,012 )
10/11/11
    Citibank N.A.     GBP     100,000       162,260       (3,239 )
10/11/11
    Royal Bank of Scotland PLC     GBP     800,000       1,298,077       (11,372 )
9/20/11
    Citibank N.A.     JPY     220,000,000       2,873,585       55,967  
9/20/11
    Deutsche Bank AG     JPY     2,260,000,000       29,519,550       918,834  
9/20/11
    Royal Bank of Scotland PLC     JPY     70,000,000       914,322       378  
10/25/11
    Deutsche Bank AG     NZD     5,900,000       5,007,178       151,891  
                                 
                        $ 91,153,630     $ 1,156,209  
                                 
Sales #
                                   
9/27/11
    Citibank N.A.     AUD     500,000     $ 532,775     $ (19,070 )
9/27/11
    Deutsche Bank AG     AUD     400,000       426,220       (23,612 )
9/27/11
    Credit Suisse International     AUD     500,000       532,775       (13,155 )
10/04/11
    Citibank N.A.     CAD     1,700,000       1,734,601       9,723  
10/04/11
    Credit Suisse International     CAD     1,700,000       1,734,601       (15,317 )
10/04/11
    Deutsche Bank AG     CAD     1,700,000       1,734,601       56,872  
10/04/11
    Royal Bank of Scotland PLC     CAD     1,500,000       1,530,530       (2,322 )
9/06/11
    Royal Bank of Scotland PLC     CHF     300,000       372,316       34,830  
9/06/11
    Credit Suisse International     CHF     500,000       620,527       13,115  
9/06/11
    Deutsche Bank AG     CHF     2,700,000       3,350,848       (118,477 )
9/13/11
    Credit Suisse International     EUR     2,000,000       2,872,604       (27,970 )
9/13/11
    Goldman Sachs International     EUR     300,000       430,891       (1,864 )

         
    See accompanying notes to the financial statements.   5


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
9/13/11
    Deutsche Bank AG     EUR     500,000     $ 718,151     $ 2,297  
9/13/11
    Citibank N.A.     EUR     500,000       718,151       (16,001 )
9/13/11
    Royal Bank of Scotland PLC     EUR     1,000,000       1,436,302       (10,129 )
9/20/11
    Citibank N.A.     JPY     120,000,000       1,567,410       (35,762 )
9/20/11
    Royal Bank of Scotland PLC     JPY     60,000,000       783,705       (2,566 )
9/20/11
    Deutsche Bank AG     JPY     460,000,000       6,008,404       (138,247 )
10/25/11
    Credit Suisse International     NZD     500,000       424,337       (11,347 )
                                 
                        $ 27,529,749     $ (319,002 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Forward Cross Currency Contracts
 
                                         
                Net Unrealized
Settlement
      Deliver/Units
  Receive/In
  Appreciation
Date   Counterparty   of Currency   Exchange For   (Depreciation)
 
      Goldman Sachs                                  
10/18/2011
    International     NOK     2,361,375     EUR     300,000     $ (8,357 )
      Credit Suisse                                  
10/18/2011
    International     NOK     2,364,390     EUR     300,000       (8,918 )
      Deutsche Bank                                  
10/18/2011
    AG     EUR     2,700,000     NOK     21,232,200       71,465  
      Goldman Sachs                                  
10/18/2011
    International     EUR     400,000     NOK     3,157,256       12,771  
      Deutsche Bank                                  
11/01/2011
    AG     EUR     700,000     SEK     6,395,970       457  
      Credit Suisse                                  
11/01/2011
    International     EUR     200,000     SEK     1,826,800       33  
                                     
                                    $ 67,451  
                                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
7
    Australian Government Bond 3 Yr.     September 2011   $ 794,308     $ 21,618  
7
    Australian Government Bond 10 Yr.     September 2011     845,901       8,153  
2
    Canadian Government Bond 10 Yr.     December 2011     264,495       (1,965 )
63
    Euro BOBL     September 2011     11,017,416       325,813  
77
    Euro Bund     September 2011     14,883,758       377,315  
88
    Euro SCHATZ     September 2011     13,821,897       154,327  
10
    Japanese Government Bond 10 Yr. (TSE)     September 2011     18,598,668       16,612  
8
    U.S. Treasury Note 10 Yr. (CBT)     September 2011     1,040,250       (899 )
                         
                $ 61,266,693     $ 900,974  
                         
Sales
                           
5
    U.S. Treasury Bond 30 Yr. (CBT)     September 2011   $ 686,562     $ (16,421 )
12
    U.S. Treasury Note 2 Yr. (CBT)     September 2011     2,646,375       1,667  
54
    UK Gilt Long Bond     December 2011     11,086,134       71,744  
                         
                $ 14,419,071     $ 56,990  
                         
 
Reverse Repurchase Agreements
 
         
Average balance outstanding
  $ (2,331,523 )
Average interest rate
    0.21 %
Maximum balance outstanding
  $ (3,704,250 )
 
Average balance outstanding was calculated based on daily face value balances outstanding during the period that the Fund has entered into reverse repurchase agreements. The Fund had no reverse repurchase agreements outstanding at the end of the period.

         
    See accompanying notes to the financial statements.   7


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Swap Agreements
 
Credit Default Swaps
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                        Implied
      Payments
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  by the Fund
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Under the Contract (2)   (Depreciation)
 
  21,000,000     USD   3/20/2014   Deutsche
Bank AG
  (Pay)   1.70%   3.605%   Republic of
Italy
    N/A         $ 882,139  
  15,000,000     USD   3/20/2019   Deutsche
Bank AG
  Receive   1.66%   3.540%   Republic of
Italy
    15,000,000     USD     (1,613,574 )
                                                     
                                                $ (731,435 )
                                                     
Premiums to (Pay) Receive
  $  —  
         
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e. higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

         
8
  See accompanying notes to the financial statements.    


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Variable Rate   (Depreciation)
 
  28,400,000     SEK   9/21/2016   Citibank N.A.   (Pay)   3.90%   3M SEK STIBOR   $ (283,896 )
  12,700,000     SEK   9/21/2016   Barclays Bank PLC   (Pay)   3.90%   3M SEK STIBOR     (126,954 )
                JPMorgan Chase                    
  19,300,000     SEK   9/21/2016   Bank, N.A.   (Pay)   3.90%   3M SEK STIBOR     (192,929 )
  6,600,000     CHF   9/21/2016   Barclays Bank PLC   Receive   1.90%   6M CHF LIBOR     360,240  
  1,500,000     CHF   9/21/2016   Citibank N.A.   Receive   1.90%   6M CHF LIBOR     81,873  
                                     
                                $ (161,666 )
                                     
Premiums to (Pay) Receive
  $ (43,003 )
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) — Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/ or agreements, the Fund had sufficient cash and/ or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
SEK STIBOR - Stockholm Interbank Offered Rate demonimated in Swedish Krona.
(a) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(b) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any (Note 4).
(c) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(e) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar

         
    See accompanying notes to the financial statements.   9


 

GMO International Bond Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $36,522,428) (Note 2)
  $ 39,366,409  
Investments in affiliated issuers, at value (cost $59,103,760) (Notes 2 and 10)
    59,299,126  
Dividends and interest receivable
    336,087  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,509,688  
Receivable for variation margin on open futures contracts (Note 4)
    257,859  
Receivable for open swap contracts (Note 4)
    1,324,252  
Receivable for expenses reimbursed by Manager (Note 5)
    14,873  
Other expense reimbursement from Manager (Note 2)
    830,768  
         
Total assets
    102,939,062  
         
         
Liabilities:
       
Payable for investments purchased
    242  
Payable to affiliate for (Note 5):
       
Management fee
    20,817  
Shareholder service fee
    12,489  
Trustees and Trust Officers or agents unaffiliated with the Manager
    72  
Due to broker on open futures contracts
    314,520  
Unrealized depreciation on open forward currency contracts (Note 4)
    605,030  
Payable for open swap contracts (Note 4)
    2,217,353  
Accrued expenses
    910,635  
         
Total liabilities
    4,081,158  
         
Net assets
  $ 98,857,904  
         
Net assets consist of:
       
Paid-in capital
  $ 161,499,112  
Distributions in excess of net investment income
    (1,285,036 )
Accumulated net realized loss
    (65,330,345 )
Net unrealized appreciation
    3,974,173  
         
    $ 98,857,904  
         
Net assets attributable to:
       
Class III shares
  $ 98,857,904  
         
Shares outstanding:
       
Class III
    13,320,791  
         
Net asset value per share:
       
Class III
  $ 7.42  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO International Bond Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 559,759  
Dividends from affiliated issuers (Note 10)
    254,880  
         
Total investment income
    814,639  
         
Expenses:
       
Management fee (Note 5)
    125,406  
Shareholder service fee – Class III (Note 5)
    75,242  
Custodian, fund accounting agent and transfer agent fees
    41,308  
Audit and tax fees
    34,684  
Registration fees
    2,668  
Legal fees
    2,024  
Trustees fees and related expenses (Note 5)
    686  
Interest expense (Note 2)
    290  
Miscellaneous
    5,843  
         
Total expenses
    288,151  
Fees and expenses reimbursed by Manager (Note 5)
    (85,836 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (7,398 )
Shareholder service fee waived (Note 5)
    (1,747 )
         
Net expenses
    193,170  
         
Net investment income (loss)
    621,469  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    187,441  
Investments in affiliated issuers
    (134,067 )
Realized gains distributions from affiliated issuers (Note 10)
    374  
Futures contracts
    1,062,180  
Written options
    157,744  
Swap contracts
    658,359  
Foreign currency, forward contracts and foreign currency related transactions
    4,541,473  
         
Net realized gain (loss)
    6,473,504  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    1,965,572  
Investments in affiliated issuers
    (229,047 )
Futures contracts
    809,957  
Written options
    (145,176 )
Swap contracts
    (909,964 )
Foreign currency, forward contracts and foreign currency related transactions
    (1,004,858 )
         
Net unrealized gain (loss)
    486,484  
         
Net realized and unrealized gain (loss)
    6,959,988  
         
Net increase (decrease) in net assets resulting from operations
  $ 7,581,457  
         

         
    See accompanying notes to the financial statements.   11


 

GMO International Bond Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 621,469     $ 2,146,523  
Net realized gain (loss)
    6,473,504       (1,589,124 )
Change in net unrealized appreciation (depreciation)
    486,484       16,519,588  
                 
                 
Net increase (decrease) in net assets from operations
    7,581,457       17,076,987  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (3,321,792 )     (7,001,558 )
                 
Net share transactions (Note 9):
               
Class III
    (14,085,733 )     (110,541,146 )
                 
Total increase (decrease) in net assets
    (9,826,068 )     (100,465,717 )
                 
                 
Net assets:
               
Beginning of period
    108,683,972       209,149,689  
                 
End of period (including distributions in excess of net investment income of $1,285,036 and accumulated undistributed net investment income of $1,415,287)
  $ 98,857,904     $ 108,683,972  
                 

         
12
  See accompanying notes to the financial statements.    


 

GMO International Bond Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 7.11     $ 6.59     $ 6.17     $ 9.51     $ 9.73     $ 9.57  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.05       0.10       0.09       0.19       0.41       0.41  
Net realized and unrealized gain (loss)
    0.51       0.77       1.65       (2.32 )     0.31       0.38  
                                                 
                                                 
Total from investment operations
    0.56       0.87       1.74       (2.13 )     0.72       0.79  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.25 )     (0.35 )     (1.32 )     (1.21 )     (0.94 )     (0.54 )
From net realized gains
                                  (0.09 )
                                                 
Total distributions
    (0.25 )     (0.35 )     (1.32 )     (1.21 )     (0.94 )     (0.63 )
                                                 
                                                 
Net asset value, end of period
  $ 7.42     $ 7.11     $ 6.59     $ 6.17     $ 9.51     $ 9.73  
                                                 
                                                 
Total Return(b)
    8.06 %**     13.36 %     29.54 %     (24.52 )%     8.09 %     8.32 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 98,858     $ 108,684     $ 209,150     $ 211,764     $ 514,570     $ 449,478  
Net operating expenses to average daily net assets(c)
    0.39 %*     0.39 %(d)     0.38 %(d)     0.39 %     0.38 %(d)     0.39 %
Interest expense to average daily net assets(e)
    0.00 %(f)*     0.00 %(f)     0.00 %(f)                  
                                                 
Total net expenses to average daily net assets(c)
    0.39 %*     0.39 %(d)     0.38 %(d)     0.39 %     0.38 %(d)     0.39 %
Net investment income (loss) to average daily net assets(a)
    1.24 %*     1.45 %     1.32 %     2.20 %     4.26 %     4.17 %
Portfolio turnover rate
    27 %**     46 %     29 %     47 %     51 %     32 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets(g):
    0.19 %*     0.16 %     0.12 %     0.09 %     0.07 %     0.26 %(h)
Redemption fees consisted of the following per share amounts:
              $ 0.00 (i)   $ 0.01              
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Interest expense was less than 0.01% to average daily net assets.
(g) Ratios include reimbursement of direct operating expenses and waiver of expenses indirectly incurred through investment in the underlying funds (Note 5).
(h) Includes 0.19% non-recurring Internal Revenue Code Section 860 expense reimbursed by the Manager (Note 2).
(i) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Bond Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the J.P. Morgan Non-U.S. Government Bond Index. The Fund’s investment program has two principal components. One component seeks to replicate the Fund’s benchmark. The second component seeks to add value relative to the Fund’s benchmark by taking positions that may be unrelated to its benchmark in global interest rate, currency and credit markets (particularly in asset-backed and emerging country debt markets). These positions can cause the Fund’s performance to differ significantly from that of its benchmark.
 
In deciding on what positions to take in global interest rate and currency markets, and for the size of those positions, the Manager considers fundamental factors (e.g., inflation and current account positions) as well as price-based factors (e.g., interest and exchange rates). The Manager assesses the relative values across global interest rate and currency markets, and considers the merits of overweighting or underweighting positions in currencies and interest rates. The Manager also may consider the relative attractiveness of yield curve and duration positions in these markets.
 
In selecting credit investments, the Manager uses fundamental investment techniques to assess the expected performance of these investments relative to the Fund’s benchmark.
 
In implementing these strategies, the Fund may hold or invest in: derivatives, including without limitation, futures contracts, currency options, interest rate options, currency forwards, reverse repurchase agreements, credit default swaps and other swap contracts (to generate a return comparable to the Fund’s benchmark and to gain exposure to the global interest rate, credit and currency markets); foreign bonds and other bonds denominated in various currencies, including foreign and U.S. government bonds, asset-backed securities issued by foreign governments and U.S. government agencies (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; shares of GMO Short-Duration Collateral Fund (“SDCF”) (to have exposure to asset-backed securities); shares of GMO World Opportunity Overlay Fund (“Overlay Fund”) (to gain exposure to the global interest rate, credit and currency markets); shares of GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets); shares of GMO U.S. Treasury Fund and unaffiliated money market funds (for cash management purposes); shares of GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P. Morgan U.S. 3 Month Cash Index by investing in a wide variety of high quality U.S. and foreign debt investments); and shares of GMO Debt Opportunities Fund (to gain exposure to global credit markets).

         
14
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund, primarily through its investments in shares of SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposure to below investment grade U.S. asset-backed and emerging country debt securities. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Manager normally seeks to maintain the Fund’s estimated interest rate duration within +/- 2 years of the benchmark’s duration.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in bonds. The term “bond” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option).
 
The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the series of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, upon request, without charge by calling (617) 346-7646 (collect). As of August 31, 2011, shares of the SDCF, Overlay Fund and GMO Special Purpose Holding Fund (“SPHF”) were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless

         
        15


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 1.0% of net assets. Those underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 4.9% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements.

         
16
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and inputs from pricing vendors) to value certain credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government
  $     $ 3,826,719     $     $ 3,826,719  
Foreign Government Obligations
          34,028,990             34,028,990  
                                 
TOTAL DEBT OBLIGATIONS
          37,855,709             37,855,709  
                                 
Mutual Funds
    59,283,016       16,110             59,299,126  
Short-Term Investments
    1,510,700                   1,510,700  
                                 
Total Investments
    60,793,716       37,871,819             98,665,535  
                                 
Derivatives *
                               
Futures Contracts
Interest Rate risk
    977,249                   977,249  
Forward Currency Contracts
Foreign Currency risk
          1,509,688             1,509,688  

         
        17


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Swap Agreements
Credit risk
  $     $ 882,139     $      —     $ 882,139  
Interest Rate risk
          442,113             442,113  
                                 
Total
  $ 61,770,965     $ 40,705,759     $     $ 102,476,724  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Futures Contracts
Interest Rate risk
  $ (19,285 )   $      —     $      —     $ (19,285 )
Forward Currency Contracts
Foreign Currency risk
          (605,030 )           (605,030 )
Swap Agreements
Credit risk
          (1,613,574 )           (1,613,574 )
Interest Rate risk
          (603,779 )           (603,779 )
                                 
Total
  $ (19,285 )   $ (2,822,383 )   $     $ (2,841,668 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the

         
18
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 29.3% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the

         
        19


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.

         
20
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $987,117.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2015
  $ (23,687,952 )
February 29, 2016
    (507,910 )
February 28, 2017
    (20,766,787 )
February 28, 2018
    (8,506,660 )
February 28, 2019
    (4,162,554 )
         
Total
  $ (57,631,863 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.

         
        21


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 108,817,216     $      —     $ (10,151,681 )   $ (10,151,681 )    
 
On October 12, 2006, the Fund paid a dividend under Code Section 860 of $0.09229 per share to shareholders of record as of October 11, 2006. It is anticipated the Fund will be required to make a payment, estimated to be $830,768 to the Internal Revenue Service (“IRS”) related to such dividend, which has been included in accrued expenses on the Statement of Assets and Liabilities. The Manager will make a reimbursement payment to the Fund concurrent with the Fund’s payment to the IRS.
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded

         
22
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.

         
        23


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may or may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers

         
24
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as

         
        25


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.

         
26
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.

         
        27


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect

         
28
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses.

         
        29


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange rate risk. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest-rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased currency option contracts to to adjust exposure to currencies and otherwise manage currency exchange rate risk. The Fund had no purchased option contracts outstanding at the end of the period.

         
30
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written currency option contracts to adjust exposure to foreign currencies and otherwise manage currency exchange rate risk. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount
  of Futures
      Amount
  of Futures
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
Outstanding, beginning of period
    (8,000,000 )          —     $ (157,744 )          —            —     $      —  
Options written
                                   
Options exercised
                                   
Options expired
    8,000,000             157,744                    
Options sold
                                   
                                                 
Outstanding, end of period
              $                 $  
                                                 

         
        31


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap

         
32
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure, achieve exposure to a reference entity’s credit, and/or provide a measure of protection against default loss. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of

         
        33


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                         
        Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
        contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                                       
Unrealized appreciation on futures contracts *
          $ 977,249     $     $     $      —     $      —     $ 977,249  
Unrealized appreciation on forward currency contracts
                  1,509,688                         1,509,688  
Unrealized appreciation on swap agreements
            442,113             882,139                   1,324,252  
                                                         
      Total     $ 1,419,362     $ 1,509,688     $ 882,139     $     $     $ 3,811,189  
                                                         
Liabilities:
                                                       
Unrealized depreciation on futures contracts *
          $ (19,285 )   $     $     $     $     $ (19,285 )
Unrealized depreciation on forward currency contracts
                  (605,030 )                       (605,030 )
Unrealized depreciation on swap agreements
            (603,779 )           (1,613,574 )                 (2,217,353 )
                                                         
      Total     $ (623,064 )   $ (605,030 )   $ (1,613,574 )   $     $     $ (2,841,668 )
                                                         

         
34
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                         
        Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
        contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                                       
Investments (purchased options)
          $     $ (302,277 )   $     $      —     $      —     $ (302,277 )
Written Options
                  157,744                         157,744  
Futures contracts
            1,062,180                               1,062,180  
Forward currency contracts
                  4,624,176                         4,624,176  
Swap agreements
            712,959             (54,600 )                 658,359  
                                                         
      Total     $ 1,775,139     $ 4,479,643     $ (54,600 )   $     $     $ 6,200,182  
                                                         
Change in Unrealized Appreciation (Depreciation) on:
                                                       
Investments (purchased options)
          $     $ 259,547     $     $     $     $ 259,547  
Written Options
                  (145,176 )                       (145,176 )
Futures contracts
            809,957                               809,957  
Forward currency contracts
                  (1,005,908 )                       (1,005,908 )
Swap agreements
            (473,259 )           (436,705 )                 (909,964 )
                                                         
      Total     $ 336,698     $ (891,537 )   $ (436,705 )   $     $     $ (991,544 )
                                                         
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts and futures contracts), notional amounts (swap agreements), or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                                 
    Forward
           
    currency
  Futures
  Swap
   
    contracts   contracts   agreements   Options
 
Average amount outstanding
  $ 114,497,223     $ 61,340,703     $ 104,172,946     $ 5,681,198  

         
        35


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $686 and $416, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
36
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
Shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.023%
    0.004%     0.008%     0.035%
                   
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 1,135,284  
Investments (non-U.S. Government securities)
    22,341,986       21,349,227  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 76.54% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 3.53% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 28.40% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        37


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    14,880     $ 107,350       21,637     $ 149,794  
Shares issued to shareholders in reinvestment of distributions
    211,903       1,512,989       661,554       4,525,027  
Shares repurchased
    (2,186,950 )     (15,706,072 )     (17,120,840 )     (115,215,967 )
                                 
Net increase (decrease)
    (1,960,167 )   $ (14,085,733 )     (16,437,649 )   $ (110,541,146 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
      Value,
    beginning of
      Sales
  Dividend
  of Realized
  Return of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 3,312,292     $ 44,273     $     $ 44,273     $     $     $ 3,579,632  
GMO Short-Duration Collateral Fund
    41,317,873                   209,525             11,901,757       28,619,991  
GMO Special
                                                       
Purpose Holding Fund
    18,733                                     16,110  
GMO U.S. Treasury Fund
    1,600,199       17,751,456       12,400,000       1,082       374             6,952,575  
GMO World
                                                       
Opportunity Overlay Fund
    22,044,168       375,000       2,500,000                         20,130,818  
                                                         
Totals
  $ 68,293,265     $ 18,170,729     $ 14,900,000     $ 254,880     $ 374     $ 11,901,757     $ 59,299,126  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterizations of all distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
38
       


 

GMO International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        39


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
40
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        41


 

GMO International Bond Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
42
       


 

 
GMO International Bond Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.43 %   $ 1,000.00     $ 1,080.60     $ 2.25  
2) Hypothetical
    0.43 %   $ 1,000.00     $ 1,022.97     $ 2.19  
                                 
 
            * Expenses are calculated using the annualized net expense ratio (including interest expense and indirect expense incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        43


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Core Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    94.4 %
Mutual Funds
    1.6  
Preferred Stocks
    1.3  
Short-Term Investments
    1.2  
Forward Currency Contracts
    (0.1 )
Futures Contracts
    (0.7 )
Other
    2.3  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
Japan
    25.1 %
United Kingdom
    21.9  
France
    11.6  
Germany
    9.6  
Italy
    7.2  
Switzerland
    4.1  
Australia
    3.6  
Spain
    3.6  
Singapore
    2.2  
Hong Kong
    1.7  
Sweden
    1.4  
Canada
    1.3  
Netherlands
    1.1  
Denmark
    1.0  
Ireland
    1.0  
Austria
    0.7  
Belgium
    0.7  
Finland
    0.6  
New Zealand
    0.6  
Greece
    0.4  
Israel
    0.3  
Norway
    0.2  
Portugal
    0.1  
Malta
    0.0 Ù
         
      100.0 %
         
Ù Rounds to 0.0%
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    17.0 %
Energy
    13.5  
Telecommunication Services
    9.9  
Capital Goods
    9.6  
Materials
    8.4  
Utilities
    6.1  
Banks
    5.1  
Automobiles & Components
    4.8  
Retailing
    3.6  
Real Estate
    3.4  
Food, Beverage & Tobacco
    2.9  
Technology Hardware & Equipment
    2.6  
Diversified Financials
    2.1  
Consumer Durables & Apparel
    1.9  
Software & Services
    1.5  
Food & Staples Retailing
    1.4  
Transportation
    1.2  
Insurance
    1.1  
Semiconductors & Semiconductor Equipment
    1.1  
Media
    0.7  
Household & Personal Products
    0.7  
Consumer Services
    0.7  
Commercial & Professional Services
    0.5  
Health Care Equipment & Services
    0.2  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 94.4%        
                     
            Australia — 5.1%        
      625,237     BHP Billiton Ltd     26,601,160  
      4,355,114     BlueScope Steel Ltd     3,836,156  
      1,137,490     Boart Longyear Group     4,470,468  
      2,003,355     Charter Hall Office (REIT)     7,194,454  
      305,181     Commonwealth Bank of Australia     15,797,413  
      7,985,316     Dexus Property Group (REIT)     7,349,865  
      3     Echo Entertainment Group Ltd *     13  
      4,951,238     Goodman Fielder Ltd     3,688,521  
      12,346,449     Goodman Group (REIT)     8,621,606  
      4,437,857     GPT Group (REIT)     14,842,197  
      9,727,652     Investa Office Fund (REIT)     6,419,238  
      3,719,347     Mirvac Group (REIT)     4,810,542  
      345,819     National Australia Bank Ltd     8,820,668  
      1,508,014     OneSteel Ltd     2,437,041  
      3,612,133     Pacific Brands Ltd     2,518,306  
      1,627,792     Qantas Airways Ltd *     2,743,459  
      838,834     QBE Insurance Group Ltd     12,699,963  
      4,134,828     Stockland (REIT)     13,266,942  
      1,262,936     TABCORP Holdings Ltd     3,818,009  
      10,075,216     Telstra Corp Ltd     32,648,978  
      592,575     Wesfarmers Ltd     19,537,251  
      330,897     Westfield Group (REIT)     2,888,760  
      617,050     Westpac Banking Corp     13,665,340  
      1     Woodside Petroleum Ltd     38  
      75     Woolworths Ltd     2,023  
                     
            Total Australia     218,678,411  
                     
                     
            Austria — 0.7%        
      19     Erste Group Bank AG     690  
      865,015     Immofinanz AG *     3,086,300  
      435,716     OMV AG     17,170,342  

         
    See accompanying notes to the financial statements.   3


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Austria — continued        
      98,205     Raiffeisen International Bank Holding     4,066,335  
      175,753     Voestalpine AG     6,763,076  
                     
            Total Austria     31,086,743  
                     
                     
            Belgium — 0.7%        
      2,668,574     Ageas     5,363,411  
      249,113     Belgacom SA     8,154,434  
      114,703     Colruyt SA     6,002,010  
      36,324     Delhaize Group     2,434,080  
      1,506,635     Dexia SA *     3,526,090  
      69,139     Umicore SA     3,337,417  
                     
            Total Belgium     28,817,442  
                     
                     
            Canada — 2.3%        
      271,900     BCE Inc     10,933,751  
      171,300     Canadian Natural Resources Ltd     6,472,072  
      93,500     Canadian National Railway Co     6,877,162  
      1,024,300     EnCana Corp     26,012,806  
      107,100     Magna International Inc Class A     4,067,241  
      180,400     Methanex Corp     4,680,858  
      108,200     Metro Inc Class A     5,149,803  
      81,600     National Bank of Canada     6,043,549  
      268,800     Research In Motion Ltd *     8,695,583  
      184,000     Suncor Energy Inc     5,895,967  
      485,100     Sun Life Financial Inc     13,146,690  
      1,457,500     Yellow Media Inc     1,205,529  
                     
            Total Canada     99,181,011  
                     
                     
            Denmark — 1.0%        
      11     Carlsberg A/S Class B     824  
      407,170     Novo-Nordisk A/S Class B     43,372,616  
                     
            Total Denmark     43,373,440  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Finland — 0.6%        
      131,854     Metso Oyj     4,995,174  
      226,691     Neste Oil Oyj     2,513,812  
      1,991,679     Nokia Oyj     12,811,015  
      137,300     Sampo Oyj Class A     3,942,413  
      3     Stora Enso Oyj Class R     22  
      80,474     Tieto Oyj     1,216,418  
      117,159     UPM–Kymmene Oyj     1,532,600  
                     
            Total Finland     27,011,454  
                     
                     
            France — 11.4%        
      2,367,368     Alcatel-Lucent *     8,667,799  
      129,767     Archos *     1,183,821  
      96,754     Arkema     7,482,057  
      287,308     BNP Paribas     14,778,101  
      35,588     Casino Guichard-Perrachon SA     2,960,664  
      298,557     Compagnie de Saint-Gobain     14,995,755  
      44,355     Compagnie Generale des Etablissements Michelin-Class B     3,246,000  
      719,263     France Telecom SA     13,741,843  
      239,511     Lagardere SCA     8,180,728  
      59,750     LVMH Moet Hennessy Louis Vuitton SA     10,083,635  
      131,879     Peugeot SA     4,030,796  
      234,945     Renault SA     9,547,056  
      359,672     Rhodia SA     16,269,760  
      206,597     Safran SA     7,992,108  
      2,229,417     Sanofi     162,586,845  
      91,765     Schneider Electric SA     12,221,140  
      170,123     Societe Generale     5,696,707  
      133     STMicroelectronics NV     882  
      2,594,023     Total SA     126,680,314  
      156,829     Valeo SA     8,277,763  
      195,211     Vinci SA     10,185,844  
      1,068,286     Vivendi SA     25,974,624  
      144,324     Wendel     12,274,032  
                     
            Total France     487,058,274  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Germany — 6.6%        
      83,247     Aareal Bank AG *     1,796,193  
      166,985     Aixtron AG     3,752,939  
      172,634     Aurubis AG     10,120,288  
      744,998     BASF AG     52,979,185  
      274,622     Bayerische Motoren Werke AG     22,218,550  
      168,553     Daimler AG (Registered)     9,105,237  
      171,735     Deutsche Lufthansa AG (Registered)     2,898,206  
      2,545,259     E.ON AG     55,584,010  
      133,992     GEA Group AG     3,923,893  
      2,077,042     Infineon Technologies AG     17,637,331  
      363,731     Kloeckner & Co SE     6,032,302  
      207,365     Lanxess AG     12,900,751  
      150,731     Leoni AG     6,456,123  
      44,339     Linde AG     6,783,819  
      81,957     MAN SE     10,713,542  
      10     MTU Aero Engines Holding AG     678  
      111,876     RWE AG     4,196,041  
      110,628     Salzgitter AG     6,850,708  
      197,759     SAP AG     10,784,662  
      129,361     Siemens AG (Registered)     13,307,116  
      210,228     Software AG     9,211,999  
      243,706     Suedzucker AG     8,521,744  
      141,786     ThyssenKrupp AG     4,760,883  
      25,110     Volkswagen AG     3,814,066  
                     
            Total Germany     284,350,266  
                     
                     
            Greece — 0.4%        
      990,702     Alpha Bank A.E. *     3,193,823  
      882,223     National Bank of Greece SA *     3,897,664  
      689,323     OPAP SA     8,363,278  
                     
            Total Greece     15,454,765  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Hong Kong — 1.6%        
      2,228,221     CLP Holdings Ltd     20,608,332  
      1,892,100     Esprit Holdings Ltd     5,326,971  
      799,000     Hutchison Whampoa Ltd     7,673,654  
      7,198,000     Pacific Basin Shipping Ltd     3,506,136  
      2,204,500     Power Assets Holdings Ltd     17,064,113  
      260,000     Sun Hung Kai Properties Ltd     3,672,126  
      526,500     Swire Pacific Ltd     7,039,271  
      1,704,000     Yue Yuen Industrial Holdings     4,707,408  
                     
            Total Hong Kong     69,598,011  
                     
                     
            Ireland — 0.9%        
      799,639     C&C Group Plc     3,496,819  
      1,116,884     CRH Plc     19,723,434  
      240,233     DCC Plc     6,549,986  
      259,848     Kerry Group Plc Class A     10,069,467  
                     
            Total Ireland     39,839,706  
                     
                     
            Israel — 0.3%        
      2,085,500     Bezeq Israeli Telecommunication Corp Ltd     4,576,000  
      391,786     Israel Chemicals Ltd     5,643,177  
      214,666     Partner Communications Co Ltd     2,369,734  
                     
            Total Israel     12,588,911  
                     
                     
            Italy — 5.1%        
      13,831,701     Enel SPA     67,462,263  
      4,332,355     ENI SPA     87,107,508  
      360,465     Finmeccanica SPA     2,675,876  
      517,754     Fondiaria–Sai SPA *     1,127,513  
      415,093     Mediobanca SPA     3,826,177  
      328,864     Recordati SPA     3,179,755  
      253,453     Saipem SPA     11,356,475  
      1,703,817     Snam Rete Gas SPA     8,231,910  
      8,253,299     Telecom Italia SPA     10,010,178  
      13,861,075     Telecom Italia SPA-Di RISP     15,185,017  

         
    See accompanying notes to the financial statements.   7


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Italy — continued        
      1,777,635     Terna SPA     6,449,819  
      2,833,259     UniCredit SPA     3,830,772  
                     
            Total Italy     220,443,263  
                     
                     
            Japan — 24.1%        
      1,847     Advance Residence Investment Corp (REIT)     3,866,359  
      555,500     Aeon Co Ltd     6,996,427  
      1,009,400     Alps Electric Co Ltd     9,230,779  
      602,000     Anritsu Corp     7,365,153  
      80,000     Asahi Diamond Industrial Co Ltd     1,517,587  
      672,600     Astellas Pharma Inc     25,418,361  
      126,600     Bridgestone Corp     2,824,426  
      134,300     Canon Inc     6,337,411  
      1,740     CyberAgent Inc     5,759,856  
      645,700     Daiei Inc *     2,409,779  
      812,000     Daiichi Chuo Kisen Kaisha *     1,241,258  
      2,291,000     Daikyo Inc *     4,086,851  
      652,000     Dainippon Screen Manufacturing Co Ltd     4,306,581  
      354,800     Daito Trust Construction Co Ltd     32,897,485  
      1,328,000     Daiwabo Holdings Co Ltd     3,145,356  
      272,200     Dena Co Ltd     14,196,335  
      1,365,000     DIC Corp     3,012,556  
      210,300     Don Quijote Co Ltd     7,926,058  
      241,900     Eisai Co Ltd     10,324,394  
      105,800     Fanuc Ltd     17,610,771  
      60,100     Fast Retailing Co Ltd     11,477,696  
      1,176,000     Fuji Electric Co Ltd     3,426,591  
      1,443,000     Fuji Heavy Industries Ltd     9,052,663  
      193,300     Fuji Oil Co Ltd     3,101,474  
      656,000     Gunze Ltd     2,182,956  
      661,000     Hanwa Co Ltd     2,868,773  
      1,487,500     Haseko Corp *     1,059,852  
      119,400     Hikari Tsushin Inc     2,800,855  
      4,793,000     Hitachi Ltd     25,927,866  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      324,100     Honda Motor Co Ltd     10,560,800  
      1,524     INPEX Corp     10,389,651  
      1,474,000     Isuzu Motors Ltd     6,635,407  
      1,475,000     Itochu Corp     15,920,505  
      253,900     JFE Holdings Inc     5,901,289  
      624,000     Juki Corp     1,383,333  
      6,228,930     JX Holdings Inc     39,657,399  
      292,420     K’s Holdings Corp     12,889,033  
      3,513,000     Kajima Corp     11,168,820  
      191,800     Kakaku.com Inc     7,113,203  
      737,300     Kao Corp     19,587,376  
      3,169,000     Kawasaki Kisen Kaisha Ltd     8,186,596  
      3,904     KDDI Corp     29,287,754  
      763,700     Komatsu Ltd     20,370,019  
      255,400     Konami Corp     9,464,140  
      125,000     Lawson Inc     6,815,801  
      1,412,500     Leopalace21 Corp *     3,168,008  
      2,052,000     Marubeni Corp     13,011,842  
      3,926,000     Mazda Motor Corp *     8,456,070  
      50,904     Meiji Holdings Co Ltd     2,247,772  
      2,051,500     Mitsubishi Chemical Holdings Corp     14,442,397  
      242,900     Mitsubishi Corp     5,844,608  
      974,000     Mitsubishi Electric Corp     9,744,997  
      168,890     Mitsubishi UFJ Lease & Finance Co Ltd     6,844,772  
      614,600     Mitsui & Co Ltd     10,545,000  
      1,349,000     Mitsui OSK Lines Ltd     5,711,743  
      8,160,400     Mizuho Financial Group Inc     12,455,567  
      45,900     Murata Manufacturing Co Ltd     2,801,469  
      2,060     Net One Systems Co Ltd     5,585,681  
      32,900     Nintendo Co Ltd     5,800,484  
      747,000     Nippon Chemi-Con Corp     4,149,627  
      3,365,000     Nippon Light Metal Co Ltd     6,477,414  
      2,461,000     Nippon Steel Corp     7,420,563  
      671,800     Nippon Telegraph & Telephone Corp     31,454,231  

         
    See accompanying notes to the financial statements.   9


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      529,500     Nippon Yakin Koguo Co Ltd *     1,187,703  
      2,823,000     Nippon Yusen Kabushiki Kaisha     8,579,905  
      1,930,500     Nissan Motor Co Ltd     17,751,762  
      113,450     Nitori Holdings Co Ltd     11,630,776  
      194,100     Nitto Denko Corp     7,604,321  
      584,000     NSK Ltd     4,677,835  
      14,592     NTT Docomo Inc     26,600,556  
      1,876,000     Obayashi Corp     9,230,694  
      681,000     OKUMA Corp     5,261,341  
      100     Omron Corp     2,414  
      125,100     Ono Pharmaceutical Co Ltd     7,226,289  
      156,260     ORIX Corp     14,191,394  
      3,041,000     Osaka Gas Co Ltd     12,361,550  
      107,960     Point Inc     5,109,996  
      566,100     Promise Co Ltd *     4,053,020  
      5,529,400     Resona Holdings Inc     25,166,100  
      514,000     Ricoh Company Ltd     4,673,107  
      768,400     Round One Corp     6,740,491  
      119,500     Ryohin Keikaku Co Ltd     6,401,048  
      193,700     Sankyo Co Ltd     9,944,590  
      8,800     Sawai Pharmaceuticals Co Ltd     900,259  
      133,500     Secom Co Ltd     6,213,496  
      100     Seven & I Holdings Co Ltd     2,654  
      5,469,000     Sojitz Corp     10,298,172  
      1,907,000     Sumitomo Corp     24,994,501  
      6,697,000     Taiheiyo Cement Co Ltd     11,905,770  
      3,576,000     Taisei Corp     9,539,064  
      270,000     Taisho Pharmaceutical Co Ltd     6,277,040  
      1,510,300     Takeda Pharmaceutical Co Ltd     73,149,286  
      393,280     Takefuji Corp * (a) (b)     5,136  
      916,000     Tokyo Gas Co Ltd     4,214,947  
      586,000     Tokyo Steel Manufacturing Co     5,562,715  
      2,066,000     Tokyo Tatemono Co Ltd     6,967,088  
      356,000     TonenGeneral Sekiyu KK     4,084,824  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      415,000     Toray Industries Inc     3,155,414  
      539,500     Toyota Motor Corp     19,435,665  
      782,800     Toyota Tsusho Corp     13,102,250  
      970,500     UNY Co Ltd     8,763,204  
      58,670     USS Co Ltd     5,094,164  
      234,420     Yamada Denki Co Ltd     17,238,212  
      672,000     Zeon Corp     6,778,763  
                     
            Total Japan     1,029,943,396  
                     
                     
            Malta — 0.0%        
      15,998,662     BGP Holdings Plc *      
                     
                     
            Netherlands — 1.1%        
      53     ASML Holding NV     1,867  
      208,241     CSM     5,024,659  
      21     Heineken NV     1,050  
      3,134,841     ING Groep NV *     27,202,163  
      998,247     Koninklijke BAM Groep NV     5,029,508  
      34,709     Koninklijke DSM NV     1,738,826  
      71,650     Wereldhave NV (REIT)     6,076,944  
                     
            Total Netherlands     45,075,017  
                     
                     
            New Zealand — 0.6%        
      1,123,857     Fletcher Building Ltd     7,484,336  
      7,835,402     Telecom Corp of New Zealand     16,955,440  
                     
            Total New Zealand     24,439,776  
                     
                     
            Norway — 0.2%        
      163,421     Acergy SA *     3,786,775  
      108,680     Frontline Ltd     875,840  
      70,233     Yara International ASA     3,864,093  
                     
            Total Norway     8,526,708  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Portugal — 0.1%        
      1,124,672     EDP - Energias de Portugal SA     3,691,862  
                     
                     
            Singapore — 2.0%        
      1,487,000     Ezra Holdings Ltd     1,228,665  
      35,619,000     Golden Agri-Resources Ltd     19,509,824  
      2,793,000     Jaya Holdings Ltd *     1,147,280  
      779,200     M1 Ltd     1,624,117  
      181     Noble Group Ltd     243  
      224,030     Oversea-Chinese Banking Corp Ltd     1,629,663  
      1,346,000     SembCorp Marine Ltd     4,557,808  
      2,450,000     Singapore Exchange Ltd     14,265,396  
      2,147,000     Singapore Press Holdings Ltd     6,773,205  
      9,983,000     Singapore Telecommunications     25,797,795  
      4,545,000     Suntec Real Estate Investment Trust (REIT)     5,095,038  
      363,000     Venture Corp Ltd     2,250,742  
      2,415,000     Yangzijiang Shipbuilding Holdings Ltd     2,326,325  
                     
            Total Singapore     86,206,101  
                     
                     
            Spain — 3.5%        
      1,928,112     Banco Popular Espanol SA     10,045,018  
      2,619,116     Banco Santander SA     24,199,880  
      57,170     Fomento de Construcciones y Contratas SA     1,485,960  
      850,059     Gas Natural SDG SA     15,538,018  
      1,590,612     Iberdrola SA     11,699,471  
      167,306     Inditex SA     14,218,635  
      977,345     Repsol YPF SA     28,128,114  
      2,139,826     Telefonica SA     44,487,287  
                     
            Total Spain     149,802,383  
                     
                     
            Sweden — 1.3%        
      136,371     Alfa Laval AB     2,677,026  
      545,337     Atlas Copco AB Class A     12,288,584  
      338,316     Boliden AB     4,645,755  
      391,636     Ericsson LM B Shares     4,395,202  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Sweden — continued        
      224,603     Hennes & Mauritz AB Class B     6,997,090  
      144,597     NCC Class B     2,774,875  
      125     Sandvik AB     1,662  
      7     Skandinaviska Enskilda Banken AB Class A     41  
      116,032     SKF AB Class B     2,732,937  
      1,074,686     Swedbank AB Class A     14,774,715  
      643,136     Trelleborg AB Class B     5,414,268  
      5     Volvo AB Class B     62  
                     
            Total Sweden     56,702,217  
                     
                     
            Switzerland — 4.0%        
      2     Clariant AG (Registered) *     22  
      252,460     Compagnie Financiere Richemont SA Class A     14,595,632  
      655,987     Nestle SA (Registered)     40,588,930  
      1,372,272     Novartis AG (Registered)     80,070,775  
      79,945     Roche Holding AG (Non Voting)     13,979,508  
      21,925     Swatch Group AG     9,974,771  
      10,042     Swisscom AG (Registered)     4,502,214  
      25,440     Syngenta AG (Registered) *     8,053,238  
                     
            Total Switzerland     171,765,090  
                     
                     
            United Kingdom — 20.8%        
      1,902,924     3i Group Plc     6,565,930  
      324,415     Aggreko Plc     10,182,683  
      147,496     Antofagasta Plc     3,204,902  
      2,193,956     ARM Holdings Plc     20,127,901  
      135,137     ASOS Plc *     4,325,785  
      2,742,407     AstraZeneca Plc     129,856,652  
      1,571,628     BAE Systems Plc     7,012,947  
      5,494,780     Barclays Plc     15,182,118  
      260,668     BBA Aviation Plc     707,789  
      1,270,057     BG Group Plc     27,389,636  
      292,640     BHP Billiton Plc     9,960,228  
      3,590,035     BP Plc     23,432,253  

         
    See accompanying notes to the financial statements.   13


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      357,698     British American Tobacco Plc     15,914,580  
      12,176,757     BT Group Plc     33,771,847  
      1,061,846     Burberry Group Plc     23,681,709  
      256,909     Capita Group Plc     2,954,053  
      266     Centrica Plc     1,289  
      312,926     Diageo Plc     6,287,679  
      5,879,076     Dixons Retail Plc *     1,154,144  
      1,172,083     Drax Group Plc     9,878,087  
      65     Eurasian Natural Resources Corp     716  
      1,119,421     FirstGroup Plc     6,658,303  
      1,429,769     Game Group Plc     563,200  
      6,665,463     GlaxoSmithKline Plc     141,903,550  
      2,494,316     Home Retail Group Plc     5,151,985  
      355,562     ICAP Plc     2,744,168  
      587,863     IMI Plc     8,500,821  
      3,084,613     ITV Plc *     3,064,293  
      49     Kazakhmys Plc     863  
      2,794,562     Kesa Electricals Plc     4,942,648  
      360,190     Lancashire Holdings Ltd     3,982,832  
      14,681,268     Lloyds Banking Group Plc *     8,008,111  
      424,491     Next Plc     16,255,034  
      227,152     Petrofac Ltd     5,033,629  
      655,960     Prudential Plc     6,607,721  
      157,419     Reckitt Benckiser Group Plc     8,350,302  
      567,544     Rio Tinto Plc     34,596,621  
      10,457,116     Royal Bank of Scotland Group Plc *     4,110,573  
      574,172     Royal Dutch Shell Group Class A (Amsterdam)     19,199,889  
      1,489,649     Royal Dutch Shell Plc A Shares (London)     49,830,805  
      1,724,787     Royal Dutch Shell Plc B Shares (London)     58,043,364  
      527,846     Scottish & Southern Energy Plc     11,116,761  
      635,403     Smith & Nephew Plc     6,460,341  
      186,709     Spectris Plc     4,353,311  
      1     Stagecoach Group Plc     4  
      417,783     Standard Chartered Plc     9,491,031  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares/
           
Par Value     Description   Value ($)  
            United Kingdom — continued        
      433,383     Travis Perkins Plc     5,788,922  
      897,287     Trinity Mirror Plc *     645,687  
      743,582     Tullett Prebon Plc     4,504,442  
      25,466,497     Vodafone Group Plc     66,830,607  
      449,763     Weir Group Plc (The)     14,020,721  
      220,948     WH Smith Plc     1,787,281  
      2,427,575     William Hill Plc     8,875,552  
      400,538     Wolseley Plc     10,381,994  
      339,538     Xstrata Plc     5,896,891  
                     
            Total United Kingdom     889,295,185  
                     
                     
            TOTAL COMMON STOCKS (COST $4,091,109,611)     4,042,929,432  
                     
                     
            PREFERRED STOCKS — 1.3%        
                     
            Germany — 1.3%        
      401,654     Porsche Automobil Holding SE 1.68%     27,038,345  
      229,262     ProSiebenSat.1 Media AG 8.57%     4,576,437  
      153,924     Volkswagen AG 2.12%     25,589,819  
                     
            Total Germany     57,204,601  
                     
                     
            TOTAL PREFERRED STOCKS (COST $45,306,633)     57,204,601  
                     
                     
            MUTUAL FUNDS — 1.6%        
                     
            United States — 1.6%        
            Affiliated Issuers        
      2,699,282     GMO U.S. Treasury Fund     67,509,048  
                     
                     
            TOTAL MUTUAL FUNDS (COST $67,509,048)     67,509,048  
                     
                     
            SHORT-TERM INVESTMENTS — 1.2%        
                     
            Time Deposits — 1.2%        
USD
    21,900,000     BNP Paribas (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     21,900,000  
AUD
    1,295,300     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     1,384,611  
CAD
    272,189     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     277,942  

         
    See accompanying notes to the financial statements.   15


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Time Deposits — continued        
CHF
    7,403     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     9,186  
DKK
    52,391     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     10,103  
HKD
    437,964     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     56,251  
JPY
    16,420,880     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     214,456  
NZD
    12,099     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     10,308  
SEK
    65,339     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,303  
EUR
    22,601     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     32,467  
SGD
    2,161,917     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     1,795,165  
USD
    76,919     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     76,919  
GBP
    226,307     JPMorgan Chase (New York) Time Deposit, 0.11%, due 09/01/11     367,365  
NOK
    112,919     JPMorgan Chase (New York) Time Deposit, 1.05%, due 09/01/11     21,050  
USD
    25,000,000     Societe Generale (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     25,000,000  
                     
            Total Time Deposits     51,166,126  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $51,166,126)     51,166,126  
                     
                     
            TOTAL INVESTMENTS — 98.5%
(Cost $4,255,091,418)
    4,218,809,207  
            Other Assets and Liabilities (net) — 1.5%     63,612,924  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 4,282,422,131  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
10/21/11
    Royal Bank of Scotland PLC     CHF     6,931,983     $ 8,614,925     $ (885,574 )
10/21/11
    Brown Brothers Harriman & Co.      CHF     6,931,983       8,614,925       (437,733 )
10/21/11
    Bank of New York Mellon     CHF     6,931,983       8,614,926       (602,989 )
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     3,448,000       4,950,040       29,696  
10/21/11
    Deutsche Bank AG     GBP     14,697,355       23,844,904       (219,075 )
10/21/11
    Royal Bank of Scotland PLC     GBP     10,579,539       17,164,183       (141,277 )

         
16
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
10/21/11
    Bank of America, N.A.     GBP     11,797,412     $ 19,140,053     $ (136,930 )
10/21/11
    Bank of New York Mellon     GBP     17,876,578       29,002,857       (254,666 )
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     10,773,188       17,478,358       (159,505 )
10/21/11
    Barclays Bank PLC     GBP     16,573,977       26,889,525       (256,661 )
10/21/11
    Brown Brothers Harriman & Co.      GBP     16,512,165       26,789,241       (250,255 )
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     3,074,371       4,987,842       (2,821 )
10/21/11
    Barclays Bank PLC     HKD     184,129,190       23,660,954       17,971  
10/21/11
    Brown Brothers Harriman & Co.      HKD     191,759,640       24,641,482       16,977  
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     60,254,935       7,742,875       5,782  
10/21/11
    Morgan Stanley Capital Services Inc.      HKD     184,129,190       23,660,954       16,170  
10/21/11
    State Street Bank and Trust Company     HKD     284,190,381       36,519,009       13,440  
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     312,179,000       4,078,744       8,231  
10/21/11
    Bank of New York Mellon     SEK     40,268,668       6,332,602       100,195  
10/21/11
    Deutsche Bank AG     SEK     88,995,030       13,995,251       167,558  
10/21/11
    JPMorgan Chase Bank, N.A.     SEK     94,627,767       14,881,048       230,746  
10/21/11
    Royal Bank of Scotland PLC     SEK     48,779,995       7,671,083       116,515  
10/21/11
    Bank of America, N.A.     SGD     70,206,888       58,311,078       (9,978 )
10/21/11
    Bank of New York Mellon     SGD     14,822,079       12,310,636       (11,575 )
10/21/11
    Barclays Bank PLC     SGD     21,021,261       17,459,432       (34,959 )
10/21/11
    Morgan Stanley Capital Services Inc.      SGD     19,020,196       15,797,426       (25,574 )
10/21/11
    State Street Bank and Trust Company     SGD     14,692,589       12,203,086       (9,190 )
                                 
                        $ 475,357,439     $ (2,715,481 )
                                 
Sales #
                                   
10/21/11
    Deutsche Bank AG     CAD     7,813,987     $ 7,969,853     $ (35,623 )
10/21/11
    State Street Bank and Trust Company     CAD     25,997,258       26,515,828       (186,425 )
10/21/11
    Royal Bank of Scotland PLC     CAD     6,520,031       6,650,087       (47,731 )
10/21/11
    Morgan Stanley Capital Services Inc.      CAD     12,007,266       12,246,776       (81,027 )
10/21/11
    Barclays Bank PLC     CAD     12,307,889       12,553,396       (46,268 )
10/21/11
    Brown Brothers Harriman & Co.      CAD     15,803,254       16,118,483       (69,194 )
10/21/11
    State Street Bank and Trust Company     DKK     89,495,296       17,247,514       1,067  
10/21/11
    Royal Bank of Scotland PLC     DKK     134,728,989       25,964,941       (3,047 )
10/21/11
    Royal Bank of Scotland PLC     EUR     24,908,163       35,758,819       (6,514 )
10/21/11
    Bank of America N.A.     EUR     17,275,058       24,800,531       (5,761 )
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     23,063,000       33,109,854       35,967  
10/21/11
    Deutsche Bank AG     EUR     34,806,000       49,968,416       100,363  

         
    See accompanying notes to the financial statements.   17


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
10/21/11
    Deutsche Bank AG     JPY     1,074,552,130     $ 14,039,455     $ (52,444 )
10/21/11
    Bank of America, N.A.     JPY     1,811,172,000       23,663,689       (26,582 )
10/21/11
    Brown Brothers Harriman & Co.      JPY     410,698,269       5,365,938       (164,262 )
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     3,515,649,130       45,933,366       (74,880 )
10/21/11
    Bank of America N.A.     NZD     12,464,049       10,580,372       (298,243 )
10/21/11
    Morgan Stanley Capital Services Inc.      NZD     10,386,611       8,816,895       (29,334 )
                                 
                        $ 377,304,213     $ (989,938 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
193
    TOPIX     September 2011   $ 19,578,926     $ (333,310 )
740
    FTSE/MIB     September 2011     82,515,548       (23,544,678 )
143
    MSCI Singapore     September 2011     7,815,024       346,204  
293
    DAX     September 2011     60,807,598       (11,756,968 )
313
    FTSE 100     September 2011     27,316,915       647,068  
                         
                $ 198,034,011     $ (34,641,684 )
                         
Sales
                           
295
    S&P Toronto 60     September 2011   $ 43,823,752     $ 852,884  
592
    SPI 200     September 2011     68,134,892       3,416,092  
1
    OMXS 30     September 2011     15,057       (33 )
                         
                $ 111,973,701     $ 4,268,943  
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
18
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Bankrupt issuer.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
    See accompanying notes to the financial statements.   19


 

GMO International Core Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $4,187,582,370) (Note 2)
  $ 4,151,300,159  
Investments in affiliated issuers, at value (cost $67,509,048) (Notes 2 and 10)
    67,509,048  
Foreign currency, at value (cost $979) (Note 2)
    982  
Receivable for Fund shares sold
    32,069,938  
Dividends and interest receivable
    14,406,826  
Foreign taxes receivable
    3,688,543  
Unrealized appreciation on open forward currency contracts (Note 4)
    860,678  
Due from broker on open futures contracts (Note 2)
    26,837,220  
Receivable for variation margin on open futures contracts (Note 4)
    4,083,186  
Receivable for expenses reimbursed by Manager (Note 5)
    190,402  
Miscellaneous receivable
    1,592  
         
Total assets
    4,300,948,574  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    11,293,872  
Payable to affiliate for (Note 5):
       
Management fee
    1,347,014  
Shareholder service fee
    283,354  
Trustees and Trust Officers or agents unaffiliated with the Manager
    15,101  
Payable for foreign currency purchased
    2,827  
Unrealized depreciation on open forward currency contracts (Note 4)
    4,566,097  
Accrued expenses
    1,018,178  
         
Total liabilities
    18,526,443  
         
Net assets
  $ 4,282,422,131  
         

         
20
  See accompanying notes to the financial statements.    


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 5,324,671,291  
Accumulated undistributed net investment income
    47,673,348  
Accumulated net realized loss
    (1,019,928,992 )
Net unrealized depreciation
    (69,993,516 )
         
    $ 4,282,422,131  
         
Net assets attributable to:
       
Class III shares
  $ 742,640,101  
         
Class IV shares
  $ 1,015,464,185  
         
Class VI shares
  $ 2,524,317,845  
         
Shares outstanding:
       
Class III
    26,856,878  
         
Class IV
    36,736,989  
         
Class VI
    91,399,593  
         
Net asset value per share:
       
Class III
  $ 27.65  
         
Class IV
  $ 27.64  
         
Class VI
  $ 27.62  
         

         
    See accompanying notes to the financial statements.   21


 

GMO International Core Equity Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers (net of withholding taxes of $11,561,846)
  $ 107,226,654  
Interest
    56,898  
Dividends from affiliated issuers (Note 10)
    17,063  
         
Total investment income
    107,300,615  
         
Expenses:
       
Management fee (Note 5)
    9,595,838  
Shareholder service fee – Class III (Note 5)
    633,910  
Shareholder service fee – Class IV (Note 5)
    507,768  
Shareholder service fee – Class VI (Note 5)
    846,135  
Custodian and fund accounting agent fees
    977,224  
Legal fees
    92,736  
Trustees fees and related expenses (Note 5)
    47,918  
Audit and tax fees
    43,424  
Transfer agent fees
    23,276  
Registration fees
    8,280  
Miscellaneous
    53,188  
         
Total expenses
    12,829,697  
Fees and expenses reimbursed by Manager (Note 5)
    (1,179,164 )
Expense reductions (Note 2)
    (126 )
         
Net expenses
    11,650,407  
         
Net investment income (loss)
    95,650,208  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    199,167,803  
Realized gains distributions from affiliated issuers (Note 10)
    2,783  
Futures contracts
    6,860,770  
Swap contracts
    (628,857 )
Foreign currency, forward contracts and foreign currency related transactions
    (14,202,676 )
         
Net realized gain (loss)
    191,199,823  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (663,957,758 )
Futures contracts
    (37,133,422 )
Foreign currency, forward contracts and foreign currency related transactions
    423,135  
         
Net unrealized gain (loss)
    (700,668,045 )
         
Net realized and unrealized gain (loss)
    (509,468,222 )
         
Net increase (decrease) in net assets resulting from operations
  $ (413,818,014 )
         

         
22
  See accompanying notes to the financial statements.    


 

GMO International Core Equity Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 95,650,208     $ 112,967,386  
Net realized gain (loss)
    191,199,823       10,858,780  
Change in net unrealized appreciation (depreciation)
    (700,668,045 )     982,069,664  
                 
                 
Net increase (decrease) in net assets from operations
    (413,818,014 )     1,105,895,830  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (11,218,241 )     (19,384,014 )
Class IV
    (14,272,312 )     (23,845,517 )
Class VI
    (36,686,850 )     (71,405,695 )
                 
Total distributions from net investment income
    (62,177,403 )     (114,635,226 )
                 
Net share transactions (Note 9):
               
Class III
    (30,817,653 )     (334,920,790 )
Class IV
    (106,362,907 )     236,787,681  
Class VI
    (705,155,862 )     604,118,020  
                 
Increase (decrease) in net assets resulting from net share transactions
    (842,336,422 )     505,984,911  
                 
                 
Total increase (decrease) in net assets
    (1,318,331,839 )     1,497,245,515  
                 
Net assets:
               
Beginning of period
    5,600,753,970       4,103,508,455  
                 
End of period (including accumulated undistributed net investment income of $47,673,348 and $14,200,543, respectively)
  $ 4,282,422,131     $ 5,600,753,970  
                 

         
    See accompanying notes to the financial statements.   23


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 30.77     $ 25.63     $ 18.15     $ 37.25     $ 39.38     $ 35.23  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.55       0.62       0.55       0.92       1.01       0.86  
Net realized and unrealized gain (loss)
    (3.28 )     5.11       7.79       (18.54 )     (0.51 )     6.06  
                                                 
                                                 
Total from investment operations
    (2.73 )     5.73       8.34       (17.62 )     0.50       6.92  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.39 )     (0.59 )     (0.86 )     (1.19 )     (0.68 )     (0.77 )
From net realized gains
                      (0.29 )     (1.95 )     (2.00 )
                                                 
Total distributions
    (0.39 )     (0.59 )     (0.86 )     (1.48 )     (2.63 )     (2.77 )
                                                 
                                                 
Net asset value, end of period
  $ 27.65     $ 30.77     $ 25.63     $ 18.15     $ 37.25     $ 39.38  
                                                 
                                                 
Total Return(a)
    (8.95 )%**     22.61 %     45.97 %     (48.61 )%     0.69 %     20.04 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 742,640     $ 857,774     $ 1,017,207     $ 855,690     $ 917,685     $ 877,816  
Net expenses to average daily net assets
    0.53 %(b)(c)*     0.53 %(b)(c)     0.53 %(b)     0.53 %(d)     0.53 %(d)     0.53 %
Net investment income (loss) to average daily net assets
    3.65 %*     2.28 %     2.22 %     3.08 %     2.44 %     2.29 %
Portfolio turnover rate
    13 %**     40 %     48 %     41 %     43 %     47 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
24
  See accompanying notes to the financial statements.    


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 30.75     $ 25.62     $ 18.14     $ 37.23     $ 39.36     $ 35.21  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.56       0.61       0.64       0.94       1.04       0.85  
Net realized and unrealized gain (loss)
    (3.27 )     5.13       7.71       (18.53 )     (0.52 )     6.09  
                                                 
                                                 
Total from investment operations
    (2.71 )     5.74       8.35       (17.59 )     0.52       6.94  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.40 )     (0.61 )     (0.87 )     (1.21 )     (0.70 )     (0.79 )
From net realized gains
                      (0.29 )     (1.95 )     (2.00 )
                                                 
                                                 
Total distributions
    (0.40 )     (0.61 )     (0.87 )     (1.50 )     (2.65 )     (2.79 )
                                                 
                                                 
Net asset value, end of period
  $ 27.64     $ 30.75     $ 25.62     $ 18.14     $ 37.23     $ 39.36  
                                                 
                                                 
Total Return(a)
    (8.91 )%**     22.68 %     46.04 %     (48.56 )%     0.75 %     20.14 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,015,464     $ 1,235,303     $ 797,730     $ 1,166,165     $ 947,063     $ 711,712  
Net expenses to average daily net assets
    0.47 %(b)(c)*     0.47 %(b)(c)     0.47 %(b)     0.47 %(d)     0.47 %(d)     0.47 %
Net investment income (loss) to average daily net assets
    3.74 %**     2.24 %     2.65 %     3.18 %     2.51 %     2.27 %
Portfolio turnover rate
    13 %**     40 %     48 %     41 %     43 %     47 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   25


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 30.72     $ 25.60     $ 18.13     $ 37.22     $ 39.35     $ 36.09  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.58       0.61       0.52       0.92       0.98       0.74  
Net realized and unrealized gain (loss)
    (3.28 )     5.13       7.83       (18.50 )     (0.45 )     5.33  
                                                 
                                                 
Total from investment operations
    (2.70 )     5.74       8.35       (17.58 )     0.53       6.07  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.40 )     (0.62 )     (0.88 )     (1.22 )     (0.71 )     (0.81 )
From net realized gains
                      (0.29 )     (1.95 )     (2.00 )
                                                 
                                                 
Total distributions
    (0.40 )     (0.62 )     (0.88 )     (1.51 )     (2.66 )     (2.81 )
                                                 
                                                 
Net asset value, end of period
  $ 27.62     $ 30.72     $ 25.60     $ 18.13     $ 37.22     $ 39.35  
                                                 
                                                 
Total Return(b)
    (8.89 )%**     22.69 %     46.11 %     (48.56 )%     0.78 %     17.24 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 2,524,318     $ 3,507,677     $ 2,288,572     $ 1,098,838     $ 3,567,360     $ 1,377,829  
Net expenses to average daily net assets
    0.44 %(c)(d)*     0.44 %(c)(d)     0.44 %(c)     0.44 %(e)     0.44 %(e)     0.44 %*
Net investment income (loss) to average daily net assets
    3.84 %*     2.25 %     2.08 %     3.07 %     2.36 %     2.11 %*
Portfolio turnover rate
    13 %**     40 %     48 %     41 %     43 %     47 %††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.05 %*
 
(a) Period from March 28, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.

         
26
  See accompanying notes to the financial statements.    


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Core Equity Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the MSCI EAFE Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of companies tied economically to countries other than the U.S. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in equity investments. The terms “equities” and “equity investments” refer to direct and indirect investments in common stocks and

         
        27


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Manager may make investments tied economically to emerging countries.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had three classes of shares outstanding: Class III, Class IV and Class VI. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented less than 0.1% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.

         
28
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      92.5 %
           
Futures Contracts
      (0.7 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.

         
        29


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value technique on Level 3 investments: The Fund considered certain bankrupt securities to be near worthless.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $ 13     $ 218,678,398     $     $ 218,678,411  
Austria
          31,086,743             31,086,743  
Belgium
          28,817,442             28,817,442  
Canada
    99,181,011                   99,181,011  
Denmark
          43,373,440             43,373,440  
Finland
          27,011,454             27,011,454  
France
    13,741,843       473,316,431             487,058,274  
Germany
    10,713,542       273,636,724             284,350,266  
Greece
          15,454,765             15,454,765  
Hong Kong
          69,598,011             69,598,011  
Ireland
          39,839,706             39,839,706  
Israel
          12,588,911             12,588,911  
Italy
          220,443,263             220,443,263  
Japan
          1,029,938,260       5,136       1,029,943,396  
Malta
          0  *           0  *
Netherlands
          45,075,017             45,075,017  
New Zealand
    16,955,440       7,484,336             24,439,776  
Norway
          8,526,708             8,526,708  
Portugal
          3,691,862             3,691,862  
Singapore
          86,206,101             86,206,101  
Spain
          149,802,383             149,802,383  
Sweden
          56,702,217             56,702,217  
Switzerland
          171,765,090             171,765,090  
United Kingdom
          889,295,185             889,295,185  
                                 
TOTAL COMMON STOCKS
    140,591,849       3,902,332,447       5,136       4,042,929,432  
                                 

         
30
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Preferred Stocks
                               
Germany
  $     $ 57,204,601     $     $ 57,204,601  
                                 
TOTAL PREFERRED STOCKS
          57,204,601             57,204,601  
                                 
Mutual Funds
    67,509,048                   67,509,048  
                                 
Short-Term Investments
    51,166,126                   51,166,126  
                                 
Total Investments
    259,267,023       3,959,537,048       5,136       4,218,809,207  
                                 
Derivatives **
                               
Forward Currency Contracts
                               
Foreign exchange risk
          860,678             860,678  
Futures Contracts
                               
Equity risk
    852,884       4,409,364             5,262,248  
                                 
Total Derivatives
    852,884       5,270,042             6,122,926  
                                 
Total
  $ 260,119,907     $ 3,964,807,090     $ 5,136     $ 4,224,932,133  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives **
                               
Forward Currency Contracts
                               
Foreign exchange risk
  $      —     $ (4,566,097 )   $      —     $ (4,566,097 )
Futures Contracts
                               
Equity risk
          (35,634,989 )           (35,634,989 )
                                 
Total Derivatives
          (40,201,086 )           (40,201,086 )
                                 
Total
  $     $ (40,201,086 )   $     $ (40,201,086 )
                                 
 
* Represents the interest in securities that have no value at August 31, 2011.

         
        31


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
** Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was less than 0.1% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
                                          Investments
    Balances
                  Change in
          Balances
    Still
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
Japan
  $ 4,808     $      —     $      —     $      —     $      —     $ 328     $      —     $      —     $ 5,136       $ 328  
                                                                                   
Total
  $ 4,808     $     $     $     $     $ 328     $     $     $ 5,136       $ 328  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transfers out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the

         
32
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.

         
        33


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $7,185,707.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (215,235,940 )
February 28, 2018
    (906,840,158 )
February 28, 2019
    (47,181,759 )
         
Total
  $ (1,169,257,857 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 4,325,360,057     $ 465,010,928     $ (571,561,778 )   $ (106,550,850 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would

         
34
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
        35


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.

         
36
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including

         
        37


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even

         
38
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves

         
        39


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able

         
40
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid

         
        41


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.

         
42
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, The Fund held swap agreements to achieve returns comparable to holding and lending a direct equity position. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.

         
        43


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on forward currency contracts
  $      —     $ 860,678     $      —     $      —     $      —     $ 860,678  
Unrealized appreciation on
futures contracts *
                      5,262,248             5,262,248  
                                                 
Total
  $     $ 860,678     $     $ 5,262,248     $     $ 6,122,926  
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (4,566,097 )   $     $     $     $ (4,566,097 )
Unrealized depreciation on
futures contracts *
                      (35,634,989 )           (35,634,989 )
                                                 
Total
  $     $ (4,566,097 )   $     $ (35,634,989 )   $     $ (40,201,086 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                         
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
       
    contracts   contracts   contracts   contracts   contracts   Total    
 
Net Realized Gain (Loss) on:
                                                       
Investments (rights and/or warrants)
  $      —     $      —     $      —     $ (538,689 )   $      —     $ (538,689 )        
Forward currency contracts
          (14,531,170 )                       (14,531,170 )        
Futures contracts
                      6,860,770             6,860,770          
Swap agreements
                      (628,857 )           (628,857 )        
                                                         
Total
  $     $ (14,531,170 )   $     $ 5,693,224     $     $ (8,837,946 )        
                                                         
Change in Unrealized Appreciation (Depreciation) on:
                                                       
Forward currency contracts
  $     $ 209,248     $     $     $     $ 209,248          
Futures contracts
                      (37,133,422 )           (37,133,422 )        
                                                         
Total
  $     $ 209,248     $     $ (37,133,422 )   $     $ (36,924,174 )        
                                                         
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.

         
44
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts, rights and/or warrants) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                 
    Forward
           
    currency
  Futures
  Rights and/or
   
    contract   contracts   Warrants   Swap Agreements
 
Average amount outstanding
  $ 996,973,287     $ 414,865,816     $ 785,723     $ 112,218  
 
            * During the period ended August 31, 2011, the Fund did not hold swap agreements at any month-end, therefore, the average amount outstanding was calculated using daily outstanding notional amounts.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.38% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.09% for Class IV shares and 0.055% for Class VI shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.38% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These

         
        45


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $47,918 and $18,320, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $635,166,674 and $1,481,696,033, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 20.58% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, less than 0.01% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 47.14% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
46
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,456,871     $ 44,245,554       2,463,046     $ 66,280,281  
Shares issued to shareholders in reinvestment of distributions
    348,053       10,361,527       560,802       15,619,160  
Shares repurchased
    (2,824,503 )     (85,424,734 )     (14,833,654 )     (416,820,231 )
                                 
Net increase (decrease)
    (1,019,579 )   $ (30,817,653 )     (11,809,806 )   $ (334,920,790 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    436,933     $ 12,045,636       13,529,839     $ 370,185,016  
Shares issued to shareholders in reinvestment of distributions
    419,841       12,490,271       844,993       23,555,860  
Shares repurchased
    (4,288,353 )     (130,898,814 )     (5,342,796 )     (156,953,195 )
                                 
Net increase (decrease)
    (3,431,579 )   $ (106,362,907 )     9,032,036     $ 236,787,681  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    5,941,120     $ 167,661,755       40,476,055     $ 1,042,988,639  
Shares issued to shareholders in reinvestment of distributions
    1,231,967       36,626,374       2,563,418       71,321,453  
Shares repurchased
    (29,941,085 )     (909,443,991 )     (18,277,138 )     (510,192,072 )
                                 
Net increase (decrease)
    (22,767,998 )   $ (705,155,862 )     24,762,335     $ 604,118,020  
                                 

         
        47


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
   
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income   Gains   of period
 
GMO U.S. Treasury Fund
  $ 52,104,000     $ 109,839,000     $ 94,442,924     $ 17,063     $ 2,783     $ 67,509,048  
                                                 
Totals
  $ 52,104,000     $ 109,839,000     $ 94,442,924     $ 17,063     $ 2,783     $ 67,509,048  
                                                 

         
48
       


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        49


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
50
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        51


 

GMO International Core Equity Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
52
       


 

 
GMO International Core Equity Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.53 %   $ 1,000.00     $ 910.50     $ 2.55  
2) Hypothetical
    0.53 %   $ 1,000.00     $ 1,022.47     $ 2.69  
                                 
Class IV
                               
                                 
1) Actual
    0.47 %   $ 1,000.00     $ 910.90     $ 2.26  
2) Hypothetical
    0.47 %   $ 1,000.00     $ 1,022.77     $ 2.39  
                                 
Class VI
                               
                                 
1) Actual
    0.44 %   $ 1,000.00     $ 911.10     $ 2.11  
2) Hypothetical
    0.44 %   $ 1,000.00     $ 1,022.92     $ 2.24  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        53


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    91.6 %
Short-Term Investments
    3.4  
Preferred Stocks
    3.3  
Investment Funds
    0.2  
Debt Obligations
    0.1  
Rights/Warrants
    0.0 Ù
Swap Agreements
    (0.0 )Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.6 )
Other
    2.0  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
Emerging***
    26.6 %
Japan
    18.8  
United Kingdom
    16.5  
Germany
    7.3  
France
    7.0  
Switzerland
    4.6  
Italy
    3.6  
Spain
    2.2  
Canada
    2.1  
Hong Kong
    1.9  
Sweden
    1.9  
Singapore
    1.8  
Australia
    1.5  
Denmark
    0.8  
Netherlands
    0.8  
Finland
    0.5  
Austria
    0.4  
Belgium
    0.4  
Ireland
    0.4  
Greece
    0.3  
Israel
    0.2  
New Zealand
    0.2  
Norway
    0.2  
         
      100.0 %
         

         
        1


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes explosure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Brazil, Chile, China, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, and Turkey.
Ù Rounds to 0.0%.

         
2
       


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
      21,145,666     GMO Emerging Markets Fund, Class VI     271,933,262  
      1,861,252     GMO Flexible Equities Fund, Class VI     33,353,630  
      15,912,130     GMO International Growth Equity Fund, Class IV     357,704,675  
      17,407,463     GMO International Intrinsic Value Fund, Class IV     355,286,322  
                     
                     
            TOTAL MUTUAL FUNDS (COST $913,695,226)     1,018,277,889  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      32,222     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     32,222  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $32,222)     32,222  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $913,727,448)
    1,018,310,111  
            Other Assets and Liabilities (net) — (0.0%)     (95,889 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,018,214,222  
                     

         
    See accompanying notes to the financial statements.   3


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $32,222) (Note 2)
  $ 32,222  
Investments in affiliated issuers, at value (cost $913,695,226) (Notes 2 and 10)
    1,018,277,889  
Receivable for expenses reimbursed by Manager (Note 5)
    14,997  
         
Total assets
    1,018,325,108  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    2,575  
Accrued expenses
    108,311  
         
Total liabilities
    110,886  
         
Net assets
  $ 1,018,214,222  
         
Net assets consist of:
       
Paid-in capital
  $ 1,077,412,953  
Accumulated undistributed net investment income
    10,906,683  
Accumulated net realized loss
    (174,688,077 )
Net unrealized appreciation
    104,582,663  
         
    $ 1,018,214,222  
         
Net assets attributable to:
       
Class III shares
  $ 1,018,214,222  
         
Shares outstanding:
       
Class III
    101,385,342  
         
Net asset value per share:
       
Class III
  $ 10.04  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 10,982,315  
Interest
    3  
         
Total investment income
    10,982,318  
         
Expenses:
       
Custodian, fund accounting agent and transfer agent fees
    25,944  
Legal fees
    22,172  
Audit and tax fees
    17,112  
Trustees fees and related expenses (Note 5)
    11,250  
Registration fees
    2,484  
Miscellaneous
    26,514  
         
Total expenses
    105,476  
Fees and expenses reimbursed by Manager (Note 5)
    (89,884 )
Expense reductions (Note 2)
    (74 )
         
Net expenses
    15,518  
         
Net investment income (loss)
    10,966,800  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    (61,126,063 )
Realized gains distributions from affiliated issuers (Note 10)
    24,763,258  
         
Net realized gain (loss)
    (36,362,805 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (47,541,580 )
         
Net realized and unrealized gain (loss)
    (83,904,385 )
         
Net increase (decrease) in net assets resulting from operations
  $ (72,937,585 )
         

         
    See accompanying notes to the financial statements.   5


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 10,966,800     $ 15,938,864  
Net realized gain (loss)
    (36,362,805 )     (52,192,432 )
Change in net unrealized appreciation (depreciation)
    (47,541,580 )     281,822,523  
                 
                 
Net increase (decrease) in net assets from operations
    (72,937,585 )     245,568,955  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (1,957,852 )     (18,783,271 )
                 
Net share transactions (Note 9):
               
Class III
    (184,875,531 )     32,524,189  
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    434,278       509,786  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (184,441,253 )     33,033,975  
                 
Total increase (decrease) in net assets
    (259,336,690 )     259,819,659  
                 
Net assets:
               
Beginning of period
    1,277,550,912       1,017,731,253  
                 
End of period (including accumulated undistributed net investment income of $10,906,683 and $1,897,735, respectively)
  $ 1,018,214,222     $ 1,277,550,912  
                 

         
6
  See accompanying notes to the financial statements.    


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 10.80     $ 8.96     $ 6.17     $ 16.45     $ 17.96     $ 17.13  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.10       0.13       0.28       0.40       0.31       0.33  
Net realized and unrealized gain (loss)
    (0.84 )     1.87       2.81       (7.20 )     1.32       2.85  
                                                 
                                                 
Total from investment operations
    (0.74 )     2.00       3.09       (6.80 )     1.63       3.18  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.02 )     (0.16 )     (0.20 )     (0.39 )     (1.00 )     (0.83 )
From net realized gains
                (0.10 )     (3.09 )     (2.14 )     (1.52 )
                                                 
                                                 
Total distributions
    (0.02 )     (0.16 )     (0.30 )     (3.48 )     (3.14 )     (2.35 )
                                                 
                                                 
Net asset value, end of period
  $ 10.04     $ 10.80     $ 8.96     $ 6.17     $ 16.45     $ 17.96  
                                                 
                                                 
Total Return(b)
    (6.89 )%**     22.43 %     50.37 %     (48.63 )%     7.81 %     19.33 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,018,214     $ 1,277,551     $ 1,017,731     $ 519,663     $ 755,542     $ 758,757  
Net expenses to average daily net assets(c)(d)
    0.00 %(e)*     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %
Net investment income (loss) to average daily net assets(a)
    1.78 %*     1.39 %     3.21 %     3.46 %     1.66 %     1.87 %
Portfolio turnover rate
    5 %**     13 %     11 %     33 %     9 %     4 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.02 %     0.02 %     0.01 %     0.01 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (f)   $ 0.00 (f)   $ 0.01     $ 0.01     $ 0.00 (f)   $ 0.00 (f)
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) Net expenses to average daily net assets were less than 0.01%.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Equity Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the MSCI ACWI ex-U.S. Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds. The Fund also may invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund and GMO Alternative Asset Opportunity Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities directly. Although the Fund’s primary exposure is to foreign equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), the Fund also may have exposure to foreign and U.S. fixed income securities (including fixed income securities of any credit quality and having any maturity or duration), as well as to the investment returns of commodities and, from time to time, other alternative asset classes. Under normal circumstances, the Fund invests (including through investment in the underlying funds) at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect (e.g., through the underlying funds) investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.

         
8
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of GMO trust represented 1.3% of net assets. Those underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund either directly or through investments in the underlying funds that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and

         
        9


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      84.2 %
           
Futures Contracts
      (0.6 )%
           
Swap Agreements
      (0.0 )%Ù
           
 
            Ù Rounds to 0.0%.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
10
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 1,018,277,889     $      —     $      —     $ 1,018,277,889  
Short-Term Investments
    32,222                   32,222  
                                 
Total Investments
    1,018,310,111                   1,018,310,111  
                                 
Total
  $ 1,018,310,111     $     $     $ 1,018,310,111  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities using Level 3 inputs were 1.3% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at

         
        11


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $15,531,973.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (165,440 )
February 28, 2019
    (3,574,248 )
         
Total
  $ (3,739,688 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,052,464,306     $      —     $ (34,154,195 )   $ (34,154,195 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did

         
12
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and the fee on cash redemptions were each 0.21% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee at any time.

         
        13


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of a Fund’s shares if the Fund will not incur transaction costs or will incur/reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those

         
14
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.

         
        15


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment

         
16
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.

         
        17


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $11,250 and $4,341, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.587%
    0.080%     0.667%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $64,709,407 and $215,346,710, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 10.34% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.02% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:

         
18
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,235,853     $ 13,366,845       16,477,257     $ 149,910,732  
Shares issued to shareholders in reinvestment of distributions
    167,043       1,872,548       1,752,100       17,463,440  
Shares repurchased
    (18,328,703 )     (200,114,924 )     (13,525,592 )     (134,849,983 )
Purchase premiums
          21,315             280,115  
Redemption fees
          412,963             229,671  
                                 
Net increase (decrease)
    (16,925,807 )   $ (184,441,253 )     4,703,765     $ 33,033,975  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Value,
   
    beginning of
      Sales
  Dividend
  of Realized
  end of
   
Affiliate   period   Purchases   Proceeds   Income   Gains   period    
 
GMO Emerging Markets Fund, Class VI
  $ 331,226,965     $ 24,763,258     $ 50,536,799     $     $ 24,763,258     $ 271,933,262          
GMO Flexible Equities Fund, Class VI
    22,278,407       15,396,941       1,718,047                   33,353,630          
GMO International Growth Equity Fund, Class IV
    461,803,642       8,475,600       91,817,735       2,914,653             357,704,675          
GMO International Intrinsic Value Fund, Class IV
    462,273,821       16,073,608       71,274,129       8,067,662             355,286,322          
                                                         
Totals
  $ 1,277,582,835     $ 64,709,407     $ 215,346,710     $ 10,982,315     $ 24,763,258     $ 1,018,277,889          
                                                         

         
        19


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
20
       


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the

         
        21


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
22
       


 

GMO International Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        23


 

 
GMO International Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.67 %   $ 1,000.00     $ 931.10     $ 3.25  
2) Hypothetical
    0.67 %   $ 1,000.00     $ 1,021.77     $ 3.40  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
24
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Growth Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    92.9 %
Short-Term Investments
    2.4  
Mutual Funds
    2.1  
Preferred Stocks
    1.1  
Futures Contracts
    (0.5 )
Rights/Warrants
    0.0 Ù
Forward Currency Contracts
    0.0 Ù
Other
    2.0  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
United Kingdom
    27.0 %
Japan
    19.5  
Germany
    12.7  
Switzerland
    9.7  
France
    7.1  
Sweden
    4.3  
Hong Kong
    3.9  
Canada
    3.7  
Singapore
    2.6  
Australia
    2.2  
Denmark
    1.8  
Netherlands
    1.7  
Spain
    1.1  
Finland
    0.8  
Belgium
    0.6  
Norway
    0.4  
Austria
    0.3  
Greece
    0.2  
Ireland
    0.2  
Israel
    0.1  
Italy
    0.1  
         
      100.0 %
         
 
Ù Rounds to 0.0%.
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    15.4 %
Capital Goods
    11.9  
Materials
    11.6  
Food, Beverage & Tobacco
    9.5  
Automobiles & Components
    5.2  
Energy
    4.7  
Technology Hardware & Equipment
    4.2  
Telecommunication Services
    3.9  
Retailing
    3.7  
Banks
    3.7  
Software & Services
    2.9  
Utilities
    2.6  
Food & Staples Retailing
    2.5  
Household & Personal Products
    2.4  
Diversified Financials
    2.1  
Media
    2.0  
Transportation
    1.9  
Commercial & Professional Services
    1.9  
Health Care Equipment & Services
    1.8  
Consumer Durables & Apparel
    1.7  
Insurance
    1.3  
Consumer Services
    1.2  
Real Estate
    1.1  
Semiconductors & Semiconductor Equipment
    0.8  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 92.9%        
                     
            Australia — 4.6%        
      1,234,629     BHP Billiton Ltd     52,528,184  
      717,040     BlueScope Steel Ltd     631,597  
      83,531     Cochlear Ltd     6,778,082  
      198,959     CSL Ltd     5,998,726  
      241,212     Iluka Resources Ltd     4,280,085  
      370,819     National Australia Bank Ltd     9,458,333  
      658,412     Qantas Airways Ltd *     1,109,679  
      28,900     Rio Tinto Ltd     2,260,161  
      78,943     Sims Metal Management Ltd     1,304,691  
      1,642,067     Telstra Corp Ltd     5,321,157  
      477,008     Wesfarmers Ltd     15,726,997  
      395,783     Westpac Banking Corp     8,765,107  
      271,020     Woodside Petroleum Ltd     10,243,580  
      995,147     Woolworths Ltd     26,849,467  
                     
            Total Australia     151,255,846  
                     
                     
            Austria — 0.3%        
      39,776     Andritz AG     3,682,156  
      363,023     Immofinanz AG *     1,295,235  
      946,419     Immofinanz AG (Entitlement Shares) *      
      43,841     Raiffeisen International Bank Holding     1,815,307  
      79,113     Voestalpine AG     3,044,313  
                     
            Total Austria     9,837,011  
                     
                     
            Belgium — 0.6%        
      51,174     Bekaert NV     2,907,858  
      122,585     Colruyt SA     6,414,448  
      69,806     Mobistar SA     4,520,211  
      66,035     Telenet Group Holding NV *     2,676,211  
      68,297     Umicore SA     3,296,772  
                     
            Total Belgium     19,815,500  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Canada — 3.5%        
      29,500     Agrium Inc     2,529,776  
      54,700     Barrick Gold Corp     2,784,433  
      304,300     Canadian National Railway Co     22,382,037  
      248,400     Enbridge Inc     8,243,643  
      78,300     IGM Financial Inc     3,543,609  
      140,600     Imperial Oil Ltd     5,765,849  
      84,500     Magna International Inc Class A     3,208,981  
      39,000     Metro Inc Class A     1,856,214  
      221,800     Potash Corp of Saskatchewan Inc     12,787,530  
      220,300     Research In Motion Ltd *     7,126,625  
      172,900     Rogers Communications Inc Class B     6,710,843  
      75,200     Saputo Inc     3,100,762  
      127,700     Shoppers Drug Mart Corp     5,185,979  
      156,300     Silver Wheaton Corp     6,194,223  
      268,900     Suncor Energy Inc     8,616,442  
      88,000     Teck Resources Ltd Class B     3,908,915  
      222,196     Valeant Pharmaceuticals International Inc     9,960,589  
                     
            Total Canada     113,906,450  
                     
                     
            Denmark — 1.8%        
      225,760     Danske Bank A/S *     3,333,372  
      460,228     Novo-Nordisk A/S Class B     49,024,468  
      42,518     Novozymes A/S Class B     6,208,865  
                     
            Total Denmark     58,566,705  
                     
                     
            Finland — 0.8%        
      100,375     Alma Media Corp     927,431  
      164,942     Kone Oyj Class B     9,749,556  
      90,602     Metso Oyj     3,432,378  
      68,893     Nokian Renkaat Oyj     2,554,798  
      55,668     Sampo Oyj Class A     1,598,443  
      209,304     UPM–Kymmene Oyj     2,737,982  
      187,892     Wartsila Oyj     5,222,716  
                     
            Total Finland     26,223,304  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            France — 6.7%        
      124,794     Air France–KLM *     1,223,370  
      37,598     Air Liquide SA     4,883,075  
      1,821,046     Alcatel-Lucent *     6,667,515  
      62,909     Arkema     4,864,798  
      226,419     BNP Paribas     11,646,188  
      77,048     Bureau Veritas SA     6,269,828  
      182,709     Carrefour SA     4,866,164  
      19,406     Christian Dior SA     2,810,370  
      260,807     Compagnie de Saint-Gobain     13,099,669  
      75,324     Compagnie Generale des Etablissements Michelin-Class B     5,512,382  
      184,179     Credit Agricole SA     1,800,655  
      133,721     Danone SA     9,127,025  
      55,638     Dassault Systemes SA     4,504,484  
      92,213     Essilor International SA     7,060,749  
      103,622     European Aeronautic Defense and Space Co NV     3,281,614  
      85,766     Eutelsat Communications     3,816,281  
      18,279     ICADE (REIT)     1,847,873  
      30,534     Iliad SA     3,657,999  
      98,477     L’Oreal SA     10,688,283  
      86,708     Legrand SA     3,434,172  
      47,766     LVMH Moet Hennessy Louis Vuitton SA     8,061,170  
      20,651     Neopost SA     1,485,728  
      120,944     Peugeot SA     3,696,575  
      210,112     Renault SA     8,537,960  
      87,798     Rhodia SA     3,971,542  
      94,497     Safran SA     3,655,572  
      390,650     Sanofi     28,489,309  
      100,716     Schneider Electric SA     13,413,223  
      219,715     SES SA     6,005,679  
      105,524     Societe Generale     3,533,557  
      224,805     STMicroelectronics NV     1,491,034  
      26,889     Technip SA     2,622,318  
      53,648     Total SA     2,619,925  
      83,453     Valeo SA     4,404,824  

         
    See accompanying notes to the financial statements.   5


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            France — continued        
      120,682     Vinci SA     6,297,023  
      41,121     Wendel     3,497,135  
      49,833     Zodiac Aerospace     4,006,221  
                     
            Total France     216,851,289  
                     
                     
            Germany — 8.2%        
      69,960     Adidas AG     4,870,840  
      66,547     Aixtron AG     1,495,624  
      18,557     Allianz SE (Registered)     1,908,960  
      55,119     Aurubis AG     3,231,230  
      748,934     BASF AG     53,259,087  
      233,222     Bayerische Motoren Werke AG     18,869,044  
      59,394     Beiersdorf AG     3,491,394  
      47,649     Bilfinger & Berger SE     3,996,935  
      48,998     Continental AG *     3,612,533  
      178,521     Daimler AG (Registered)     9,643,708  
      38,948     Deutsche Boerse AG *     2,257,814  
      314,270     Deutsche Lufthansa AG (Registered)     5,303,632  
      18,771     Fielmann AG     2,010,921  
      35,075     Fraport AG     2,453,841  
      40,104     Fresenius SE & Co KGaA     4,143,357  
      35,278     Fresenius Medical Care AG & Co     2,389,160  
      167,947     GEA Group AG     4,918,249  
      32,400     Hochtief AG     2,305,409  
      1,032,933     Infineon Technologies AG     8,771,215  
      107,460     K+S AG     7,541,517  
      67,192     Kabel Deutschland Holding AG *     3,751,663  
      150,339     Kloeckner & Co SE     2,493,300  
      103,865     Lanxess AG     6,461,729  
      57,630     Leoni AG     2,468,413  
      53,711     Linde AG     8,217,725  
      86,361     MAN SE     11,289,239  
      43,432     Merck KGaA     3,889,614  
      69,962     Metro AG     3,080,225  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Germany — continued        
      30,846     Rheinmetall AG     2,043,731  
      801,644     SAP AG     43,717,147  
      160,793     Siemens AG (Registered)     16,540,465  
      67,059     Software AG     2,938,464  
      51,791     Stada Arzneimittel AG     1,821,248  
      93,514     Suedzucker AG     3,269,933  
      114,361     ThyssenKrupp AG     3,840,008  
      40,490     Volkswagen AG     6,150,201  
                     
            Total Germany     268,447,575  
                     
                     
            Greece — 0.2%        
      257,869     Alpha Bank A.E. *     831,317  
      213,637     EFG Eurobank Ergasias *     488,727  
      381,931     National Bank of Greece SA *     1,687,372  
      248,210     OPAP SA     3,011,432  
                     
            Total Greece     6,018,848  
                     
                     
            Hong Kong — 3.8%        
      2,767,200     AIA Group Ltd     9,793,558  
      508,500     BOC Hong Kong Holdings Ltd     1,401,573  
      199,000     Cheung Kong Holdings Ltd     2,804,724  
      1,460,500     CLP Holdings Ltd     13,507,847  
      1,393,274     Esprit Holdings Ltd     3,922,589  
      1,253,000     Galaxy Entertainment Group Ltd *     3,138,182  
      452,000     Hang Seng Bank Ltd     6,689,133  
      4,988,374     Hong Kong & China Gas     11,738,099  
      89,200     Hong Kong Aircraft Engineering Co Ltd     1,199,278  
      598,900     Hong Kong Exchanges & Clearing Ltd     11,214,839  
      1,473,000     Hutchison Whampoa Ltd     14,146,799  
      84,400     Jardine Matheson Holdings Ltd     4,679,874  
      1,382,500     Power Assets Holdings Ltd     10,701,354  
      2,309,600     Sands China Ltd *     7,261,544  
      2,671,000     SJM Holdings Ltd     6,156,888  
      132,000     Sun Hung Kai Properties Ltd     1,864,310  

         
    See accompanying notes to the financial statements.   7


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Hong Kong — continued        
      469,000     Swire Pacific Ltd     6,270,500  
      1,408,000     Wynn Macau Ltd     4,528,903  
      2,540,000     Xinyi Glass Holdings Ltd     1,509,168  
                     
            Total Hong Kong     122,529,162  
                     
                     
            Ireland — 0.2%        
      411,227     CRH Plc     7,261,997  
                     
                     
            Israel — 0.1%        
      169,275     Israel Chemicals Ltd     2,438,190  
                     
                     
            Italy — 0.4%        
      66,940     Assicurazioni Generali SPA     1,208,938  
      1,275,971     Enel SPA     6,223,377  
      153,164     Mediobanca SPA     1,411,810  
      56,685     Saipem SPA     2,539,886  
                     
            Total Italy     11,384,011  
                     
                     
            Japan — 18.8%        
      41,300     ABC-Mart Inc     1,574,349  
      315,000     Asahi Glass Co Ltd     3,100,963  
      86,100     Astellas Pharma Inc     3,253,822  
      168,600     Bridgestone Corp     3,761,439  
      821,850     Canon Inc     38,781,841  
      192     Central Japan Railway Co     1,605,394  
      294,700     Chugai Pharmaceutical Co Ltd     5,169,065  
      248,000     Daihatsu Motor Co Ltd     4,137,410  
      160,700     Daiichi Sankyo Co Ltd     3,213,914  
      146,500     Daito Trust Construction Co Ltd     13,583,657  
      117,200     Dena Co Ltd     6,112,456  
      76,000     Denso Corp     2,429,690  
      579,000     DIC Corp     1,277,853  
      178,300     Eisai Co Ltd     7,609,919  
      133,800     Fanuc Ltd     22,271,467  
      55,500     Fast Retailing Co Ltd     10,599,203  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      521,000     Fuji Heavy Industries Ltd     3,268,494  
      45,600     Hirose Electric Co Ltd     4,287,820  
      120,500     Hisamitsu Pharmaceutical Co Inc     5,130,120  
      3,816,000     Hitachi Ltd     20,642,757  
      738,800     Honda Motor Co Ltd     24,073,800  
      427,900     Hoya Corp     9,446,476  
      23,400     Idemitsu Kosan Co Ltd     2,453,802  
      1,091,000     IHI Corporation     2,767,373  
      1,980     INPEX Corp     13,498,366  
      688,000     Isuzu Motors Ltd     3,097,123  
      149,000     Itochu Corp     1,608,241  
      87,700     Ito En Ltd     1,608,656  
      1,500     Japan Tobacco Inc     6,483,313  
      138,000     JGC Corp     3,936,797  
      900,400     JX Holdings Inc     5,732,529  
      41,200     K’s Holdings Corp     1,815,978  
      95,600     Kakaku.com Inc     3,545,476  
      614,800     Kao Corp     16,332,997  
      767,000     Kawasaki Kisen Kaisha Ltd     1,981,420  
      1,848     KDDI Corp     13,863,670  
      43,430     Keyence Corp     11,697,082  
      1,108,000     Kintetsu Corp     4,218,111  
      1,095,000     Kobe Steel Ltd     2,048,573  
      800,300     Komatsu Ltd     21,346,243  
      142,000     Kuraray Co Ltd     2,047,593  
      113,300     Lawson Inc     6,177,842  
      104,100     Makita Corp     4,330,578  
      1,050,000     Marubeni Corp     6,658,106  
      875,000     Mazda Motor Corp *     1,884,631  
      163,000     Mitsubishi Estate Co Ltd     2,691,282  
      848,000     Mitsubishi Heavy Industries Ltd     3,604,551  
      1,254,500     Mitsubishi Chemical Holdings Corp     8,831,580  
      65,800     Mitsubishi Corp     1,583,266  
      656,000     Mitsubishi Electric Corp     6,563,366  

         
    See accompanying notes to the financial statements.   9


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      484,800     Mitsui & Co Ltd     8,317,957  
      315,000     Mitsui OSK Lines Ltd     1,333,728  
      120,700     Murata Manufacturing Co Ltd     7,366,826  
      86,400     Nabtesco Corp     1,936,282  
      40,100     Nidec Corp     3,511,162  
      49,900     Nintendo Co Ltd     8,797,694  
      1,123,600     Nissan Motor Co Ltd     10,331,976  
      91,050     Nitori Holdings Co Ltd     9,334,351  
      124,000     Nitto Denko Corp     4,857,989  
      148,100     Nomura Research Institute Ltd     3,353,653  
      7,731     NTT Docomo Inc     14,093,263  
      557,000     Odakyu Electric Railway Co Ltd     4,974,861  
      73,400     Olympus Corp     2,145,022  
      54,600     Ono Pharmaceutical Co Ltd     3,153,920  
      51,400     Oriental Land Co Ltd     5,105,144  
      12,730     ORIX Corp     1,156,127  
      4,389     Rakuten Inc     4,958,525  
      775,700     Resona Holdings Inc     3,530,463  
      337,000     Ricoh Company Ltd     3,063,885  
      74,400     Sankyo Co Ltd     3,819,708  
      44,300     Santen Pharmaceutical Co Ltd     1,761,857  
      29,500     Sawai Pharmaceuticals Co Ltd     3,017,913  
      138,700     Secom Co Ltd     6,455,520  
      163,200     Sega Sammy Holdings Inc     3,792,314  
      706     Seven Bank Ltd     1,371,602  
      28,000     Shimamura Co Ltd     2,798,693  
      361,000     Shimizu Corp     1,620,264  
      109,100     Shin-Etsu Chemical Co Ltd     5,534,293  
      187,200     Shionogi & Co Ltd     3,023,479  
      284,000     Shiseido Co Ltd     5,438,769  
      36,300     SMC Corp     5,753,056  
      193,900     SoftBank Corp     6,446,185  
      203,400     Stanley Electric Co Ltd     2,929,337  
      345,200     Sumitomo Corp     4,524,437  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      138,400     Sysmex Corp     5,227,431  
      536,600     Takeda Pharmaceutical Co Ltd     25,989,477  
      641,000     Teijin Ltd     2,471,759  
      189,700     Terumo Corp     10,013,965  
      374,000     Tobu Railway Co Ltd     1,713,719  
      1,229,000     Toray Industries Inc     9,344,587  
      688,000     Toshiba Corp     3,002,351  
      92,400     Toyota Tsusho Corp     1,546,561  
      107,000     Toyo Suisan Kaisha Ltd     2,833,186  
      158,400     Trend Micro Inc     5,001,622  
      116,500     Tsumura & Co     3,610,631  
      142,000     Unicharm Corp     6,746,742  
      22,420     Yahoo Japan Corp     7,271,496  
      96,930     Yamada Denki Co Ltd     7,127,804  
      61,700     Yamato Kogyo Co Ltd     1,593,224  
                     
            Total Japan     610,845,264  
                     
                     
            Netherlands — 1.5%        
      226,440     Aegon NV *     1,019,628  
      80,900     ASML Holding NV     2,850,249  
      343,353     ING Groep NV *     2,979,400  
      942,313     Koninklijke KPN NV     13,326,340  
      340,084     Reed Elsevier NV     4,013,826  
      760,195     Unilever NV     25,766,153  
                     
            Total Netherlands     49,955,596  
                     
                     
            Norway — 0.4%        
      1,015,622     Golden Ocean Group Ltd     886,285  
      303,962     Norsk Hydro ASA     1,851,571  
      103,715     TGS Nopec Geophysical Co ASA     2,594,725  
      143,483     Yara International ASA     7,894,177  
                     
            Total Norway     13,226,758  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Singapore — 2.5%        
      2,313,000     Cosco Corp     2,150,241  
      1,559,000     Ezra Holdings Ltd     1,288,156  
      1,807,000     Genting Singapore Plc *     2,496,376  
      11,242,000     Golden Agri-Resources Ltd     6,157,653  
      1,392,000     Hyflux Ltd     1,999,889  
      1,373,900     Keppel Corp Ltd     10,611,183  
      2,275,000     Midas Holdings Ltd     888,563  
      1,093,000     SATS Ltd     2,060,281  
      895,000     Sembcorp Industries Ltd     3,205,073  
      1,069,000     SembCorp Marine Ltd     3,619,834  
      943,000     Singapore Exchange Ltd     5,490,722  
      2,509,000     Singapore Press Holdings Ltd     7,915,217  
      3,057,000     Singapore Technologies Engineering Ltd     7,463,309  
      5,694,500     Singapore Telecommunications     14,715,571  
      1,975,000     SMRT Corp Ltd     2,965,380  
      1,406,000     StarHub Ltd     3,359,955  
      880,000     Wilmar International Ltd     3,868,031  
      2,008,000     Yangzijiang Shipbuilding Holdings Ltd     1,934,269  
                     
            Total Singapore     82,189,703  
                     
                     
            Spain — 1.0%        
      16,096     Acciona SA     1,505,301  
      182,709     Distribuidora Internacional de Alimentacion SA *     787,384  
      65,885     Enagas     1,380,568  
      215,331     Inditex SA     18,300,079  
      114,810     Red Electrica de Espana     5,641,044  
      111,134     Repsol YPF SA     3,198,451  
      139,304     Telefonica SA     2,896,150  
                     
            Total Spain     33,708,977  
                     
                     
            Sweden — 4.0%        
      281,146     Alfa Laval AB     5,519,027  
      91,996     Alliance Oil Company Ltd SDR *     1,146,003  
      425,676     Atlas Copco AB     8,552,260  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Sweden — continued        
      519,218     Atlas Copco AB Class A     11,700,020  
      202,951     Boliden AB     2,786,923  
      140,723     Elekta AB Class B     5,269,395  
      779,363     Ericsson LM B Shares     8,746,534  
      842,850     Hennes & Mauritz AB Class B     26,257,429  
      226,831     Hexagon AB Class B     3,832,120  
      390,576     Investor AB B Shares     7,687,256  
      73,407     Kinnevik Investment AB     1,566,015  
      121,374     Lundin Petroleum AB *     1,839,177  
      50,685     Millicom International Cellular SA SDR     5,689,092  
      20,480     Modern Times Group AB Class B     1,056,415  
      37,627     Oriflame Cosmetics SA SDR     1,697,305  
      367,307     Sandvik AB     4,883,606  
      253,826     Scania AB Class B     4,603,095  
      678,979     Skandinaviska Enskilda Banken AB Class A     4,017,627  
      298,720     SKF AB Class B     7,035,844  
      635,590     Swedbank AB Class A     8,738,051  
      106,602     Swedish Match AB     3,866,180  
      392,301     Volvo AB Class B     4,873,458  
                     
            Total Sweden     131,362,832  
                     
                     
            Switzerland — 9.5%        
      131,896     Compagnie Financiere Richemont SA Class A     7,625,388  
      21,061     Geberit AG (Registered) *     4,412,036  
      25,499     Kuehne & Nagel International AG (Registered)     3,554,637  
      1,650,832     Nestle SA (Registered)     102,144,560  
      72,257     Nobel Biocare Holding AG *     916,169  
      935,740     Novartis AG (Registered)     54,599,545  
      717,785     Roche Holding AG (Non Voting)     125,514,809  
      4,260     SGS SA (Registered)     7,901,446  
      5,973     Swisscom AG (Registered)     2,677,925  
                     
            Total Switzerland     309,346,515  
                     

         
    See accompanying notes to the financial statements.   13


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            United Kingdom — 24.0%        
      400,314     Admiral Group Plc     8,865,709  
      417,212     Aggreko Plc     13,095,380  
      300,267     AMEC Plc     4,447,279  
      823,027     Ando Corp     2,675,080  
      327,584     Antofagasta Plc     7,117,987  
      1,001,102     ARM Holdings Plc     9,184,360  
      151,674     ASOS Plc *     4,855,141  
      336,160     AstraZeneca Plc     15,917,627  
      853,308     BAE Systems Plc     3,807,646  
      884,002     Balfour Beatty Plc     3,580,480  
      1,631,101     Barclays Plc     4,506,744  
      1,483,379     BG Group Plc     31,990,069  
      358,293     BHP Billiton Plc     12,194,778  
      691,670     BP Plc     4,514,548  
      1,690,380     British American Tobacco Plc     75,207,821  
      881,381     British Sky Broadcasting Group Plc     9,446,151  
      6,404,384     BT Group Plc     17,762,355  
      902,736     Burberry Group Plc     20,133,175  
      653,827     Capita Group Plc     7,517,991  
      1,174,242     Centrica Plc     5,689,576  
      243,230     Chemring Group Plc     2,206,108  
      1,477,786     Cobham Plc     4,588,503  
      332,023     Croda International Plc     9,710,583  
      1,935,967     Diageo Plc     38,899,739  
      126,372     Eurasian Natural Resources Corp     1,391,185  
      897,556     Experian Plc     10,230,122  
      246,159     Fresnillo Plc     8,390,546  
      1,229,254     GKN Plc     4,023,951  
      4,464,800     GlaxoSmithKline Plc     95,052,807  
      1,117,071     HSBC Holdings Plc     9,729,710  
      602,106     ICAP Plc     4,646,954  
      336,543     IMI Plc     4,866,596  
      513,363     Inchcape Plc     2,686,035  
      264,846     Inmarsat Plc     2,020,026  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      163,714     InterContinental Hotels Group Plc     2,759,309  
      430,040     International Power Plc     2,369,700  
      205,634     Intertek Group Plc     6,730,503  
      183,276     Investec Plc     1,283,597  
      2,830,044     ITV Plc *     2,811,401  
      304,759     John Wood Group Plc     2,933,472  
      82,336     Johnson Matthey Plc     2,275,091  
      616,471     Kingfisher Plc     2,363,562  
      320,007     Land Securities Group Plc (REIT)     3,822,771  
      2,058,267     Legal & General Group Plc     3,503,680  
      721,266     LG Group Holdings Plc     5,240,203  
      19,778,916     Lloyds Banking Group Plc *     10,788,697  
      131,775     London Stock Exchange Group Plc     1,964,551  
      1,030,058     Man Group Plc     3,730,696  
      1,364,099     Marks & Spencer Group Plc     7,130,991  
      307,887     Micro Focus International Plc     1,550,778  
      485,366     National Grid Plc     4,889,892  
      213,711     Next Plc     8,183,635  
      279,761     Pearson Plc     5,056,608  
      199,823     Pennon Group Plc     2,094,361  
      331,337     Petrofac Ltd     7,342,342  
      821,606     Prudential Plc     8,276,333  
      525,679     Reckitt Benckiser Group Plc     27,884,681  
      1,028,647     Reed Elsevier Plc     8,393,445  
      549,217     Resolution Ltd     2,375,001  
      241,297     Rightmove Plc     5,084,804  
      623,726     Rio Tinto Plc     38,021,390  
      3,653,248     Royal Bank of Scotland Group Plc *     1,436,050  
      79,434     Royal Dutch Shell Plc A Shares (London)     2,657,176  
      562,800     Royal Dutch Shell Plc B Shares (London)     18,939,617  
      658,507     Sage Group Plc (The)     2,686,308  
      159,492     Schroders Plc     3,838,955  
      374,847     Scottish & Southern Energy Plc     7,894,508  
      205,936     Severn Trent Plc     4,901,312  

         
    See accompanying notes to the financial statements.   15


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      461,441     Shire Plc     14,865,474  
      986,291     Smith & Nephew Plc     10,027,928  
      310,046     Smiths Group Plc     4,998,876  
      121,395     Spectris Plc     2,830,449  
      771,391     Standard Chartered Plc     17,524,159  
      333,178     Tate & Lyle Plc     3,134,247  
      978,997     Tesco Plc     6,017,491  
      464,612     Thomas Cook Group Plc     322,880  
      280,882     TUI Travel Plc     696,807  
      346,578     Tullett Prebon Plc     2,099,487  
      196,456     Unilever Plc     6,592,187  
      21     Vodafone Group Plc     55  
      289,784     Weir Group Plc (The)     9,033,603  
      414,605     William Hill Plc     1,515,854  
      228,713     Wolseley Plc     5,928,269  
      739,377     Xstrata Plc     12,841,053  
                     
            Total United Kingdom     780,597,001  
                     
                     
            TOTAL COMMON STOCKS (COST $2,938,472,009)     3,025,768,534  
                     
                     
            PREFERRED STOCKS — 1.1%        
                     
            Germany — 1.1%        
      20,085     Hugo Boss AG 2.94%     1,983,013  
      141,111     Porsche Automobil Holding SE 1.10%     9,499,240  
      168,386     ProSiebenSat.1 Media AG 8.27%     3,361,255  
      122,500     Volkswagen AG 1.97%     20,365,588  
                     
            Total Germany     35,209,096  
                     
                     
            TOTAL PREFERRED STOCKS (COST $28,985,926)     35,209,096  
                     

         
16
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 Shares /
           
Par Value     Description   Value ($)  
                     
            RIGHTS/WARRANTS — 0.0%        
                     
            Canada — 0.0%        
      19,162     Kinross Gold Corp, Warrants, Strike 21.30, Expires 09/17/14 *     58,701  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $67,723)     58,701  
                     
                     
            MUTUAL FUNDS — 2.1%        
                     
            United States — 2.1%        
            Affiliated Issuers        
      2,699,285     GMO U.S. Treasury Fund     67,509,120  
                     
                     
            TOTAL MUTUAL FUNDS (COST $67,509,120)     67,509,120  
                     
                     
            SHORT-TERM INVESTMENTS — 2.4%        
                     
            Time Deposits — 2.4%        
USD
    25,000,000     BNP Paribas (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     25,000,000  
AUD
    9,861     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     10,541  
CAD
    9,932     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     10,142  
CHF
    7,402     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     9,186  
DKK
    52,393     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     10,103  
HKD
    78,064     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     10,026  
JPY
    79,460,360     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     1,037,748  
NOK
    55,287     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.05%, due 09/01/11     10,307  
NZD
    1,474     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     1,256  
SEK
    65,340     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,303  
USD
    3,994     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     3,994  
EUR
    95,115     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     136,632  
SGD
    1,512,298     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     1,255,749  
USD
    25,000,000     Commerzbank (Frankfurt) Time Deposit, 0.11%, due 09/01/11     25,000,000  
GBP
    152,695     JPMorgan Chase (New York) Time Deposit, 0.11%, due 09/01/11     247,870  

         
    See accompanying notes to the financial statements.   17


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Time Deposits — continued        
USD
    1,100,000     Royal Bank of Canada (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     1,100,000  
USD
    25,000,000     Societe Generale (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     25,000,000  
                     
            Total Time Deposits     78,853,857  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $78,853,857)     78,853,857  
                     
                     
            TOTAL INVESTMENTS — 98.5%
(Cost $3,113,888,635)
    3,207,399,308  
            Other Assets and Liabilities (net) — 1.5%     48,387,502  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 3,255,786,810  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
10/21/11
    Deutsche Bank AG     CAD     3,010,000     $ 3,070,041     $ 36,378  
10/21/11
    Deutsche Bank AG     CHF     3,000,000       3,728,338       (228,662 )
10/21/11
    Brown Brothers Harriman & Co.      EUR     1,771,873       2,543,748       (7,466 )
10/21/11
    Deutsche Bank AG     EUR     3,666,048       5,263,076       59,194  
10/21/11
    JPMorgan Chase Bank, N.A.     EUR     3,666,048       5,263,076       78,437  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     9,092,000       13,052,716       78,305  
10/21/11
    Royal Bank of Scotland PLC     EUR     1,585,887       2,276,741       415  
10/21/11
    Bank of America, N.A.     GBP     6,941,915       11,262,523       (80,573 )
10/21/11
    Bank of New York Mellon     GBP     4,714,159       7,648,224       (67,157 )
10/21/11
    Barclays Bank PLC     GBP     14,524,664       23,564,731       (224,925 )
10/21/11
    Brown Brothers Harriman & Co.      GBP     11,311,128       18,351,109       (171,429 )
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     9,222,831       14,963,068       (136,551 )
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     16,680,795       27,062,826       (82,610 )
10/21/11
    Royal Bank of Scotland PLC     GBP     2,664,092       4,322,208       (35,576 )
10/21/11
    State Street Bank and Trust and Company     GBP     7,378,829       11,971,370       (105,043 )
10/21/11
    Barclays Bank PLC     HKD     114,596,892       14,725,920       11,185  
10/21/11
    Brown Brothers Harriman & Co.      HKD     136,659,856       17,561,054       12,098  
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     86,921,174       11,169,538       7,020  
10/21/11
    Morgan Stanley Capital Services Inc.      HKD     114,596,892       14,725,920       10,064  

         
18
  See accompanying notes to the financial statements.    


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
10/21/11
    State Street Bank and Trust Company     HKD     189,719,783     $ 24,379,356     $ 8,972  
10/21/11
    Bank of New York Mellon     JPY     1,048,626,376       13,700,724       25,367  
10/21/11
    Barclays Bank PLC     JPY     423,543,931       5,533,771       22,034  
10/21/11
    Deutsche Bank AG     JPY     1,590,642,662       20,782,384       77,631  
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     1,802,260,001       23,547,250       43,527  
10/21/11
    Morgan Stanley Capital Services Inc.      JPY     607,020,455       7,930,966       14,313  
10/21/11
    Bank of America, N.A.     SGD     14,891,566       12,368,349       (2,116 )
10/21/11
    Bank of New York Mellon     SGD     14,413,175       11,971,016       (11,256 )
10/21/11
    Barclays Bank PLC     SGD     28,088,454       23,329,164       (46,713 )
10/21/11
    Brown Brothers Harriman & Co.      SGD     10,032,082       8,332,253       24,403  
10/21/11
    Morgan Stanley Capital Services Inc.      SGD     20,027,257       16,633,852       34,636  
10/21/11
    Royal Bank of Scotland PLC     SGD     29,488,418       24,491,919       (9,381 )
10/21/11
    State Street Bank and Trust Company     SGD     14,413,175       11,971,016       (9,015 )
                                 
                        $ 417,498,247     $ (674,494 )
                                 
Sales #
                                   
10/21/11
    Bank of New York Mellon     CAD     31,287,488     $ 31,911,583     $ (229,013 )
10/21/11
    Deutsche Bank AG     CAD     38,057,437       38,816,573       (173,500 )
10/21/11
    Royal Bank of Scotland PLC     CAD     21,864,996       22,301,139       (160,066 )
10/21/11
    State Street Bank and Trust Company     CAD     13,842,719       14,118,841       (99,265 )
10/21/11
    Bank of America, N.A.     CHF     10,784,955       13,403,321       454,227  
10/21/11
    Bank of New York Mellon     CHF     13,664,951       16,982,520       563,304  
10/21/11
    Barclays Bank PLC     CHF     8,039,076       9,990,798       242,762  
10/21/11
    Brown Brothers Harriman & Co.      CHF     5,838,914       7,256,482       154,247  
10/21/11
    Deutsche Bank AG     CHF     10,892,767       13,537,307       311,484  
10/21/11
    JPMorgan Chase Bank, N.A.     CHF     5,885,390       7,314,242       254,759  
10/21/11
    Royal Bank of Scotland PLC     CHF     3,444,919       4,281,275       154,870  
10/21/11
    State Street Bank and Trust Company     CHF     12,733,524       15,824,962       520,186  
10/21/11
    Barclays Bank PLC     NOK     35,853,139       6,664,844       (98,335 )
10/21/11
    Royal Bank of Scotland PLC     NOK     20,292,609       3,772,252       (76,259 )
10/21/11
    Bank of New York Mellon     SEK     48,727,046       7,662,756       (121,240 )
10/21/11
    Barclays Bank PLC     SEK     46,389,309       7,295,127       (85,661 )
10/21/11
    Brown Brothers Harriman & Co.      SEK     165,313,119       25,996,941       (257,658 )
10/21/11
    JPMorgan Chase Bank, N.A.     SEK     185,461,964       29,165,524       (452,241 )
10/21/11
    State Street Bank and Trust Company     SEK     66,282,770       10,423,548       (164,050 )
                                 
                        $ 286,720,035     $ 738,551  
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.

         
    See accompanying notes to the financial statements.   19


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
28
    Amesterdam Exchanges     September 2011   $ 2,357,176     $ 30,735  
214
    CAC 40     September 2011     9,979,604       77,049  
493
    DAX     September 2011     102,314,491       (21,260,618 )
899
    FTSE 100     September 2011     78,459,764       (1,897,792 )
17
    Hang Seng     September 2011     2,237,814       93,886  
9
    IBEX 35     September 2011     1,127,846       15,349  
30
    MSCI Singapore     September 2011     1,639,516       72,630  
302
    OMXS 30     September 2011     4,547,327       18,399  
15
    S&P Toronto 60     September 2011     2,228,326       87,548  
107
    TOPIX     September 2011     10,854,638       (31,218 )
                         
                $ 215,746,502     $ (22,794,032 )
                         
Sales
                           
76
    FTSE/MIB     September 2011   $ 8,474,570     $ 2,469,340  
703
    SPI 200     September 2011     80,910,184       4,135,219  
                         
                $ 89,384,754     $ 6,604,559  
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
SDR - Swedish Depository Receipt
* Non-income producing security.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
20
  See accompanying notes to the financial statements.    


 

GMO International Growth Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $3,046,379,515) (Note 2)
  $ 3,139,890,188  
Investments in affiliated issuers, at value (cost $67,509,120) (Notes 2 and 10)
    67,509,120  
Foreign currency, at value (cost $64,440) (Note 2)
    63,232  
Receivable for investments sold
    300,649  
Receivable for Fund shares sold
    10,578,575  
Dividends and interest receivable
    8,143,720  
Foreign taxes receivable
    3,442,782  
Unrealized appreciation on open forward currency contracts (Note 4)
    3,199,818  
Due from broker on open futures contracts
    25,509,341  
Receivable for variation margin on open futures contracts (Note 4)
    4,609,691  
Receivable for expenses reimbursed by Manager (Note 5)
    139,624  
Miscellaneous receivable
    1,511  
         
Total assets
    3,263,388,251  
         
         
Liabilities:
       
Payable for investments purchased
    315,074  
Payable for Fund shares repurchased
    1,769,596  
Payable to affiliate for (Note 5):
       
Management fee
    1,342,433  
Shareholder service fee
    270,544  
Trustees and Trust Officers or agents unaffiliated with the Manager
    9,744  
Payable for foreign currency purchased
    4,885  
Unrealized depreciation on open forward currency contracts (Note 4)
    3,135,761  
Accrued expenses
    753,404  
         
Total liabilities
    7,601,441  
         
Net assets
  $ 3,255,786,810  
         

         
    See accompanying notes to the financial statements.   21


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 3,599,823,055  
Accumulated undistributed net investment income
    55,366,746  
Accumulated net realized loss
    (477,208,811 )
Net unrealized appreciation
    77,805,820  
         
    $ 3,255,786,810  
         
Net assets attributable to:
       
Class III shares
  $ 579,257,270  
         
Class IV shares
  $ 2,676,529,540  
         
Shares outstanding:
       
Class III
    25,787,155  
         
Class IV
    119,077,328  
         
Net asset value per share:
       
Class III
  $ 22.46  
         
Class IV
  $ 22.48  
         

         
22
  See accompanying notes to the financial statements.    


 

GMO International Growth Equity Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $6,359,540)
  $ 65,272,785  
Interest
    33,952  
Dividends from affiliated issuers (Note 10)
    17,510  
         
Total investment income
    65,324,247  
         
Expenses:
       
Management fee (Note 5)
    8,788,600  
Shareholder service fee – Class III (Note 5)
    493,377  
Shareholder service fee – Class IV (Note 5)
    1,285,922  
Custodian and fund accounting agent fees
    688,988  
Legal fees
    61,824  
Audit and tax fees
    41,860  
Trustees fees and related expenses (Note 5)
    32,048  
Transfer agent fees
    21,344  
Registration fees
    368  
Miscellaneous
    27,214  
         
Total expenses
    11,441,545  
Fees and expenses reimbursed by Manager (Note 5)
    (829,472 )
Expense reductions (Note 2)
    (20 )
         
Net expenses
    10,612,053  
         
Net investment income (loss)
    54,712,194  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    165,022,946  
Realized gains distributions from affiliated issuers (Note 10)
    2,934  
Futures contracts
    15,385,935  
Foreign currency, forward contracts and foreign currency related transactions
    (7,964,298 )
         
Net realized gain (loss)
    172,447,517  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (382,919,308 )
Futures contracts
    (18,565,515 )
Foreign currency, forward contracts and foreign currency related transactions
    4,565,613  
         
Net unrealized gain (loss)
    (396,919,210 )
         
Net realized and unrealized gain (loss)
    (224,471,693 )
         
Net increase (decrease) in net assets resulting from operations
  $ (169,759,499 )
         

         
    See accompanying notes to the financial statements.   23


 

GMO International Growth Equity Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 54,712,194     $ 57,147,995  
Net realized gain (loss)
    172,447,517       166,127,735  
Change in net unrealized appreciation (depreciation)
    (396,919,210 )     451,828,666  
                 
                 
Net increase (decrease) in net assets from operations
    (169,759,499 )     675,104,396  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (4,158,365 )     (6,873,838 )
Class IV
    (19,312,346 )     (28,588,429 )
                 
Total distributions from net investment income
    (23,470,711 )     (35,462,267 )
                 
Net share transactions (Note 9):
               
Class III
    (100,230,246 )     (13,932,829 )
Class IV
    6,039,571       97,906,301  
                 
Increase (decrease) in net assets resulting from net share transactions
    (94,190,675 )     83,973,472  
                 
                 
Total increase (decrease) in net assets
    (287,420,885 )     723,615,601  
                 
Net assets:
               
Beginning of period
    3,543,207,695       2,819,592,094  
                 
End of period (including accumulated undistributed net investment income of $55,366,746 and $24,125,263, respectively)
  $ 3,255,786,810     $ 3,543,207,695  
                 

         
24
  See accompanying notes to the financial statements.    


 

GMO International Growth Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 23.86     $ 19.68     $ 14.46     $ 27.68     $ 31.37     $ 29.90  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.38       0.37       0.37       0.54       0.69       0.77  
Net realized and unrealized gain (loss)
    (1.62 )     4.03       5.52       (11.93 )     1.28       4.80  
                                                 
                                                 
Total from investment operations
    (1.24 )     4.40       5.89       (11.39 )     1.97       5.57  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.16 )     (0.22 )     (0.67 )     (0.88 )     (0.40 )     (0.49 )
From net realized gains
                      (0.95 )     (5.26 )     (3.61 )
                                                 
                                                 
Total distributions
    (0.16 )     (0.22 )     (0.67 )     (1.83 )     (5.66 )     (4.10 )
                                                 
                                                 
Net asset value, end of period
  $ 22.46     $ 23.86     $ 19.68     $ 14.46     $ 27.68     $ 31.37  
                                                 
                                                 
Total Return(a)
    (5.24 )%**     22.48 %     41.10 %     (43.54 )%     5.04 %     19.21 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 579,257     $ 713,815     $ 599,455     $ 564,067     $ 1,018,040     $ 950,332  
Net expenses to average daily net assets
    0.65 %(b)(d)*     0.65 %(b)(d)     0.65 %(b)     0.66 %(c)     0.67 %(c)     0.67 %
Net investment income (loss) to average daily net assets
    3.13 %*     1.74 %     2.00 %     2.43 %     2.13 %     2.46 %
Portfolio turnover rate
    23 %**     59 %     65 %     63 %     92 %     74 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.06 %     0.06 %     0.05 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   25


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 23.88     $ 19.69     $ 14.46     $ 27.70     $ 31.38     $ 29.92  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.37       0.38       0.35       0.55       0.73       0.20  
Net realized and unrealized gain (loss)
    (1.61 )     4.05       5.56       (11.95 )     1.26       4.48  
                                                 
                                                 
Total from investment operations
    (1.24 )     4.43       5.91       (11.40 )     1.99       4.68  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.16 )     (0.24 )     (0.68 )     (0.89 )     (0.41 )     (0.50 )
From net realized gains
                      (0.95 )     (5.26 )     (2.72 )
                                                 
                                                 
Total distributions
    (0.16 )     (0.24 )     (0.68 )     (1.84 )     (5.67 )     (3.22 )
                                                 
                                                 
Net asset value, end of period
  $ 22.48     $ 23.88     $ 19.69     $ 14.46     $ 27.70     $ 31.38  
                                                 
                                                 
Total Return(b)
    (5.22 )%**     22.59 %     41.26 %     (43.53 )%     5.11 %     15.79 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 2,676,530     $ 2,829,393     $ 2,220,138     $ 1,420,407     $ 2,516,653     $ 2,864,791  
Net expenses to average daily net assets
    0.59 %(c)(e)*     0.59 %(c)(e)     0.59 %(c)     0.60 %(d)     0.61 %(d)     0.61 %*
Net investment income (loss) to average daily net assets
    3.11 %*     1.79 %     1.89 %     2.47 %     2.24 %     1.01 %*
Portfolio turnover rate
    23 %**     59 %     65 %     63 %     92 %     74 %††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.06 %     0.06 %     0.05 %     0.05 %*
 
(a) Period from July 12, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.

         
26
  See accompanying notes to the financial statements.    


 

GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Growth Equity Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the MSCI EAFE Growth Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of companies tied economically to countries other than the U.S. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in equity investments. The terms “equities” and “equity investments” refer to direct and indirect investments in common stocks and

         
        27


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Manager may make investments tied economically to emerging countries.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
28
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      90.1 %
           
Futures Contracts
      (0.5 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
        29


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 151,255,846     $      —     $ 151,255,846  
Austria
          9,837,011             9,837,011  
Belgium
          19,815,500             19,815,500  
Canada
    113,906,450                   113,906,450  
Denmark
          58,566,705             58,566,705  
Finland
          26,223,304             26,223,304  
France
          216,851,289             216,851,289  
Germany
    13,547,053       254,900,522             268,447,575  
Greece
          6,018,848             6,018,848  
Hong Kong
          122,529,162             122,529,162  
Ireland
          7,261,997             7,261,997  
Israel
          2,438,190             2,438,190  
Italy
          11,384,011             11,384,011  
Japan
          610,845,264             610,845,264  
Netherlands
          49,955,596             49,955,596  
Norway
          13,226,758             13,226,758  
Singapore
          82,189,703             82,189,703  
Spain
    787,384       32,921,593             33,708,977  
Sweden
          131,362,832             131,362,832  
Switzerland
          309,346,515             309,346,515  
United Kingdom
          780,597,001             780,597,001  
                                 
TOTAL COMMON STOCKS
    128,240,887       2,897,527,647             3,025,768,534  
                                 
Preferred Stocks
                               
Germany
          35,209,096             35,209,096  
                                 
TOTAL PREFERRED STOCKS
          35,209,096             35,209,096  
                                 
Rights/Warrants
                               
Canada
          58,701             58,701  
                                 
TOTAL RIGHTS/WARRANTS
          58,701             58,701  
                                 

         
30
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
                               
United States
  $ 67,509,120     $     $     $ 67,509,120  
                                 
TOTAL MUTUAL FUNDS
    67,509,120                   67,509,120  
                                 
Short-Term Investments
    78,853,857                   78,853,857  
                                 
Total Investments
    274,603,864       2,932,795,444             3,207,399,308  
                                 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
          3,199,818             3,199,818  
Futures Contracts
                               
Equity risk
    87,548       6,912,607             7,000,155  
                                 
Total Derivatives
    87,548       10,112,425             10,199,973  
                                 
Total
  $ 274,691,412     $ 2,942,907,869     $     $ 3,217,599,281  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
  $      —     $ (3,135,761 )   $      —     $ (3,135,761 )
Futures Contracts
                               
Equity risk
          (23,189,628 )           (23,189,628 )
                                 
Total Derivatives
          (26,325,389 )           (26,325,389 )
                                 
Total
  $     $ (26,325,389 )   $     $ (26,325,389 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative

         
        31


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.

         
32
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (50,291,148 )
February 28, 2018
    (590,232,407 )
         
Total
  $ (640,523,555 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 3,122,075,847     $ 325,511,607     $ (240,188,146 )   $ 85,323,461      

         
        33


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.

         
34
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. The Fund may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers.

         
        35


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of

         
36
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal

         
        37


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a

         
38
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets

         
        39


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a

         
40
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.

         
        41


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated

         
42
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants as a result of corporate actions. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $     $      —     $ 58,701     $      —     $ 58,701  
Unrealized appreciation on futures contracts *
                      7,000,155             7,000,155  
Unrealized appreciation on forward currency contracts
          3,199,818                         3,199,818  
                                                 
Total
  $     $ 3,199,818     $     $ 7,058,856     $     $ 10,258,674  
                                                 
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $     $     $     $ (23,189,628 )   $     $ (23,189,628 )
Unrealized depreciation on forward currency contracts
          (3,135,761 )                       (3,135,761 )
                                                 
Total
  $     $ (3,135,761 )   $     $ (23,189,628 )   $     $ (26,325,389 )
                                                 

         
        43


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the period ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $     $      —     $ 33,006     $      —     $ 33,006  
Futures contracts
                      15,385,935             15,385,935  
Forward currency contracts
          (8,648,339 )                       (8,648,339 )
                                                 
Total
  $     $ (8,648,339 )   $     $ 15,418,941     $     $ 6,770,602  
                                                 
                                                 
Change in Unrealized
Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ 4,068     $     $ 4,068  
Futures contracts
                      (18,565,515 )           (18,565,515 )
Forward currency contracts
          4,282,397                           4,282,397  
                                                 
Total
  $     $ 4,282,397     $     $ (18,561,447 )   $     $ (14,279,050 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period-end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts, rights and/or warrants), outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                         
    Forward
      Rights
    currency
  Futures
  and/or
    contracts   contracts   Warrants
 
Average amount outstanding
  $ 715,507,859     $ 291,875,958     $ 174,162  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at an annual rate of 0.50% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.09% for Class IV shares.

         
44
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.50% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $32,048 and $11,942, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $814,681,598 and $964,898,717, respectively.

         
        45


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 37.52% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. Three of the shareholders are other funds of the Trust. On that date, no other shareholders owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, less than 0.01% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 96.89% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    582,618     $ 13,235,339       3,308,278     $ 68,564,402  
Shares issued to shareholders in reinvestment of distributions
    144,751       3,472,579       254,526       5,561,605  
Shares repurchased
    (4,851,735 )     (116,938,164 )     (4,112,235 )     (88,058,836 )
                                 
Net increase (decrease)
    (4,124,366 )   $ (100,230,246 )     (549,431 )   $ (13,932,829 )
                                 

         
46
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    22,715,185     $ 529,782,297       35,082,074     $ 722,622,353  
Shares issued to shareholders in reinvestment of distributions
    804,673       19,312,146       1,299,639       28,446,372  
Shares repurchased
    (22,948,854 )     (543,054,872 )     (30,641,075 )     (653,162,424 )
                                 
Net increase (decrease)
    571,004     $ 6,039,571       5,740,638     $ 97,906,301  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 52,104,025     $ 80,281,000     $ 64,881,000     $ 17,510     $ 2,934     $ 67,509,120  
                                                 
Totals
  $ 52,104,025     $ 80,281,000     $ 64,881,000     $ 17,510     $ 2,934     $ 67,509,120  
                                                 

         
        47


 

GMO International Growth Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
48
       


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        49


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
50
       


 

GMO International Growth Equity Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        51


 

 
GMO International Growth Equity Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.65 %   $ 1,000.00     $ 947.60     $ 3.18  
2) Hypothetical
    0.65 %   $ 1,000.00     $ 1,021.87     $ 3.30  
                                 
Class IV
                               
                                 
1) Actual
    0.59 %   $ 1,000.00     $ 947.80     $ 2.89  
2) Hypothetical
    0.59 %   $ 1,000.00     $ 1,022.17     $ 3.00  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
52
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    94.0 %
Mutual Funds
    1.3  
Short-Term Investments
    2.1  
Preferred Stocks
    0.8  
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (1.2 )
Other
    3.0  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
Japan
    25.3 %
United Kingdom
    20.0  
France
    12.9  
Italy
    10.1  
Germany
    7.9  
Spain
    5.1  
Switzerland
    3.4  
Singapore
    2.6  
Canada
    2.4  
Australia
    2.0  
Hong Kong
    1.4  
Sweden
    1.1  
Austria
    0.9  
Ireland
    0.8  
Netherlands
    0.7  
Belgium
    0.6  
Finland
    0.6  
Greece
    0.6  
New Zealand
    0.5  
Denmark
    0.4  
Israel
    0.4  
Norway
    0.2  
Portugal
    0.1  
Malta
    0.0 Ù
         
      100.0 %
         
 
Ù Rounds to 0.0%
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    16.8 %
Energy
    15.9  
Telecommunication Services
    10.1  
Capital Goods
    8.0  
Banks
    7.6  
Materials
    7.4  
Utilities
    7.0  
Automobiles & Components
    3.4  
Retailing
    3.2  
Real Estate
    3.1  
Insurance
    2.4  
Food, Beverage & Tobacco
    2.3  
Diversified Financials
    2.1  
Technology Hardware & Equipment
    2.0  
Consumer Durables & Apparel
    1.5  
Food & Staples Retailing
    1.5  
Transportation
    1.4  
Software & Services
    1.2  
Consumer Services
    0.9  
Household & Personal Products
    0.7  
Media
    0.6  
Health Care Equipment & Services
    0.4  
Semiconductors & Semiconductor Equipment
    0.3  
Commercial & Professional Services
    0.2  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 94.0%        
                     
            Australia — 4.6%        
      598,239     BHP Billiton Ltd     25,452,511  
      2,907,948     BlueScope Steel Ltd     2,561,435  
      1,910,199     Charter Hall Office (REIT)     6,859,912  
      330,517     Commonwealth Bank of Australia     17,108,908  
      4,814,098     Dexus Property Group (REIT)     4,431,004  
      7,260,431     Goodman Group (REIT)     5,070,006  
      3,060,505     GPT Group (REIT)     10,235,710  
      8,221,532     Investa Office Fund (REIT)     5,425,356  
      879,555     Macquarie Atlas Roads Group *     1,515,208  
      6,112,780     Mirvac Group (REIT)     7,906,169  
      518,682     National Australia Bank Ltd     13,229,816  
      3,210,115     Pacific Brands Ltd     2,238,027  
      1,765,578     QBE Insurance Group Ltd     26,730,885  
      4,674,139     Stockland (REIT)     14,997,366  
      1,286,266     TABCORP Holdings Ltd     3,888,539  
      11,861,435     Telstra Corp Ltd     38,437,263  
      620,316     Wesfarmers Ltd     20,451,874  
      315,289     Westfield Group (REIT)     2,752,501  
      1,433,772     Westpac Banking Corp     31,752,665  
      96,379     Woodside Petroleum Ltd     3,642,779  
                     
            Total Australia     244,687,934  
                     
                     
            Austria — 0.8%        
      46,090     Andritz AG     4,266,657  
      869,353     Immofinanz AG *     3,101,778  
      1,167,625     Immofinanz AG (Entitlement Shares) *      
      572,631     OMV AG     22,565,776  
      188,844     Raiffeisen International Bank Holding     7,819,388  
      193,866     Voestalpine AG     7,460,075  
                     
            Total Austria     45,213,674  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Belgium — 0.5%        
      1,554,436     Ageas     3,124,170  
      287,344     Belgacom SA     9,405,883  
      55,449     Colruyt SA     2,901,454  
      2,419,867     Dexia SA *     5,663,395  
      103,283     KBC Groep NV     2,909,064  
      56,912     Mobistar SA     3,685,274  
      14,918     Solvay SA     1,827,350  
                     
            Total Belgium     29,516,590  
                     
                     
            Canada — 4.6%        
      43,100     Agrium Inc     3,696,046  
      59,300     Alimentation Couche Tard Inc     1,736,068  
      132,100     Bank of Montreal     8,282,385  
      416,700     BCE Inc     16,756,506  
      421,500     Bombardier Inc Class B     2,053,053  
      468,700     Canadian Natural Resources Ltd     17,708,465  
      126,300     Canadian oil Sands Ltd     3,019,180  
      62,300     Canadian Tire Corp Ltd     3,511,015  
      76,400     Canadian Western Bank     2,358,391  
      235,800     Canadian National Railway Co     17,343,688  
      116,400     Canadian Pacific Railway Ltd     6,684,710  
      78,600     Cenovus Energy Inc     2,841,254  
      1,247,400     EnCana Corp     31,678,585  
      262,000     First Quantum Minerals Ltd     6,444,991  
      412,100     Husky Energy Inc     10,259,367  
      162,700     IGM Financial Inc     7,363,284  
      44,900     Magna International Inc Class A     1,705,127  
      714,400     Manulife Financial Corp     9,768,014  
      202,300     Methanex Corp     5,249,099  
      122,900     Metro Inc Class A     5,849,453  
      78,900     National Bank of Canada     5,843,579  
      797,321     Precision Drilling Corp *     11,121,622  
      452,900     Research In Motion Ltd *     14,651,151  
      269,800     RONA Inc     2,735,744  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Canada — continued        
      174,400     Shoppers Drug Mart Corp     7,082,496  
      292,700     Suncor Energy Inc     9,379,073  
      902,400     Sun Life Financial Inc     24,455,934  
      113,700     Teck Resources Ltd Class B     5,050,495  
      97,045     Valeant Pharmaceuticals International Inc     4,350,327  
      958,400     Yellow Media Inc     792,713  
                     
            Total Canada     249,771,815  
                     
                     
            Denmark — 0.4%        
      97,718     Danske Bank A/S *     1,442,818  
      10,789     Greentech Energy Systems A/S *     39,244  
      206,268     Novo-Nordisk A/S Class B     21,972,107  
                     
            Total Denmark     23,454,169  
                     
                     
            Finland — 0.6%        
      1     Metso Oyj     38  
      150,333     Neste Oil Oyj     1,667,066  
      3,266,746     Nokia Oyj     21,012,589  
      186,674     Sampo Oyj Class A     5,360,131  
      37,913     Stockmann Oyj ABP A Shares     941,376  
      82,652     Tieto Oyj     1,249,340  
      1     Wartsila Oyj     28  
                     
            Total Finland     30,230,568  
                     
                     
            France — 12.1%        
      1,782,676     Alcatel-Lucent *     6,527,028  
      75,615     Arkema     5,847,363  
      454,018     BNP Paribas     23,353,071  
      14,541     Bongrain SA     1,221,261  
      49,620     Casino Guichard-Perrachon SA     4,128,024  
      66,891     CNP Assurances     1,183,351  
      235,915     Compagnie de Saint-Gobain     11,849,407  
      59,337     Compagnie Generale des Etablissements Michelin-Class B     4,342,417  
      168,856     Credit Agricole SA     1,650,848  

         
    See accompanying notes to the financial statements.   5


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            France — continued        
      51,407     Dassault Systemes SA     4,161,940  
      84,032     European Aeronautic Defense and Space Co NV     2,661,217  
      49,112     Faurecia     1,438,502  
      1,113,643     France Telecom SA     21,276,650  
      3,499     Fromageries Bel     803,552  
      31,331     L’Oreal SA     3,400,536  
      217,371     Lagardere SCA     7,424,515  
      34,158     LVMH Moet Hennessy Louis Vuitton SA     5,764,633  
      360,537     PagesJaunes Groupe     2,347,508  
      136,432     Peugeot SA     4,169,956  
      189,140     Renault SA     7,685,757  
      99,255     Rhodia SA     4,489,799  
      85,009     Safran SA     3,288,533  
      3,271,690     Sanofi     238,597,693  
      84,955     Schneider Electric SA     11,314,194  
      436,874     Societe Generale     14,629,080  
      2     STMicroelectronics NV     13  
      197,537     Technicolor *     862,152  
      23,713     Technip SA     2,312,583  
      4,062,607     Total SA     198,399,293  
      100,885     Valeo SA     5,324,922  
      149,289     Vinci SA     7,789,697  
      1,411,850     Vivendi SA     34,328,141  
      69,070     Wendel     5,874,057  
                     
            Total France     648,447,693  
                     
                     
            Germany — 5.4%        
      244,900     Aareal Bank AG *     5,284,126  
      38,401     Adidas AG     2,673,601  
      196,356     Aurubis AG     11,510,938  
      678,907     BASF AG     48,279,243  
      168,090     Bayerische Motoren Werke AG     13,599,479  
      36,284     Bilfinger & Berger SE     3,043,606  
      2,934,670     Commerzbank AG *     8,672,531  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Germany — continued        
      29,762     Continental AG *     2,194,298  
      117,767     Daimler AG (Registered)     6,361,776  
      197,797     Deutsche Post AG (Registered)     3,018,793  
      3,836,169     E.ON AG     83,775,229  
      120,746     GEA Group AG     3,535,990  
      136,202     Gildemeister AG *     2,349,142  
      462,600     Heidelberger Druckmaschinen AG *     971,282  
      987,755     Infineon Technologies AG     8,387,583  
      111,524     Kloeckner & Co SE     1,849,571  
      66,677     Lanxess AG     4,148,161  
      97,369     Leoni AG     4,170,517  
      41,912     Linde AG     6,412,491  
      58,520     MAN SE     7,649,822  
      30,937     Merck KGaA     2,770,607  
      11,545     Puma AG Rudolf Dassler Sport     4,004,532  
      234,518     RWE AG     8,795,873  
      99,772     Salzgitter AG     6,178,443  
      226,112     SAP AG     12,330,874  
      120,305     Siemens AG (Registered)     12,375,543  
      80,979     Software AG     3,548,426  
      169,232     Solarworld AG     1,421,404  
      60,387     Suedzucker AG     2,111,571  
      112,235     ThyssenKrupp AG     3,768,621  
      29,417     Volkswagen AG     4,468,275  
                     
            Total Germany     289,662,348  
                     
                     
            Greece — 0.6%        
      1,552,469     Alpha Bank A.E. *     5,004,846  
      439,940     EFG Eurobank Ergasias *     1,006,428  
      1,751,518     National Bank of Greece SA *     7,738,212  
      959,479     OPAP SA     11,640,972  
      1,911,055     Piraeus Bank SA *     1,771,782  
      340,789     Public Power Corp SA     2,924,691  
                     
            Total Greece     30,086,931  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Hong Kong — 1.4%        
      2,222,098     CLP Holdings Ltd     20,551,701  
      1,020,290     Esprit Holdings Ltd     2,872,499  
      55,000     Guoco Group     608,848  
      540,700     Hong Kong Ferry Co Ltd     454,236  
      6,582,983     Hong Kong & China Gas     15,490,360  
      71,500     Hong Kong Aircraft Engineering Co Ltd     961,305  
      526,000     Hutchison Whampoa Ltd     5,051,742  
      8,666,000     Pacific Basin Shipping Ltd     4,221,197  
      1,366,969     Power Assets Holdings Ltd     10,581,135  
      886,000     SJM Holdings Ltd     2,042,307  
      503,000     Swire Pacific Ltd     6,725,078  
      1,891,400     Yue Yuen Industrial Holdings     5,225,113  
                     
            Total Hong Kong     74,785,521  
                     
                     
            Ireland — 0.8%        
      703,037     C&C Group Plc     3,074,379  
      800,941     CRH Plc     14,144,089  
      298,575     DCC Plc     8,140,689  
      547,037     Greencore Group Plc     468,565  
      1,492,286     Irish Life & Permanent Group Holdings Plc *     63,894  
      191,572     Kerry Group Plc Class A     7,423,678  
      212,731     Kingspan Group Plc     1,915,441  
      81,445     Paddy Power Plc     4,149,994  
      336,350     Smurfit Kappa Group Plc *     2,656,786  
                     
            Total Ireland     42,037,515  
                     
                     
            Israel — 0.4%        
      1,627,479     Bezeq Israeli Telecommunication Corp Ltd     3,571,011  
      123,021     Discount Investment Corp (Registered)     1,122,472  
      241,824     Israel Chemicals Ltd     3,483,166  
      974,318     Machteshim-Agan Industries Ltd *     5,412,884  
      208,096     Mizrahi Tefahot Bank Ltd     1,985,698  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Israel — continued        
      330,942     Partner Communications Co Ltd     3,653,325  
      1,468     The Israel Corp Ltd     1,299,523  
                     
            Total Israel     20,528,079  
                     
                     
            Italy — 6.0%        
      1,113,746     A2A SPA     1,539,329  
      4,622,432     Banca Monte dei Paschi di Siena SPA     2,847,863  
      2,974,107     Banco Popolare Scarl     5,093,877  
      633,704     CIR-Compagnie Industriali Riunite SPA     1,374,595  
      20,343,493     Enel SPA     99,222,653  
      5,952,031     ENI SPA     119,673,155  
      61,811     Exor SPA     1,476,814  
      791,997     Finmeccanica SPA     5,879,311  
      712,561     Fondiaria-Sai SPA *     1,551,744  
      156,570     Indesit Company SPA     1,231,087  
      3,349,671     Intesa San Paolo     5,451,815  
      212,430     Italcementi SPA-Di RISP     767,918  
      1,264,372     Mediaset SPA     4,891,169  
      374,130     Mediobanca SPA     3,448,595  
      1,216,858     Milano Assicurazioni SPA *     526,144  
      94,800     Natuzzi SPA ADR *     265,440  
      573,594     Parmalat SPA     1,353,227  
      193,205     Pirelli & C SPA     1,616,345  
      509,147     Recordati SPA     4,922,894  
      182,832     Saipem SPA     8,192,158  
      959,992     Snam Rete Gas SPA     4,638,155  
      12,923,217     Telecom Italia SPA     15,674,182  
      17,793,349     Telecom Italia SPA-Di RISP     19,492,882  
      1,479,342     Terna SPA     5,367,518  
      4,970,516     UniCredit SPA     6,720,498  
                     
            Total Italy     323,219,368  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Japan — 24.2%        
      2,836     Advance Residence Investment Corp (REIT)     5,936,651  
      1,003,800     Aeon Co Ltd     12,642,688  
      405,500     Aeon Credit Service Co Ltd     6,066,030  
      1,865,900     Aiful Corp *     2,659,576  
      195,000     Ajinomoto Co Inc     2,312,598  
      120,600     Alfresa Holdings Corp     4,761,665  
      761,329     Alps Electric Co Ltd     6,962,215  
      489,000     Anritsu Corp     5,982,658  
      541,000     Asahi Kasei Corp     3,610,645  
      705,100     Astellas Pharma Inc     26,646,575  
      265,000     Bridgestone Corp     5,912,108  
      763,000     Calsonic Kansei Corp     4,566,446  
      123,500     Canon Inc     5,827,776  
      132,700     Circle K Sunkus Co Ltd     2,234,769  
      2,767,000     Cosmo Oil Co Ltd     7,349,559  
      185,400     Credit Saison Co Ltd     3,574,707  
      854,500     CSK Corp *     3,401,276  
      1,000     CyberAgent Inc     3,310,262  
      565,200     Daiei Inc *     2,109,349  
      216,000     Daihatsu Motor Co Ltd     3,603,551  
      2,343,000     Daikyo Inc *     4,179,613  
      345,000     Dainippon Screen Manufacturing Co Ltd     2,278,789  
      431,300     Daito Trust Construction Co Ltd     39,990,658  
      54,800     Dena Co Ltd     2,858,042  
      1,192,000     DIC Corp     2,630,745  
      186,300     Don Quijote Co Ltd     7,021,515  
      331,000     Eisai Co Ltd     14,127,219  
      228,200     Electric Power Development Co Ltd     6,417,239  
      45,200     Fanuc Ltd     7,523,694  
      50,100     Fast Retailing Co Ltd     9,567,930  
      992,000     Fuji Electric Co Ltd     2,890,458  
      523,000     Fuji Heavy Industries Ltd     3,281,041  
      265,300     Fuji Oil Co Ltd     4,256,704  
      850,000     Gunze Ltd     2,828,525  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      61,600     Hamamatsu Photonics KK     2,515,753  
      789,000     Hanwa Co Ltd     3,424,300  
      7,887,500     Haseko Corp *     5,619,888  
      128,800     Hikari Tsushin Inc     3,021,358  
      3,204,694     Hitachi Ltd     17,335,881  
      287,300     Honda Motor Co Ltd     9,361,671  
      251,100     Hosiden Corp     2,019,658  
      1,949     INPEX Corp     13,287,028  
      1,683,900     Itochu Corp     18,175,280  
      3,936     Japan Retail Fund Investment Corp (REIT)     5,936,862  
      472,200     JFE Holdings Inc     10,975,143  
      172,000     JGC Corp     4,906,733  
      145,000     JTEKT Corp     1,791,096  
      445,300     JVC Kenwood Holdings Inc *     2,134,597  
      6,814,690     JX Holdings Inc     43,386,727  
      383,600     K’s Holdings Corp     16,907,985  
      2,961,993     Kajima Corp     9,417,013  
      924,500     Kao Corp     24,560,598  
      724,000     Kawasaki Heavy Industries Ltd     2,186,886  
      2,982,000     Kawasaki Kisen Kaisha Ltd     7,703,512  
      7,077     KDDI Corp     53,091,556  
      2,268,000     Kobe Steel Ltd     4,243,071  
      597,300     Komatsu Ltd     15,931,665  
      260,000     Konami Corp     9,634,598  
      229,000     KYB Co Ltd     1,530,709  
      214,000     Kyowa Exeo Corp     2,125,009  
      97,000     Lawson Inc     5,289,061  
      1,246,300     Leopalace21 Corp *     2,795,248  
      337,000     Makino Milling Machine Co Ltd     2,737,947  
      95,900     Makita Corp     3,989,456  
      1,210,000     Marubeni Corp     7,672,675  
      2,094,000     Mazda Motor Corp *     4,510,191  
      140,600     Miraca Holdings Inc     5,979,477  
      1,267,000     Mitsubishi Heavy Industries Ltd     5,385,573  

         
    See accompanying notes to the financial statements.   11


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      3,062,500     Mitsubishi Chemical Holdings Corp     21,559,757  
      660,000     Mitsubishi Electric Corp     6,603,386  
      361,000     Mitsubishi Gas Chemical Co Inc     2,550,302  
      191,080     Mitsubishi UFJ Lease & Finance Co Ltd     7,744,088  
      888,000     Mitsui Chemicals Inc     3,082,802  
      1,706,000     Mitsui Engineer & Shipbuilding Co Ltd     3,243,180  
      562,100     Mitsui & Co Ltd     9,644,232  
      3,306,000     Mitsui Mining & Smelting Co Ltd     10,027,566  
      2,018,000     Mitsui OSK Lines Ltd     8,544,327  
      15,177,500     Mizuho Financial Group Inc     23,166,067  
      57,100     Murata Manufacturing Co Ltd     3,485,052  
      187,000     Nabtesco Corp     4,190,797  
      2,110     Net One Systems Co Ltd     5,721,256  
      1,065,000     Nichirei Corp     4,773,386  
      46,100     Nintendo Co Ltd     8,127,730  
      562,000     Nippon Chemi-Con Corp     3,121,942  
      3,449,000     Nippon Light Metal Co Ltd     6,639,109  
      4,982,000     Nippon Steel Corp     15,022,042  
      1,004,700     Nippon Telegraph & Telephone Corp     47,040,884  
      2,211,000     Nippon Yusen Kabushiki Kaisha     6,719,862  
      150,000     Nipro Corp     2,760,173  
      1,271,900     Nissan Motor Co Ltd     11,695,657  
      742,000     Nisshinbo Holdings Inc     6,792,583  
      52,100     Nitori Holdings Co Ltd     5,341,238  
      131,200     Nitto Denko Corp     5,140,066  
      19,534     NTT Docomo Inc     35,609,598  
      1,061,247     Obayashi Corp     5,221,773  
      40,200     Okinawa Electric Power Co     1,905,627  
      350,000     OKUMA Corp     2,704,067  
      37,400     Ono Pharmaceutical Co Ltd     2,160,377  
      117,110     ORIX Corp     10,635,826  
      721     ORIX JREIT Inc (REIT)     3,487,271  
      3,104,000     Osaka Gas Co Ltd     12,617,643  
      339,000     Pacific Metals Co Ltd     2,279,441  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      124,820     Point Inc     5,908,019  
      330,450     Promise Co Ltd *     2,365,873  
      6,806,400     Resona Holdings Inc     30,978,143  
      540,000     Ricoh Company Ltd     4,909,489  
      846,000     Round One Corp     7,421,207  
      135,000     Ryohin Keikaku Co Ltd     7,231,310  
      56,700     Saizeriya Co Ltd     1,040,345  
      242,600     Sankyo Co Ltd     12,455,124  
      1,677,300     Sapporo Hokuyo Holdings Inc     6,379,190  
      153,700     Secom Co Ltd     7,153,666  
      284,400     Sega Sammy Holdings Inc     6,608,664  
      398,000     Seino Holdings Co Ltd     2,901,690  
      87,200     Seven & I Holdings Co Ltd     2,314,686  
      80,200     Shimamura Co Ltd     8,016,256  
      234,000     Shizuoka Bank Ltd (The)     2,306,236  
      978,600     Showa Shell Sekiyu KK     7,859,314  
      28,700     SMC Corp     4,548,559  
      64,400     SoftBank Corp     2,140,971  
      5,375,900     Sojitz Corp     10,122,864  
      2,540,600     Sumitomo Corp     33,298,913  
      79,000     Sumitomo Metal Mining Co Ltd     1,271,421  
      5,850,716     Taiheiyo Cement Co Ltd     10,401,267  
      3,519,000     Taisei Corp     9,387,015  
      284,000     Takashimaya Co Ltd     2,013,714  
      94,800     Takata Corp     2,319,137  
      1,919,900     Takeda Pharmaceutical Co Ltd     92,987,694  
      419,650     Takefuji Corp (a) (b)     5,481  
      841,000     Teijin Ltd     3,242,979  
      705,000     Toho Zinc Co Ltd     3,017,014  
      138,100     Tokai Rika Co Ltd     2,393,368  
      1,146,000     Tokyo Gas Co Ltd     5,273,285  
      276,300     Tokyo Steel Manufacturing Co     2,622,830  
      2,283,000     Tokyo Tatemono Co Ltd     7,698,868  
      421     Tokyu REIT Inc (REIT)     2,473,838  

         
    See accompanying notes to the financial statements.   13


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      628,000     TonenGeneral Sekiyu KK     7,205,812  
      1,060,000     Toray Industries Inc     8,059,611  
      2,712,000     Tosoh Corp     10,445,433  
      585,300     Toyota Motor Corp     21,085,625  
      617,300     Toyota Tsusho Corp     10,332,165  
      655,000     Toyo Engineering Corp     2,373,448  
      655,000     Ube Industries Ltd     2,074,471  
      1,155     United Urban Investment Corp (REIT)     1,396,906  
      1,217,200     UNY Co Ltd     10,990,800  
      67,090     USS Co Ltd     5,825,251  
      13,409     Yahoo Japan Corp     4,348,951  
      364,210     Yamada Denki Co Ltd     26,782,395  
      146,100     Yamato Kogyo Co Ltd     3,772,610  
      410,000     Yokohama Rubber Co Ltd     2,297,660  
      270,000     Zeon Corp     2,723,610  
                     
            Total Japan     1,299,049,766  
                     
                     
            Malta — 0.0%        
      15,984,486     BGP Holdings Plc *      
                     
                     
            Netherlands — 1.2%        
      176,239     Aalberts Industries NV     3,286,288  
      1,436,433     Aegon NV *     6,468,061  
      126,390     ASML Holding NV     4,452,942  
      141,148     CSM     3,405,768  
      4,846,502     ING Groep NV *     42,054,873  
      1,172,460     Koninklijke BAM Groep NV     5,907,252  
                     
            Total Netherlands     65,575,184  
                     
                     
            New Zealand — 0.5%        
      1,372,036     Fletcher Building Ltd     9,137,087  
      522,555     Sky City Entertainment Group Ltd     1,502,486  
      7,953,929     Telecom Corp of New Zealand     17,211,927  
                     
            Total New Zealand     27,851,500  
                     

         
14
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Norway — 0.2%        
      1     Aker Solutions ASA     13  
      115,680     Frontline Ltd     932,252  
      1,547,307     Golden Ocean Group Ltd     1,350,262  
      90,948     Kvaerner ASA *     175,479  
      157,447     TGS Nopec Geophysical Co ASA     3,938,983  
      93,944     Yara International ASA     5,168,630  
                     
            Total Norway     11,565,619  
                     
                     
            Portugal — 0.1%        
      390,104     Banco Espirito Santo SA     1,304,806  
      785,475     EDP-Energias de Portugal SA     2,578,410  
                     
            Total Portugal     3,883,216  
                     
                     
            Singapore — 1.9%        
      3,092,000     CapitaCommercial Trust (REIT)     3,065,879  
      4,152,000     Ezra Holdings Ltd     3,430,677  
      28,278,000     Golden Agri-Resources Ltd     15,488,891  
      2,489,000     Ho Bee Investment Ltd     2,809,581  
      4,037,000     Jaya Holdings Ltd *     1,658,277  
      632,500     Keppel Corp Ltd     4,885,052  
      2,619,000     Midas Holdings Ltd     1,022,921  
      500     Neptune Orient Lines Ltd     480  
      127     Noble Group Ltd     171  
      478,876     Oversea-Chinese Banking Corp Ltd     3,483,491  
      2,183,100     Sembcorp Industries Ltd     7,817,873  
      1,249,000     SembCorp Marine Ltd     4,229,348  
      1,161,000     Singapore Exchange Ltd     6,760,051  
      2,653,000     Singapore Press Holdings Ltd     8,369,498  
      2,202,000     Singapore Technologies Engineering Ltd     5,375,926  
      8,588,000     Singapore Telecommunications     22,192,874  
      4,532,000     Suntec Real Estate Investment Trust (REIT)     5,080,465  
      2,734,000     Swiber Holdings Ltd *     1,271,427  

         
    See accompanying notes to the financial statements.   15


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Singapore — continued        
      188,000     United Overseas Bank Ltd     2,896,239  
      491,000     Venture Corp Ltd     3,044,392  
                     
            Total Singapore     102,883,513  
                     
                     
            Spain — 4.1%        
      1,070,190     Banco Bilbao Vizcaya Argentaria SA     9,710,504  
      2,955,876     Banco Popular Espanol SA     15,399,430  
      4,385,750     Banco Santander SA     40,523,071  
      189,822     Fomento de Construcciones y Contratas SA     4,933,844  
      1,173,097     Gas Natural SDG SA     21,442,750  
      1,938,554     Iberdrola SA     14,258,698  
      141,766     Inditex SA     12,048,098  
      865,047     Mapfre SA     2,960,662  
      81,934     Red Electrica de Espana     4,025,724  
      1,408,405     Repsol YPF SA     40,534,075  
      2,687,348     Telefonica SA     55,870,347  
                     
            Total Spain     221,707,203  
                     
                     
            Sweden — 1.0%        
      214,551     Atlas Copco AB     4,310,546  
      333,069     Atlas Copco AB Class A     7,505,352  
      603,451     Ericsson LM B Shares     6,772,331  
      250,932     Hennes & Mauritz AB Class B     7,817,321  
      412,516     Investor AB B Shares     8,119,076  
      177,428     NCC Class B     3,404,916  
      498,991     Skandinaviska Enskilda Banken AB Class A     2,952,609  
      1     SKF AB Class B     24  
      650,117     Swedbank AB Class A     8,937,767  
      171,491     Trelleborg AB Class B     1,443,704  
      160,033     Volvo AB Class B     1,988,050  
                     
            Total Sweden     53,251,696  
                     

         
16
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Switzerland — 3.3%        
      118,705     ABB Ltd *     2,531,653  
      150,517     Compagnie Financiere Richemont SA Class A     8,701,936  
      754,858     Nestle SA (Registered)     46,706,533  
      1,642,277     Novartis AG (Registered)     95,825,311  
      74,444     Roche Holding AG (Non Voting)     13,017,581  
      4,829     Swatch Group AG     2,196,952  
      8,061     Swisscom AG (Registered)     3,614,055  
      20,143     Syngenta AG (Registered) *     6,376,430  
                     
            Total Switzerland     178,970,451  
                     
                     
            United Kingdom — 19.3%        
      880,647     3i Group Plc     3,038,622  
      783,918     Amlin Plc     3,960,521  
      708,673     Ashtead Group Plc     1,351,076  
      3,783,539     AstraZeneca Plc     179,155,650  
      1,580,880     Aviva Plc     8,711,533  
      3,129,151     BAE Systems Plc     13,962,954  
      697,869     Balfour Beatty Plc     2,826,584  
      8,745,499     Barclays Plc     24,163,880  
      1,016,756     Barratt Developments Plc *     1,354,331  
      1,314,778     BG Group Plc     28,354,075  
      216,692     BHP Billiton Plc     7,375,279  
      5,529,756     BP Plc     36,092,862  
      445,777     British American Tobacco Plc     19,833,361  
      14,542,913     BT Group Plc     40,334,305  
      562,691     Burberry Group Plc     12,549,357  
      178,300     Cape Plc     1,389,106  
      764,134     Catlin Group Ltd     4,615,125  
      1,963,541     Cobham Plc     6,096,765  
      187,920     Cookson Group Plc     1,601,123  
      1     Daily Mail and General Trust Plc NV Class A     7  
      1,810,353     Debenhams Plc     1,568,024  
      10,488,127     Dixons Retail Plc *     2,058,964  
      1,721,792     Drax Group Plc     14,510,927  

         
    See accompanying notes to the financial statements.   17


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      1,092,518     FirstGroup Plc     6,498,285  
      1,352,906     Game Group Plc     532,923  
      7,443,423     GlaxoSmithKline Plc     158,465,833  
      3,252,252     Home Retail Group Plc     6,717,494  
      4     HSBC Holdings Plc     35  
      232,780     IMI Plc     3,366,126  
      1,398,037     Inchcape Plc     7,314,856  
      814,646     Intermediate Capital Group Plc     3,283,703  
      151,125     Jardine Lloyd Thompson Group Plc     1,617,730  
      180,870     JD Wetherspoon Plc     1,216,241  
      1,779,615     Kesa Electricals Plc     3,147,545  
      417,668     Lancashire Holdings Ltd     4,618,400  
      266,250     Land Securities Group Plc (REIT)     3,180,595  
      7,475,345     Legal & General Group Plc     12,724,888  
      17,142,334     Lloyds Banking Group Plc *     9,350,535  
      589,038     Melrose Plc     2,994,588  
      1     Michael Page International Plc     6  
      298,058     Micro Focus International Plc     1,501,270  
      591,268     National Express Group Plc     2,403,732  
      204,184     Next Plc     7,818,818  
      198,080     Pearson Plc     3,580,245  
      640,279     Prudential Plc     6,449,761  
      2,198,990     Punch Taverns Plc *     344,247  
      103,497     Reckitt Benckiser Group Plc     5,490,006  
      486,532     Rio Tinto Plc     29,658,252  
      26,461,364     Royal Bank of Scotland Group Plc *     10,401,660  
      2,569,862     Royal Dutch Shell Plc A Shares (London)     85,965,413  
      2,654,018     Royal Dutch Shell Plc B Shares (London)     89,314,294  
      1,274,767     Sage Group Plc (The)     5,200,274  
      657,542     Scottish & Southern Energy Plc     13,848,238  
      484,962     Smith & Nephew Plc     4,930,760  
      70,610     Spirax-Sarco Engineering Plc     2,114,681  
      2,198,990     Spirit Pub Co PLC *     1,552,785  
      432,428     Standard Chartered Plc     9,823,730  

         
18
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      235,219     Tate & Lyle Plc     2,212,734  
      5,350,242     Taylor Wimpey Plc *     2,871,390  
      2     Travis Perkins Plc     27  
      1,002,645     TUI Travel Plc     2,487,344  
      548,239     United Utilities Group Plc     5,329,839  
      27,595,468     Vodafone Group Plc     72,417,571  
      247,813     Weir Group Plc (The)     7,725,217  
      2,932,616     William Hill Plc     10,722,052  
      172,739     Wolseley Plc     4,477,416  
      470,850     Xstrata Plc     8,177,438  
                     
            Total United Kingdom     1,036,753,408  
                     
                     
            TOTAL COMMON STOCKS (COST $5,479,650,448)     5,053,133,761  
                     
                     
            PREFERRED STOCKS — 0.8%        
                     
            Germany — 0.8%        
      418,573     Porsche Automobil Holding SE 1.10%     28,177,289  
      1     ProSiebenSat.1 Media AG 8.27%     20  
      9,049     Villeroy & Boch AG 3.33%     78,060  
      101,630     Volkswagen AG 1.97%     16,895,957  
                     
            Total Germany     45,151,326  
                     
                     
            TOTAL PREFERRED STOCKS (COST $35,869,474)     45,151,326  
                     
                     
            MUTUAL FUNDS — 1.3%        
                     
            United States — 1.3%        
            Affiliated Issuers        
      2,699,260     GMO U.S. Treasury Fund     67,508,485  
                     
                     
            TOTAL MUTUAL FUNDS (COST $67,487,000)     67,508,485  
                     

         
    See accompanying notes to the financial statements.   19


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 2.1%        
                     
            Time Deposits — 2.1%        
USD
    25,000,000     BNP Paribas (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     25,000,000  
AUD
    1,151,084     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     1,230,451  
CAD
    164,918     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     168,404  
CHF
    7,404     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     9,188  
DKK
    48,084     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     9,272  
HKD
    511,387     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     65,681  
JPY
    16,142,560     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     210,821  
NZD
    12,100     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     10,309  
SEK
    65,339     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,303  
EUR
    116,948     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     167,996  
SGD
    2,089,739     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     1,735,232  
USD
    72,131     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     72,131  
USD
    25,000,000     Commerzbank (Frankfurt) Time Deposit, 0.11%, due 09/01/11     25,000,000  
USD
    10,200,000     HSBC Bank USA (Grand Cayman) Time Deposit, 0.03%, due 09/01/11     10,200,000  
GBP
    828,044     JPMorgan Chase (New York) Time Deposit, 0.11%, due 09/01/11     1,344,164  
NOK
    2,558,070     JPMorgan Chase (New York) Time Deposit, 1.05%, due 09/01/11     476,874  
USD
    25,000,000     Royal Bank of Canada (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     25,000,000  
USD
    25,000,000     Societe Generale (Grand Cayman) Time Deposit, 0.12%, due 09/01/11     25,000,000  
                     
            Total Time Deposits     115,710,826  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $115,710,826)     115,710,826  
                     
                     
            TOTAL INVESTMENTS — 98.2%
(Cost $5,698,717,748)
    5,281,504,398  
            Other Assets and Liabilities (net) — 1.8%     95,613,533  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 5,377,117,931  
                     

         
20
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
      Deliver/
          Appreciation
Date   Counterparty   Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     15,343,000     $ 22,026,818     $ 132,142  
10/21/11
    Brown Brothers Harriman & Co.      GBP     5,929,000       9,619,175       (89,859 )
10/21/11
    JPMorgan Chase Bank, N.A.     GBP     8,757,164       14,207,572       (129,657 )
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     13,461,526       21,839,902       (56,796 )
10/21/11
    Royal Bank of Scotland PLC     GBP     8,757,164       14,207,572       (116,941 )
10/21/11
    State Street Bank and Trust and Company     GBP     6,426,763       10,426,743       (91,490 )
10/21/11
    Barclays Bank PLC     HKD     186,164,043       23,922,437       18,169  
10/21/11
    Brown Brothers Harriman & Co.      HKD     331,552,057       42,605,075       29,352  
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     281,816,156       36,213,917       27,040  
10/21/11
    Morgan Stanley Capital Services Inc.      HKD     186,164,043       23,922,437       16,349  
10/21/11
    State Street Bank and Trust Company     HKD     372,328,086       47,844,873       17,608  
10/21/11
    Deutsche Bank AG     JPY     1,294,435,000       16,912,313       41,214  
10/21/11
    Bank of America, N.A.     SEK     109,985,898       17,296,249       433,164  
10/21/11
    Brown Brothers Harriman & Co.      SEK     109,985,898       17,296,249       82,712  
10/21/11
    Deutsche Bank AG     SEK     109,985,898       17,296,249       312,633  
10/21/11
    JPMorgan Chase Bank N.A.     SEK     109,985,898       17,296,249       372,902  
10/21/11
    Bank of America, N.A.     SGD     27,006,408       22,430,460       (3,838 )
10/21/11
    Bank of New York Mellon     SGD     26,756,398       22,222,811       (20,895 )
10/21/11
    Barclays Bank PLC     SGD     25,820,548       21,445,531       (42,941 )
10/21/11
    Brown Brothers Harriman & Co.      SGD     24,884,699       20,668,252       (38,627 )
10/21/11
    JPMorgan Chase Bank N.A.     SGD     49,032,796       40,724,711       (879 )
10/21/11
    Morgan Stanley Capital Services Inc.      SGD     26,353,324       21,888,034       (35,434 )
10/21/11
    Royal Bank of Scotland PLC     SGD     13,781,273       11,446,183       (4,384 )
10/21/11
    State Street Bank and Trust Company     SGD     26,756,398       22,222,811       (16,735 )
                                 
                        $ 535,982,623     $ 834,809  
                                 
Sales #
                                   
10/21/11
    Barclays Bank PLC     CAD     23,391,692     $ 23,858,288     $ (87,935 )
10/21/11
    Brown Brothers Harriman & Co.      CAD     15,536,777       15,846,691       (68,027 )
10/21/11
    JPMorgan Chase Bank N.A.     CAD     21,501,595       21,930,490       (137,743 )

         
    See accompanying notes to the financial statements.   21


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Currency Contracts — continued
 
                                     
                    Net Unrealized
Settlement
      Deliver/
          Appreciation
Date   Counterparty   Receive   Units of Currency   Value   (Depreciation)
 
10/21/11
    Morgan Stanley Capital Services Inc.      CAD     38,281,099     $ 39,044,696     $ (258,327 )
10/21/11
    Royal Bank of Scotland PLC     CAD     46,746,090       47,678,539       (342,213 )
10/21/11
    State Street Bank and Trust Company     CAD     28,194,946       28,757,354       (202,184 )
10/21/11
    Brown Brothers Harriman & Co.      EUR     12,361,886       17,747,051       52,087  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     19,342,836       27,769,088       (154,366 )
10/21/11
    Royal Bank of Scotland PLC     EUR     8,195,742       11,766,024       (2,143 )
10/21/11
    Barclays Bank PLC     JPY     1,175,265,449       15,355,315       (61,141 )
10/21/11
    Brown Brothers Harriman & Co.      JPY     659,584,124       8,617,731       (24,361 )
10/21/11
    Deutsche Bank AG     JPY     1,921,437,545       25,104,352       (93,776 )
10/21/11
    JPMorgan Chase Bank, N.A.     JPY     548,242,022       7,163,002       (11,677 )
10/21/11
    Royal Bank of Scotland PLC     JPY     1,136,485,817       14,848,643       (22,021 )
10/21/11
    State Street Bank and Trust Company     JPY     1,059,992,400       13,849,226       (25,732 )
                                 
                        $ 319,336,490     $ (1,439,559 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
650
    CAC 40     September 2011   $ 30,311,880     $ 234,028  
397
    DAX     September 2011     82,391,182       (18,237,245 )
182
    FTSE 100     September 2011     15,883,957       665,724  
1,876
    FTSE/MIB     September 2011     209,188,064       (57,344,042 )
8
    Hang Seng     September 2011     1,053,089       44,182  
390
    IBEX 35     September 2011     48,873,335       665,115  
646
    MSCI Singapore     September 2011     35,304,236       1,563,972  
178
    OMXS 30     September 2011     2,680,213       10,844  
336
    TOPIX     September 2011     34,085,592       (226,541 )
                         
                $ 459,771,548     $ (72,623,963 )
                         

         
22
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts — continued
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Sales
                           
344
    Amesterdam IDX     September 2011   $ 28,959,586     $ (305,951 )
825
    S&P Toronto 60     September 2011     122,557,950       2,237,971  
1,189
    SPI 200     September 2011     136,845,247       6,888,962  
                         
                $ 288,362,783     $ 8,820,982  
                         
 
As of August 31, 2011, for the above contracts and/or agreements the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
ADR - American Depositary Receipt
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Bankrupt issuer.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
    See accompanying notes to the financial statements.   23


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $5,631,230,748) (Note 2)
  $ 5,213,995,913  
Investments in affiliated issuers, at value (cost $67,487,000) (Notes 2 and 10)
    67,508,485  
Foreign currency, at value (cost $295,954) (Note 2)
    286,295  
Receivable for investments sold
    906,337  
Receivable for Fund shares sold
    10,251,392  
Dividends and interest receivable
    18,792,243  
Foreign taxes receivable
    3,785,298  
Unrealized appreciation on open forward currency contracts (Note 4)
    1,535,372  
Due from broker on open futures contracts
    62,702,562  
Receivable for variation margin on open futures contracts (Note 4)
    9,313,727  
Receivable for expenses reimbursed by Manager (Note 5)
    245,705  
Miscellaneous receivable
    2,354  
         
Total assets
    5,389,325,683  
         
         
Liabilities:
       
Payable for investments purchased
    960,461  
Payable for Fund shares repurchased
    5,152,249  
Payable to affiliate for (Note 5):
       
Management fee
    2,227,449  
Shareholder service fee
    508,179  
Administration fee – Class M
    2,190  
Trustees and Trust Officers or agents unaffiliated with the Manager
    16,950  
Payable for 12b-1 fee – Class M
    5,865  
Unrealized depreciation on open forward currency contracts (Note 4)
    2,140,122  
Accrued expenses
    1,194,287  
         
Total liabilities
    12,207,752  
         
Net assets
  $ 5,377,117,931  
         

         
24
  See accompanying notes to the financial statements.    


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 6,956,440,788  
Accumulated undistributed net investment income
    63,450,442  
Accumulated net realized loss
    (1,161,514,866 )
Net unrealized depreciation
    (481,258,433 )
         
    $ 5,377,117,931  
         
Net assets attributable to:
       
Class II shares
  $ 197,641,974  
         
Class III shares
  $ 1,735,337,859  
         
Class IV shares
  $ 3,431,012,589  
         
Class M shares
  $ 13,125,509  
         
Shares outstanding:
       
Class II
    9,782,449  
         
Class III
    84,981,748  
         
Class IV
    168,085,350  
         
Class M
    652,519  
         
Net asset value per share:
       
Class II
  $ 20.20  
         
Class III
  $ 20.42  
         
Class IV
  $ 20.41  
         
Class M
  $ 20.12  
         

         
    See accompanying notes to the financial statements.   25


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers (net of withholding taxes of $14,097,148)
  $ 127,073,823  
Dividends from affiliated issuers (Note 10)
    17,642  
Interest
    1,374  
         
Total investment income
    127,092,839  
         
Expenses:
       
Management fee (Note 5)
    14,581,419  
Shareholder service fee – Class II (Note 5)
    231,501  
Shareholder service fee – Class III (Note 5)
    1,543,992  
Shareholder service fee – Class IV (Note 5)
    1,597,062  
12b-1 fee – Class M (Note 5)
    18,035  
Administration fee – Class M (Note 5)
    14,428  
Custodian and fund accounting agent fees
    1,152,392  
Legal fees
    102,672  
Trustees fees and related expenses (Note 5)
    53,380  
Audit and tax fees
    47,748  
Transfer agent fees
    32,200  
Registration fees
    19,702  
Miscellaneous
    71,591  
         
Total expenses
    19,466,122  
Fees and expenses reimbursed by Manager (Note 5)
    (1,405,774 )
Expense reductions (Note 2)
    (278 )
         
Net expenses
    18,060,070  
         
Net investment income (loss)
    109,032,769  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    158,813,085  
Realized gains distributions from affiliated issuers (Note 10)
    2,934  
Futures contracts
    2,988,804  
Swap contracts
    803,085  
Foreign currency, forward contracts and foreign currency related transactions
    6,561,053  
         
Net realized gain (loss)
    169,168,961  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    21,485  
Investments in unaffiliated issuers
    (834,421,078 )
Futures contracts
    (70,689,678 )
Foreign currency, forward contracts and foreign currency related transactions
    450,003  
         
Net unrealized gain (loss)
    (904,639,268 )
         
Net realized and unrealized gain (loss)
    (735,470,307 )
         
Net increase (decrease) in net assets resulting from operations
  $ (626,437,538 )
         

         
26
  See accompanying notes to the financial statements.    


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 109,032,769     $ 127,362,003  
Net realized gain (loss)
    169,168,961       (13,601,869 )
Change in net unrealized appreciation (depreciation)
    (904,639,268 )     959,292,894  
                 
                 
Net increase (decrease) in net assets from operations
    (626,437,538 )     1,073,053,028  
                 
Distributions to shareholders from:
               
Net investment income
               
Class II
    (4,071,248 )     (3,181,083 )
Class III
    (37,880,725 )     (29,415,441 )
Class IV
    (67,341,462 )     (48,788,384 )
Class M
    (270,155 )     (153,235 )
                 
Total distributions from net investment income
    (109,563,590 )     (81,538,143 )
                 
Net share transactions (Note 9):
               
Class II
    8,376,140       (222,885,164 )
Class III
    (277,567,862 )     (24,879,740 )
Class IV
    434,955,209       92,416,923  
Class M
    452,162       (1,067,222 )
                 
Increase (decrease) in net assets resulting from net share transactions
    166,215,649       (156,415,203 )
                 
                 
Total increase (decrease) in net assets
    (569,785,479 )     835,099,682  
                 
Net assets:
               
Beginning of period
    5,946,903,410       5,111,803,728  
                 
End of period (including accumulated undistributed net investment income of $63,450,442 and $63,981,263, respectively)
  $ 5,377,117,931     $ 5,946,903,410  
                 

         
    See accompanying notes to the financial statements.   27


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class II share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 23.07     $ 19.35     $ 13.86     $ 29.69     $ 34.99     $ 32.35  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.40       0.48       0.41       0.79       0.93       0.79  
Net realized and unrealized gain (loss)
    (2.85 )     3.51       5.68       (14.01 )     (0.86 )     5.60  
                                                 
                                                 
Total from investment operations
    (2.45 )     3.99       6.09       (13.22 )     0.07       6.39  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.42 )     (0.27 )     (0.60 )     (0.99 )     (0.83 )     (0.54 )
From net realized gains
                      (1.62 )     (4.54 )     (3.21 )
                                                 
                                                 
Total distributions
    (0.42 )     (0.27 )     (0.60 )     (2.61 )     (5.37 )     (3.75 )
                                                 
                                                 
Net asset value, end of period
  $ 20.20     $ 23.07     $ 19.35     $ 13.86     $ 29.69     $ 34.99  
                                                 
                                                 
Total Return(a)
    (10.74 )%**     20.79 %     44.05 %     (48.04 )%     (1.11 )%     20.46 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 197,642     $ 217,090     $ 394,009     $ 394,070     $ 510,006     $ 564,440  
Net expenses to average daily net assets
    0.72 %(b)(c)*     0.72 %(b)(c)     0.72 %(b)     0.74 %(d)     0.76 %(d)     0.76 %
Net investment income (loss) to average daily net assets
    3.62 %*     2.36 %     2.21 %     3.41 %     2.59 %     2.32 %
Portfolio turnover rate
    22 %**     40 %     40 %     53 %     47 %     36 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.04 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
28
  See accompanying notes to the financial statements.    


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 23.31     $ 19.56     $ 14.00     $ 29.97     $ 35.28     $ 32.59  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.42       0.47       0.42       0.79       0.94       0.81  
Net realized and unrealized gain (loss)
    (2.88 )     3.58       5.76       (14.13 )     (0.86 )     5.66  
                                                 
                                                 
Total from investment operations
    (2.46 )     4.05       6.18       (13.34 )     0.08       6.47  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.43 )     (0.30 )     (0.62 )     (1.01 )     (0.85 )     (0.57 )
From net realized gains
                      (1.62 )     (4.54 )     (3.21 )
                                                 
                                                 
Total distributions
    (0.43 )     (0.30 )     (0.62 )     (2.63 )     (5.39 )     (3.78 )
                                                 
                                                 
Net asset value, end of period
  $ 20.42     $ 23.31     $ 19.56     $ 14.00     $ 29.97     $ 35.28  
                                                 
                                                 
Total Return(a)
    (10.70 )%**     20.88 %     44.21 %     (48.01 )%     (1.06 )%     20.54 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,735,338     $ 2,257,078     $ 1,925,104     $ 1,487,839     $ 2,615,878     $ 2,703,050  
Net expenses to average daily net assets
    0.65 %(b)(c)*     0.65 %(b)(c)     0.65 %(b)     0.67 %(d)     0.69 %(d)     0.69 %
Net investment income (loss) to average daily net assets
    3.70 %*     2.30 %     2.19 %     3.38 %     2.61 %     2.36 %
Portfolio turnover rate
    22 %**     40 %     40 %     53 %     47 %     36 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.04 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   29


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 23.30     $ 19.55     $ 14.00     $ 29.96     $ 35.26     $ 32.58  
                                                 
 
Income (loss) from investment operations:
Net investment income (loss)
    0.43       0.48       0.43       0.82       0.96       0.80  
Net realized and unrealized gain (loss)
    (2.89 )     3.58       5.75       (14.14 )     (0.85 )     5.68  
                                                 
                                                 
Total from investment operations
    (2.46 )     4.06       6.18       (13.32 )     0.11       6.48  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.43 )     (0.31 )     (0.63 )     (1.02 )     (0.87 )     (0.59 )
From net realized gains
                      (1.62 )     (4.54 )     (3.21 )
                                                 
                                                 
Total distributions
    (0.43 )     (0.31 )     (0.63 )     (2.64 )     (5.41 )     (3.80 )
                                                 
                                                 
Net asset value, end of period
  $ 20.41     $ 23.30     $ 19.55     $ 14.00     $ 29.96     $ 35.26  
                                                 
                                                 
Total Return(a)
    (10.70 )%**     20.96 %     44.22 %     (47.95 )%     (0.98 )%     20.61 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 3,431,013     $ 3,458,202     $ 2,779,470     $ 1,900,168     $ 4,131,392     $ 4,566,106  
Net expenses to average daily net assets
    0.59 %(b)(c)*     0.59 %(b)(c)     0.59 %(b)     0.61 %(d)     0.63 %(d)     0.63 %
Net investment income (loss) to average daily net assets
    3.77 %*     2.32 %     2.25 %     3.47 %     2.67 %     2.32 %
Portfolio turnover rate
    22 %**     40 %     40 %     53 %     47 %     36 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.04 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
30
  See accompanying notes to the financial statements.    


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class M share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 22.99     $ 19.30     $ 13.83     $ 29.60     $ 34.93     $ 32.28  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.38       0.41       0.35       0.73       0.79       0.68  
Net realized and unrealized gain (loss)
    (2.83 )     3.52       5.69       (13.95 )     (0.81 )     5.62  
                                                 
                                                 
Total from investment operations
    (2.45 )     3.93       6.04       (13.22 )     (0.02 )     6.30  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.42 )     (0.24 )     (0.57 )     (0.93 )     (0.77 )     (0.44 )
From net realized gains
                      (1.62 )     (4.54 )     (3.21 )
                                                 
                                                 
Total distributions
    (0.42 )     (0.24 )     (0.57 )     (2.55 )     (5.31 )     (3.65 )
                                                 
                                                 
Net asset value, end of period
  $ 20.12     $ 22.99     $ 19.30     $ 13.83     $ 29.60     $ 34.93  
                                                 
                                                 
Total Return(a)
    (10.80 )%**     20.50 %     43.72 %     (48.14 )%     (1.36 )%     20.18 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 13,126     $ 14,533     $ 13,221     $ 8,938     $ 18,687     $ 17,371  
Net expenses to average daily net assets
    0.95 %(b)(c)*     0.95 %(b)(c)     0.95 %(b)     0.97 %(d)     0.99 %(d)     0.99 %
Net investment income (loss) to average daily net assets
    3.41 %*     2.01 %     1.84 %     3.13 %     2.22 %     2.00 %
Portfolio turnover rate
    22 %**     40 %     40 %     53 %     47 %     36 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.05 %*     0.05 %     0.05 %     0.05 %     0.05 %     0.04 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   31


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Intrinsic Value Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the MSCI EAFE Value Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of companies tied economically to countries other than the U.S. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Manager may make investments tied economically to emerging countries.

         
32
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had four classes of shares outstanding: Class II, Class III, Class IV and Class M. Class M shares bear an administration fee and a 12b-1 fee while classes II, III, and IV bear a shareholder service fee (See Note 5). The principal economic difference among the classes of shares is the type and level of fees they bear.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented less than 0.01% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivatives contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.

         
        33


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      89.2 %
           
Futures Contracts
      (1.2 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.

         
34
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value technique on Level 3 investments: The Fund considered certain bankrupt securities to be near worthless.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 244,687,934     $     $ 244,687,934  
Austria
          45,213,674             45,213,674  
Belgium
          29,516,590             29,516,590  
Canada
    249,771,815                   249,771,815  
Denmark
          23,454,169             23,454,169  
Finland
          30,230,568             30,230,568  
France
    22,715,152       625,732,541             648,447,693  
Germany
    7,649,822       282,012,526             289,662,348  
Greece
          30,086,931             30,086,931  
Hong Kong
          74,785,521             74,785,521  
Ireland
    63,894       41,973,621             42,037,515  
Israel
          20,528,079             20,528,079  
Italy
    265,440       322,953,928             323,219,368  
Japan
          1,299,044,285       5,481       1,299,049,766  
Malta
          0 *           0  
Netherlands
          65,575,184             65,575,184  
New Zealand
    17,211,927       10,639,573             27,851,500  
Norway
    175,479       11,390,140             11,565,619  
Portugal
          3,883,216             3,883,216  
Singapore
          102,883,513             102,883,513  
Spain
          221,707,203             221,707,203  
Sweden
          53,251,696             53,251,696  
Switzerland
          178,970,451             178,970,451  
United Kingdom
    1,552,785       1,035,200,623             1,036,753,408  
                                 
TOTAL COMMON STOCKS
    299,406,314       4,753,721,966       5,481       5,053,133,761  
                                 

         
        35


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Preferred Stocks
                               
Germany
  $     $ 45,151,326     $     $ 45,151,326  
                                 
TOTAL PREFERRED STOCKS
          45,151,326             45,151,326  
                                 
Mutual Funds
                               
United States
    67,508,485                   67,508,485  
                                 
TOTAL MUTUAL FUNDS
    67,508,485                   67,508,485  
                                 
Short-Term Investments
                               
Time Deposits
    115,710,826                   115,710,826  
                                 
Total Short-Term Investments
    115,710,826                   115,710,826  
                                 
Total Investments
    482,625,625       4,798,873,292       5,481       5,281,504,398  
                                 
Derivatives **
                               
Forward Currency Contracts
Foreign currency risk
          1,535,372             1,535,372  
Futures Contracts
Equity Risk
    2,237,971       10,072,827             12,310,798  
                                 
Total Derivatives
    2,237,971       11,608,199             13,846,170  
                                 
Total
  $ 484,863,596     $ 4,810,481,491     $ 5,481     $ 5,295,350,568  
                                 

         
36
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives **
                               
Forward Currency Contracts
Foreign currency risk
  $      —     $ (2,140,122 )   $      —     $ (2,140,122 )
Futures Contracts
Equity Risk
          (76,113,779 )           (76,113,779 )
                                 
Total Derivatives
          (78,253,901 )           (78,253,901 )
                                 
Total
  $     $ (78,253,901 )   $     $ (78,253,901 )
                                 
 
            * Represents the interest in securities that have no value at August 31, 2011.
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
** Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s direct investments in securities using Level 3 inputs were less than 0.1% of total net assets.

         
        37


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Still Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
Japan
  $ 5,130     $      —     $      —     $      —     $      —     $ 351     $      —     $      —     $ 5,481       $ 351  
                                                                                   
Total
  $ 5,130     $     $     $     $     $ 351     $     $     $ 5,481       $ 351  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are

         
38
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (154,259,096 )
February 28, 2018
    (948,787,215 )
February 28, 2019
    (163,539,321 )
         
Total
  $ (1,266,585,632 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.

         
        39


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 5,809,963,374     $ 415,367,906     $ (943,826,882 )   $ (528,458,976 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are

         
40
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.

         
        41


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.

         
42
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.

         
        43


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.

         
44
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency

         
        45


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is

         
46
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).

         
        47


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility

         
48
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to achieve returns comparable to holding and lending a direct equity position. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $      —     $     $      —     $ 12,310,798     $      —     $ 12,310,798  
Unrealized appreciation on forward currency contracts
          1,535,372     $           $       1,535,372  
                                                 
Total
  $     $ 1,535,372     $     $ 12,310,798     $     $ 13,846,170  
                                                 
Liabilities:
                                               
Unrealized depreciation on futures contracts *
  $     $     $     $ (76,113,779 )   $     $ (76,113,779 )
Unrealized depreciation on forward currency contracts
          (2,140,122 )                       (2,140,122 )
                                                 
Total
  $     $ (2,140,122 )   $     $ (76,113,779 )   $     $ (78,253,901 )
                                                 

         
        49


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $     $      —     $ (1,400,243 )   $      —     $ (1,400,243 )
Futures contracts
                      2,988,804             2,988,804  
Forward currency contracts
          6,406,878                         6,406,878  
Swap agreements
                      803,085             803,085  
                                                 
Total
  $     $ 6,406,878     $     $ 2,391,646     $     $ 8,798,524  
                                                 
Change in Unrealized Appreciation
(Depreciation) on:
Futures contracts
  $     $     $     $ (70,689,678 )   $     $ (70,689,678 )
Forward currency contracts
          245,291                         245,291  
                                                 
Total
  $     $ 245,291     $     $ (70,689,678 )   $     $ (70,444,387 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts, rights and/or warrants) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                 
    Forward
           
    currency
  Futures
  Rights and/or
  Swap
    contracts   contracts   Warrants   agreements
 
Average amount outstanding
  $ 785,424,015     $ 718,100,391     $ 1,058,551     *$ 154,114  
 
            * During the period ended August 31, 2011, the Fund did not hold swap agreements at any month-end, therefore, the average amount outstanding was calculated using daily outstanding notional amounts.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for management services provided to the Fund. That fee is paid monthly at the annual rate of 0.50% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting,

         
50
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II shares, 0.15% for Class III shares, and 0.09% for Class IV shares.
 
Holders of Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of average daily net assets of Class M shares. Pursuant to a Rule 12b-1 distribution plan adopted by the Fund, holders of Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily net assets of Class M shares, for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund’s average daily net assets of Class M shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.50% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means administration fees and distribution (12b-1) fees (Class M Shares only), shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $53,380 and $19,887, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        51


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $1,283,025,628 and $1,336,213,916, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, the Fund had no shareholder who individually held more than 10% of the Fund’s outstanding shares.
 
As of August 31, 2011, 0.18% shares of the Fund were held by senior management of the Manager and GMO Trust officers, and 59.67% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
52
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class II:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    634,662     $ 14,720,073       438,186     $ 9,041,413  
Shares issued to shareholders in reinvestment of distributions
    173,309       3,783,345       144,660       2,982,923  
Shares repurchased
    (433,999 )     (10,127,278 )     (11,535,143 )     (234,909,500 )
                                 
Net increase (decrease)
    373,972     $ 8,376,140       (10,952,297 )   $ (222,885,164 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    8,003,905     $ 179,642,822       16,487,506     $ 355,291,715  
Shares issued to shareholders in reinvestment of distributions
    1,569,024       34,612,663       1,276,264       26,674,838  
Shares repurchased
    (21,415,950 )     (491,823,347 )     (19,351,996 )     (406,846,293 )
                                 
Net increase (decrease)
    (11,843,021 )   $ (277,567,862 )     (1,588,226 )   $ (24,879,740 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    38,050,566     $ 842,405,170       40,511,908     $ 810,469,313  
Shares issued to shareholders in reinvestment of distributions
    2,779,058       61,278,220       2,107,086       44,091,968  
Shares repurchased
    (21,176,661 )     (468,728,181 )     (36,352,651 )     (762,144,358 )
                                 
Net increase (decrease)
    19,652,963     $ 434,955,209       6,266,343     $ 92,416,923  
                                 
                                 
                                 

         
        53


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class M:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    74,626     $ 1,657,817       122,315     $ 2,490,456  
Shares issued to shareholders in reinvestment of distributions
    12,427       270,155       7,447       153,234  
Shares repurchased
    (66,598 )     (1,475,810 )     (182,698 )     (3,710,912 )
                                 
Net increase (decrease)
    20,455     $ 452,162       (52,936 )   $ (1,067,222 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 30,133,000     $ 37,354,000     $      —     $ 17,642     $ 2,934     $ 67,508,485  
                                                 
Totals
  $ 30,133,000     $ 37,354,000     $     $ 17,642     $ 2,934     $ 67,508,485  
                                                 

         
54
       


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        55


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
56
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        57


 

GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
58
       


 

 
GMO International Intrinsic Value Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class II
                               
                                 
1) Actual
    0.72 %   $ 1,000.00     $ 892.60     $ 3.43  
2) Hypothetical
    0.72 %   $ 1,000.00     $ 1,021.52     $ 3.66  
                                 
Class III
                               
                                 
1) Actual
    0.65 %   $ 1,000.00     $ 893.00     $ 3.09  
2) Hypothetical
    0.65 %   $ 1,000.00     $ 1,021.87     $ 3.30  
                                 
Class IV
                               
                                 
1) Actual
    0.59 %   $ 1,000.00     $ 893.00     $ 2.81  
2) Hypothetical
    0.59 %   $ 1,000.00     $ 1,022.17     $ 3.00  
                                 
Class M
                               
                                 
1) Actual
    0.95 %   $ 1,000.00     $ 892.00     $ 4.52  
2) Hypothetical
    0.95 %   $ 1,000.00     $ 1,020.36     $ 4.82  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        59


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    93.2 %
Short-Term Investments
    4.0  
Preferred Stocks
    1.2  
Investment Funds
    0.0 Ù
Debt Obligations
    0.0 Ù
Rights and Warrants
    0.0 Ù
Swap Agreements
    (0.0 )Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.8 )
Other
    2.4  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
Japan
    26.1 %
United Kingdom
    21.6  
Germany
    9.6  
France
    9.1  
Switzerland
    6.0  
Italy
    4.7  
Emerging***
    3.0  
Canada
    2.8  
Spain
    2.8  
Hong Kong
    2.4  
Singapore
    2.4  
Sweden
    2.4  
Australia
    1.9  
Netherlands
    1.1  
Denmark
    1.0  
Finland
    0.6  
Austria
    0.5  
Belgium
    0.5  
Ireland
    0.5  
Greece
    0.3  
Norway
    0.3  
Israel
    0.2  
New Zealand
    0.2  
Portugal
    0.0 Ù
         
      100.0 %
         

         
        1


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above shows indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Brazil, Chile, China, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand and Turkey.
Ù Rounds to 0.0%.

         
2
       


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
      1,889,669     GMO Emerging Markets Fund, Class VI     24,301,139  
      2,544,825     GMO Flexible Equities Fund, Class VI     45,603,256  
      16,231,138     GMO International Growth Equity Fund, Class IV     364,875,983  
      17,821,888     GMO International Intrinsic Value Fund, Class IV     363,744,741  
                     
                     
            TOTAL MUTUAL FUNDS (COST $860,289,640)     798,525,119  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      27,042     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     27,042  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $27,042)     27,042  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $860,316,682)
    798,552,161  
            Other Assets and Liabilities (net) — (0.0%)     (62,093 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 798,490,068  
                     

         
    See accompanying notes to the financial statements.   3


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $27,042) (Note 2)
  $ 27,042  
Investments in affiliated issuers, at value (cost $860,289,640) (Notes 2 and 10)
    798,525,119  
Receivable for investments sold
    181,243  
Receivable for expenses reimbursed by Manager (Note 5)
    11,346  
         
Total assets
    798,744,750  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    181,243  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    1,110  
Accrued expenses
    72,329  
         
Total liabilities
    254,682  
         
Net assets
  $ 798,490,068  
         
Net assets consist of:
       
Paid-in capital
  $ 1,070,159,650  
Accumulated undistributed net investment income
    10,213,784  
Accumulated net realized loss
    (220,118,845 )
Net unrealized depreciation
    (61,764,521 )
         
    $ 798,490,068  
         
Net assets attributable to:
       
Class III shares
  $ 798,490,068  
         
Shares outstanding:
       
Class III
    56,884,398  
         
Net asset value per share:
       
Class III
  $ 14.04  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 10,222,992  
Interest
    2  
         
Total investment income
    10,222,994  
         
Expenses:
       
Custodian, fund accounting agent and transfer agent fees
    25,116  
Audit and tax fees
    17,112  
Legal fees
    13,800  
Trustees fees and related expenses (Note 5)
    6,591  
Registration fees
    1,288  
Miscellaneous
    10,067  
         
Total expenses
    73,974  
Fees and expenses reimbursed by Manager (Note 5)
    (64,676 )
Expense reductions (Note 2)
    (88 )
         
Net expenses
    9,210  
         
Net investment income (loss)
    10,213,784  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    (41,186,078 )
Realized gains distributions from affiliated issuers (Note 10)
    1,764,234  
         
Net realized gain (loss)
    (39,421,844 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (37,021,133 )
         
Net realized and unrealized gain (loss)
    (76,442,977 )
         
Net increase (decrease) in net assets resulting from operations
  $ (66,229,193 )
         

         
    See accompanying notes to the financial statements.   5


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 10,213,784     $ 9,567,983  
Net realized gain (loss)
    (39,421,844 )     (52,143,275 )
Change in net unrealized appreciation (depreciation)
    (37,021,133 )     185,518,128  
                 
                 
Net increase (decrease) in net assets from operations
    (66,229,193 )     142,942,836  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (9,579,484 )
                 
Net share transactions (Note 9):
               
Class III
    68,692,992       1,559,794  
                 
Total increase (decrease) in net assets resulting from net share transactions
    2,463,799       134,923,146  
                 
Net assets:
               
Beginning of period
    796,026,269       661,103,123  
                 
End of period (including accumulated undistributed net investment income of $10,213,784 and $0, respectively)
  $ 798,490,068     $ 796,026,269  
                 

         
6
  See accompanying notes to the financial statements.    


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 15.23     $ 12.69     $ 9.20     $ 20.63     $ 22.16     $ 20.00  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.19       0.18       0.41       0.65       0.47       0.53  
Net realized and unrealized gain (loss)
    (1.38 )     2.54       3.49       (9.20 )     0.52       2.45  
                                                 
                                                 
Total from investment operations
    (1.19 )     2.72       3.90       (8.55 )     0.99       2.98  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.18 )     (0.41 )     (0.62 )     (1.24 )     (0.72 )
From net realized gains
                      (2.26 )     (1.28 )     (0.10 )
                                                 
                                                 
Total distributions
          (0.18 )     (0.41 )     (2.88 )     (2.52 )     (0.82 )
                                                 
                                                 
Net asset value, end of period
  $ 14.04     $ 15.23     $ 12.69     $ 9.20     $ 20.63     $ 22.16  
                                                 
                                                 
Total Return(c)
    (7.81 )%**     21.53 %     42.22 %     (46.05 )%     3.57 %     14.93 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 798,490     $ 796,026     $ 661,103     $ 409,278     $ 718,390     $ 440,431  
Net expenses to average daily net assets(d)(e)
    0.00 %(f)*     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %*
Net investment income (loss) to average daily net assets(b)
    2.48 %*     1.34 %     3.39 %     4.12 %     2.04 %     3.32 %*
Portfolio turnover rate
    10 %**     14 %     20 %     33 %     4 %     1 %**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.02 %*     0.02 %     0.02 %     0.01 %     0.02 %     0.03 %*
Redemption fees consisted of the following per share amounts (Note 2):
  $     $     $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)   $ 0.01  
 
(a) Period from June 5, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses to average daily net assets were less than 0.01%.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(f) The net expense ratio does not include the effect of expense reductions (Note 2).
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Opportunities Equity Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the MSCI EAFE Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds. The Fund also may invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund and GMO Alternative Asset Opportunity Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities directly. Although the Fund’s primary exposure is to foreign equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), the Fund also may have exposure to foreign and U.S. fixed income securities (including fixed income securities of any credit quality and having any maturity or duration), as well as to the investment returns of commodities and, from time to time, other alternative asset classes. Under normal circumstances, the Fund invests (including through investment in the underlying funds) at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect (e.g., through the underlying funds) investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of the underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.

         
8
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of GMO trust represented 0.2% of net assets. Those underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or through investments in the underlying funds, that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are

         
        9


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      89.3 %
           
Futures Contracts
      (0.8 )%
           
Swap Agreements
      (0.0 )%Ù
           
 
            Ù Rounds to 0.0%.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
10
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 798,525,119     $      —     $      —     $ 798,525,119  
Short-Term Investments
    27,042                   27,042  
                                 
Total Investments
    798,552,161                   798,552,161  
                                 
Total
  $ 798,552,161     $     $     $ 798,552,161  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 0.2% and 0.0% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments

         
        11


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $10,370,659.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (39,084,586 )
February 28, 2019
  $ (22,515,332 )
         
Total
  $ (61,599,918 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,004,405,456     $ 2,898,798     $ (208,752,093 )   $ (205,853,295 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or

         
12
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of

         
        13


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
14
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.

         
        15


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.

         
16
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $6,591 and $2,707, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.514%
    0.087%     0.601%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $160,182,247 and $79,490,319, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss

         
        17


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 25.32% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, less than 0.01% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    7,739,654     $ 115,344,399       5,013,261     $ 66,236,875  
Shares issued to shareholders in reinvestment of distributions
                645,146       9,354,610  
Shares repurchased
    (3,108,408 )     (46,651,407 )     (5,496,705 )     (74,031,691 )
                                 
Net increase (decrease)
    4,631,246     $ 68,692,992       161,702     $ 1,559,794  
                                 

         
18
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Emerging Markets Fund, Class VI
  $ 22,727,461     $ 5,356,505     $ 1,017,898     $     $ 1,764,234     $ 24,301,139  
GMO Flexible Equities Fund, Class VI
    11,463,067       37,202,625       1,266,531                   45,603,256  
GMO International Growth Equity Fund, Class IV
    381,363,744       52,055,022       45,207,775       2,717,363             364,875,983  
GMO International Intrinsic Value Fund, Class IV
    380,486,131       65,568,095       31,998,115       7,505,629             363,744,741  
                                                 
Totals
  $ 796,040,403     $ 160,182,247     $ 79,490,319     $ 10,222,992     $ 1,764,234     $ 798,525,119  
                                                 

         
        19


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one- and three-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
20
       


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the

         
        21


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
22
       


 

GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        23


 

 
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.60 %   $ 1,000.00     $ 921.90     $ 2.90  
2) Hypothetical
    0.60 %   $ 1,000.00     $ 1,022.12     $ 3.05  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
24
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO International Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    93.4 %
Preferred Stocks
    3.0  
Mutual Funds
    1.9  
Short-Term Investments
    0.9  
Rights/Warrants
    0.0 Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.6 )
Other
    1.4  
         
      100.0 %
         
 
         
Country Summary*   % of Investments  
Japan
    32.9 %
United Kingdom
    21.8  
Germany
    11.2  
France
    6.8  
Italy
    6.8  
Singapore
    3.2  
Netherlands
    2.3  
Ireland
    2.2  
Sweden
    1.7  
Canada
    1.5  
Hong Kong
    1.5  
Austria
    1.1  
South Korea
    1.0  
Norway
    0.8  
Switzerland
    0.7  
Spain
    0.6  
Belgium
    0.5  
Greece
    0.5  
Australia
    0.4  
Taiwan
    0.4  
Finland
    0.3  
Brazil
    0.2  
India
    0.2  
Indonesia
    0.2  
Chile
    0.1  
China
    0.1  
Denmark
    0.1  
Egypt
    0.1  

         
        1


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country Summary*   % of Investments  
Israel
    0.1 %
Malaysia
    0.1  
Mexico
    0.1  
Philippines
    0.1  
Poland
    0.1  
South Africa
    0.1  
Thailand
    0.1  
Turkey
    0.1  
Czech Republic
    0.0 Ù
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
 
         
Industry Group Summary   % of Equity Investments**  
Capital Goods
    17.3 %
Materials
    12.5  
Retailing
    8.7  
Real Estate
    8.7  
Automobiles & Components
    7.1  
Diversified Financials
    5.3  
Food, Beverage & Tobacco
    5.0  
Consumer Durables & Apparel
    4.6  
Consumer Services
    3.7  
Transportation
    3.6  
Technology Hardware & Equipment
    3.4  
Media
    2.8  
Energy
    2.7  
Pharmaceuticals, Biotechnology & Life Sciences
    2.3  
Commercial & Professional Services
    2.1  
Health Care Equipment & Services
    1.9  
Software & Services
    1.7  
Insurance
    1.7  
Utilities
    1.3  
Semiconductors & Semiconductor Equipment
    1.0  
Telecommunication Services
    0.9  
Food & Staples Retailing
    0.8  

         
2
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Banks
    0.5 %
Household & Personal Products
    0.4  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
        3


 

GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 93.4%        
                     
            Australia — 2.3%        
      815,827     Australian Infrastructure Fund     1,664,496  
      7,850     Campbell Brothers Ltd     390,686  
      223,405     Challenger Ltd     1,175,209  
      775,397     Charter Hall Office (REIT)     2,784,608  
      636,905     Charter Hall Retail (REIT)     2,248,529  
      1,692,981     Investa Office Fund (REIT)     1,117,191  
      998,258     PaperlinX Ltd *     117,821  
                     
            Total Australia     9,498,540  
                     
                     
            Austria — 1.1%        
      26,964     Andritz AG     2,496,120  
      14,299     Flughafen Wien AG     699,210  
      1,761,602     Immofinanz AG (Entitlement Shares)      
      10,941     Schoeller-Bleckmann Oilfield Equipment AG     854,174  
      26,872     Zumtobel AG     581,889  
                     
            Total Austria     4,631,393  
                     
                     
            Belgium — 0.5%        
      9,472     Euronav SA *     87,334  
      10,139     GIMV NV     572,673  
      19,012     Omega Pharma SA     938,424  
      17,833     Tessenderlo Chemie     581,872  
      636     Tessenderlo Chemie NV *     164  
                     
            Total Belgium     2,180,467  
                     
                     
            Brazil — 0.2%        
      29,000     Equatorial Energia SA     215,874  
      15,600     Ez Tec Empreendimentos e Participacoes SA     157,284  
      26,400     Fertilizantes Heringer SA *     140,964  
      20,600     Grendene SA     95,630  
      11,700     Helbor Empreendimentos SA     154,270  
                     
            Total Brazil     764,022  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Canada — 2.7%        
      32,457     ACE Aviation Holdings Inc Class A *     368,882  
      41,100     AltaGas Ltd     1,157,079  
      41,100     Davis & Henderson Income Corp     765,510  
      30,700     Dorel Industries Inc Class B     740,148  
      83,200     Dundee Corp Class A *     1,904,773  
      6,200     Linamar Corp     99,018  
      100,000     Neo Materials Technologies Inc *     915,960  
      14,871     Quebecor Inc Class B     503,546  
      119,900     RONA Inc     1,215,773  
      50,950     Torstar Corp Class B     520,270  
      88,425     Transcontinental Inc     1,269,535  
      157,600     Trinidad Drilling Ltd     1,305,153  
      362,200     Yellow Media Inc     299,583  
                     
            Total Canada     11,065,230  
                     
                     
            Chile — 0.1%        
      5,288,290     Madeco SA *     257,823  
                     
                     
            China — 0.1%        
      447,600     Jiangsu Future Land Co Ltd Class B     244,977  
                     
                     
            Czech Republic — 0.0%        
      4,200     Pegas Nonwovens SA     115,035  
                     
                     
            Denmark — 0.1%        
      15,408     D/S Norden A/S     459,664  
                     
                     
            Egypt — 0.1%        
      8,402     Alexandria Mineral Oils Co     92,135  
      27,477     Arab Cotton Ginning     19,489  
      550,583     Palm Hills Developments SAE *     163,007  
                     
            Total Egypt     274,631  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Finland — 0.3%        
      12,029     Outotec Oyj     497,196  
      154,933     Sponda Oyj     731,828  
                     
            Total Finland     1,229,024  
                     
                     
            France — 6.3%        
      95,815     Arkema     7,409,443  
      115,962     Derichebourg SA *     613,254  
      7,293     Eiffage SA     354,220  
      63,125     Faurecia     1,848,946  
      6,086     Fonciere des Regions (REIT)     506,162  
      22,534     Groupe Steria SCA     498,163  
      35,807     Ingenico SA     1,458,548  
      8,468     Jacquet Metal Service *     142,631  
      32,608     Lagardere SCA     1,113,758  
      40,589     Maurel et Prom     843,178  
      15,095     Nexans SA     1,209,239  
      134,595     PagesJaunes Groupe     876,367  
      24,558     Peugeot SA     750,599  
      53,800     Plastic Omnium SA     1,631,487  
      32,407     Rallye SA     1,142,440  
      16,778     Teleperformance     445,398  
      78,892     Valeo SA     4,164,085  
      8,713     Zodiac Aerospace     700,464  
                     
            Total France     25,708,382  
                     
                     
            Germany — 8.1%        
      85,618     Aareal Bank AG *     1,847,351  
      25,167     Aixtron AG     565,621  
      52,586     Aurubis AG     3,082,738  
      16,641     Axel Springer AG     714,981  
      69,878     Balda AG *     673,144  
      26,775     Bechtle AG     1,035,906  
      22,071     Bertrandt AG     1,199,497  
      44,948     Bilfinger & Berger SE     3,770,368  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Germany — continued        
      150,495     Drillisch AG     1,667,125  
      37,977     Freenet AG     473,977  
      168,495     Gagfah SA     972,070  
      27,124     GEA Group AG     794,314  
      3,804     Gerresheimer AG     180,069  
      34,089     Gerry Weber International AG     1,149,186  
      65,999     Gildemeister AG *     1,138,317  
      86,325     Infineon Technologies AG     733,034  
      14,741     Kabel Deutschland Holding AG *     823,063  
      75,244     Kloeckner & Co SE     1,247,885  
      5,700     Krones AG     386,706  
      18,710     Lanxess AG     1,164,001  
      71,156     Leoni AG     3,047,760  
      10,106     Pfeiffer Vacuum Technology AG     1,089,561  
      13,633     Rheinmetall AG     903,267  
      18,399     Software AG     806,227  
      41,330     Stada Arzneimittel AG     1,453,383  
      47,364     Suedzucker AG     1,656,192  
      4,001     Vossloh AG     488,788  
                     
            Total Germany     33,064,531  
                     
                     
            Greece — 0.5%        
      143,182     Alapis Holding Industrial and Commercial SA *     34,645  
      201,715     Intralot SA     230,348  
      105,373     Jumbo SA     589,874  
      877,922     Marfin Investment Group SA *     386,849  
      81,870     Motor Oil (Hellas) Corinth Refineries SA     818,697  
                     
            Total Greece     2,060,413  
                     
                     
            Hong Kong — 1.4%        
      1,756,000     First Pacific Co     1,681,556  
      486,400     HKR International Ltd     234,762  
      757,000     Kowloon Development Co Ltd     923,502  
      3,182,000     Singmas Container Holdings Ltd     974,256  

         
    See accompanying notes to the financial statements.   7


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Hong Kong — continued        
      1,072,000     Texwinca Holdings Ltd     1,309,952  
      226,000     Yue Yuen Industrial Holdings     624,339  
                     
            Total Hong Kong     5,748,367  
                     
                     
            India — 0.2%        
      332,656     Alok Industries Ltd     128,807  
      106,822     Apollo Tyres Ltd     139,889  
      154,409     Geodesic Ltd     179,763  
      342,520     Rain Commodities Ltd     222,302  
      186,377     REI Agro Ltd     103,390  
                     
            Total India     774,151  
                     
                     
            Indonesia — 0.1%        
      37,964,500     Bakrie & Brothers Tbk PT *     294,558  
      3,275,500     Bakrie Sumatera Plantations Tbk PT     148,389  
      394,000     Sampoerna Agro Tbk PT     165,277  
                     
            Total Indonesia     608,224  
                     
                     
            Ireland — 2.2%        
      1,326,561     Allied Irish Banks Plc *     76,800  
      154,560     DCC Plc     4,214,100  
      355,179     Fyffes Plc     172,859  
      242,035     Glanbia Plc     1,474,741  
      718,499     Irish Life & Permanent Group Holdings Plc *     30,763  
      23,217     Paddy Power Plc     1,183,012  
      177,321     Smurfit Kappa Group Plc *     1,400,636  
      624,173     Total Produce Ltd     350,858  
                     
            Total Ireland     8,903,769  
                     
                     
            Israel — 0.1%        
      136,205     Africa Israel Investments Ltd *     544,571  
                     
                     
            Italy — 3.9%        
      73,993     Autostrada Torino-Milano SPA     787,161  
      202,406     Benetton Group SPA     1,453,483  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Italy — continued        
      49,871     Brembo SPA     520,686  
      147,681     Campari     1,204,771  
      92,099     Cementir SPA     254,516  
      36,568     Danieli & Co SPA     926,803  
      139,605     Danieli & Co SPA-RSP     1,838,199  
      97,360     De’Longhi SPA     1,084,730  
      145,454     Italcementi SPA-Di RISP     525,805  
      11,950     Italmobiliare SPA     377,753  
      16,402     Italmobiliare SPA-RSP *     350,831  
      80,594     Lottomatica SPA *     1,272,737  
      317,959     Mediolanum SPA     1,192,339  
      265,623     Recordati SPA     2,568,283  
      33,683     Societa Iniziative Autostradali e Servizi SPA     280,932  
      11,013     Tod’s SPA     1,266,051  
                     
            Total Italy     15,905,080  
                     
                     
            Japan — 31.4%        
      82,200     ADEKA Corp     824,548  
      1,510     Advance Residence Investment Corp (REIT)     3,160,911  
      188,000     Aichi Steel Corp     1,124,453  
      38,000     Alpen Co Ltd     675,998  
      236,800     Alps Electric Co Ltd     2,165,493  
      132,000     Anritsu Corp     1,614,951  
      112,100     AOC Holdings Inc     647,175  
      97,900     Aoyama Trading Co Ltd     1,639,679  
      120,800     Arnest One Corp     1,293,483  
      18,000     Autobacs Seven Co Ltd     821,689  
      408,000     Calsonic Kansei Corp     2,441,821  
      35,900     Capcom     1,052,880  
      90,600     Century Tokyo Leasing Corp     1,781,722  
      19,400     Chiba Kogyo Bank Ltd (The) *     115,030  
      452     CyberAgent Inc     1,496,239  
      180,550     Daiei Inc *     673,820  
      56,700     Daiichikosho Co Ltd     1,091,664  

         
    See accompanying notes to the financial statements.   9


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      149,000     Dainippon Screen Manufacturing Co Ltd     984,173  
      466     Daiwa Office Investment Corp (REIT)     1,425,374  
      181,100     DCM Holdings Co Ltd     1,432,078  
      700,000     DIC Corp     1,544,900  
      227,500     Edion Corp     1,987,070  
      38,100     Ferrotec Corp     766,660  
      121,000     Fujitsu General Ltd     905,067  
      54,800     Fuji Oil Co Ltd     879,259  
      32,600     Fuji Soft Inc     503,786  
      195,100     Futaba Industrial Co Ltd     1,344,351  
      53,800     Fuyo General Lease Co Ltd     1,981,127  
      402,000     Godo Steel LTD     917,929  
      11,060     Gulliver International Co Ltd     539,427  
      400,000     Gunze Ltd     1,331,071  
      492,000     Hanwa Co Ltd     2,135,305  
      271,000     Ishihara Sangyo Kaisha Ltd *     325,774  
      105,400     IT Holdings Corp     1,025,199  
      68,300     Itochu Enex Co Ltd     377,148  
      310,000     JACCS Co Ltd     1,103,335  
      263     Japan Excellent Inc (REIT)     1,320,909  
      369,000     JFE Shoji Holdings Inc     1,662,139  
      365,000     Juki Corp     809,161  
      174,000     J–Oil Mills Inc     531,763  
      105,600     K’s Holdings Corp     4,654,544  
      19,800     Kaga Electronics Co Ltd     208,300  
      176,000     Kaken Pharmaceutical Co Ltd     2,458,177  
      433     Kenedix Realty Investment Corp (REIT)     1,541,337  
      31,000     Kewpie Corp     425,209  
      111,300     Kohnan Shoji Co Ltd     2,072,395  
      70,500     Kojima Co Ltd     512,259  
      144,000     Krosaki Harima Corp     615,255  
      338,000     Kurabo Industries Ltd     684,855  
      39,800     Kyoei Steel Ltd     616,740  
      75,000     Kyorin Co Ltd     1,521,944  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      32,000     Kyudenko Corp     220,493  
      77,000     Makino Milling Machine Co Ltd     625,584  
      28,600     Mandom Corp     857,391  
      409,000     Mitsubishi Steel Manufacturing Co Ltd     1,252,818  
      513,000     Mitsui Mining & Smelting Co Ltd     1,556,002  
      382     Mori Hills REIT Investment Corp (REIT)     1,387,029  
      330,000     Morinaga Milk Industry Co Ltd     1,427,790  
      228,000     Nachi-Fujikoshi Corp     1,199,494  
      150,000     Nakayama Steel Works Ltd *     177,474  
      334     Net One Systems Co Ltd     905,640  
      190,000     Nichias Corp     1,130,723  
      505,000     Nichirei Corp     2,263,436  
      93,300     Nihon Kohden Corp     2,432,422  
      163,000     Nippon Chemi-Con Corp     905,474  
      865,000     Nippon Coke & Engineering Co Ltd     1,393,312  
      115,000     Nippon Corp     1,008,419  
      97,000     Nippon Shokubai Co Ltd     1,221,986  
      153,000     Nippon Soda Co Ltd     675,522  
      71,000     Nippon Synthetic Chemical Industry Co Ltd     429,869  
      55,400     Nippon System Development Co Ltd     486,249  
      115,000     Nippon Flour Mills Co Ltd     542,279  
      1,421,000     Nippon Light Metal Co Ltd     2,735,336  
      68,400     Nipro Corp     1,258,639  
      123,000     Nissan Shatai Co Ltd     955,969  
      185,000     Nisshin Oillio Group Ltd (The)     896,595  
      156,000     NS United Kaiun Kaisha Ltd     264,999  
      19,500     Okinawa Electric Power Co     924,371  
      67,000     OKUMA Corp     517,636  
      1,503,000     Orient Corp *     1,583,394  
      456     ORIX JREIT Inc (REIT)     2,205,542  
      36,900     Osaka Steel Co Ltd     574,196  
      26,100     OSAKA Titanium Technologies Co     1,364,546  
      27,500     PLENUS Co Ltd     455,073  
      8,100     Point Inc     383,392  

         
    See accompanying notes to the financial statements.   11


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      206     Premier Investment Corp (REIT)     896,785  
      487,000     Press Kogyo Co Ltd     2,386,868  
      93,250     Promise Co Ltd *     667,628  
      294,800     Round One Corp     2,586,019  
      404,000     Ryobi Ltd     1,752,361  
      9,900     Ryohin Keikaku Co Ltd     530,296  
      8,800     Ryosan Co     197,996  
      184,000     Sankyu Inc     865,744  
      40,700     Sanrio Co Ltd     1,735,187  
      142,000     Seino Holdings Co Ltd     1,035,276  
      41,000     Ship Healthcare Holdings Inc     968,108  
      143,000     Showa Corp *     954,979  
      32,600     Start Today Co Ltd     879,815  
      137,000     Taihei Kogyo Co Ltd     657,285  
      234,000     TOA Corp     419,899  
      298,000     Toho Zinc Co Ltd     1,275,277  
      263,000     Toko Inc *     575,989  
      289     Tokyu REIT Inc (REIT)     1,698,193  
      467,000     Topy Industries Ltd     1,305,968  
      179     Top REIT Inc (REIT)     1,032,766  
      522,000     Toyo Tire & Rubber Co Ltd     1,394,283  
      368     T–Gaia Corp     725,284  
      79,000     Uchida Yoko Co Ltd     200,906  
      213,000     Uniden Corp     948,008  
      65,500     Unipres Corp     1,685,591  
      793     United Urban Investment Corp (REIT)     959,088  
      140,000     Yokohama Rubber Co Ltd     784,567  
                     
            Total Japan     129,104,836  
                     
                     
            Malaysia — 0.1%        
      242,966     Coastal Contracts Berhad     170,031  
      152,500     DRB-Hicom Berhad     104,202  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Malaysia — continued        
      176,900     Esso Malaysia Berhad     217,281  
      679,700     Scomi Group Berhad *     68,147  
                     
            Total Malaysia     559,661  
                     
                     
            Mexico — 0.1%        
      38,000     Bio Pappel SAB de CV *     23,098  
      98,000     Gruma SAB de CV Series B *     194,596  
      7,200     Grupo Simec SAB de CV Series B *     16,631  
                     
            Total Mexico     234,325  
                     
                     
            Netherlands — 2.2%        
      114,712     Aalberts Industries NV     2,139,008  
      26,982     ASM International NV     712,871  
      24,011     Koninklijke Ten Cate NV     848,845  
      302,704     Koninklijke BAM Groep NV     1,525,126  
      45,484     Mediq NV     801,922  
      62,016     SBM Offshore NV     1,287,192  
      18,200     Vastned NV (REIT)     1,021,378  
      10,100     Wereldhave NV (REIT)     856,624  
                     
            Total Netherlands     9,192,966  
                     
                     
            Norway — 0.8%        
      44,636     Atea ASA     448,130  
      48,439     Cermaq ASA *     604,130  
      117,863     Storebrand ASA     781,780  
      59,911     TGS Nopec Geophysical Co ASA     1,498,844  
                     
            Total Norway     3,332,884  
                     
                     
            Philippines — 0.1%        
      1,722,100     Lopez Holding Corp *     204,534  
                     

         
    See accompanying notes to the financial statements.   13


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Poland — 0.1%        
      17,128     Dom Maklerski IDMSA *     10,458  
      129,495     MCI Management SA *     217,644  
      148,640     Optimus SA *     262,314  
                     
            Total Poland     490,416  
                     
                     
            Singapore — 2.2%        
      679,000     CapitaCommercial Trust (REIT)     673,264  
      1,113,000     GMG Global Ltd     226,246  
      679,000     Ho Bee Investment Ltd     766,455  
      403,000     Hong Leong Asia Ltd     579,331  
      2,536,000     Jaya Holdings Ltd *     1,041,712  
      1,436,159     Mapletree Logistics Trust (REIT)     1,061,133  
      612,000     MobileOne Ltd     1,275,616  
      383,000     SATS Ltd     721,947  
      830,000     Swiber Holdings Ltd *     385,985  
      183,000     Venture Corp Ltd     1,134,672  
      183,000     Wheelock Properties Ltd     258,918  
      630,000     Wing Tai Holdings Ltd     712,439  
                     
            Total Singapore     8,837,718  
                     
                     
            South Africa — 0.1%        
      98,254     Basil Read Holdings Ltd     164,997  
      6,900     DRDGOLD Ltd Sponsored ADR     37,122  
      16,051     Evraz Highveld Steel and Vanadium Ltd *     99,797  
      400,000     Simmer & Jack Mines Ltd *     1,140  
      73,315     Stefanutti Stocks Holdings Ltd     113,623  
      1,145,282     Super Group Ltd *     141,322  
                     
            Total South Africa     558,001  
                     
                     
            South Korea — 1.0%        
      7,301     AtlasBX Co Ltd     166,122  
      3,260     Dong Ah Tire & Rubber Co Ltd     29,810  
      17,050     Dongbu Corp     91,240  
      978     Dongwon Industries Co Ltd     154,439  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            South Korea — continued        
      1,229     E1 Corp     65,765  
      9,680     Handsome Co Ltd     273,455  
      85,215     Interpark Corp *     397,387  
      5,919     KCC Engineering & Construction Co     278,123  
      8,890     KISCO Corp     225,874  
      3,050     KISWIRE Ltd     149,165  
      6,481     Kolon Corp     205,370  
      35,020     Kwang Dong Pharmaceutical Co Ltd     103,125  
      343     Lotte Samkang Co Ltd     116,993  
      1,740     Moorim Paper Co Ltd     5,120  
      13,020     Muhak Co Ltd     159,998  
      199     Namyang Dairy Products Co Ltd     153,448  
      2,305     Nong Shim Holdings Co Ltd     118,939  
      580     Poongsan Corp     16,921  
      1,341     SeAH Holdings Corp     187,086  
      1,680     SeAH Steel Corp     136,585  
      1,060     Shinyoung Securities Co Ltd     30,785  
      4,180     Silla Co Ltd     51,660  
      4,730     SK Gas Co Ltd     335,216  
      243     Taekwang Industrial Co Ltd     319,244  
      9,480     Youngone Corp     161,564  
      1,820     Youngone Holding Co Ltd     74,206  
                     
            Total South Korea     4,007,640  
                     
                     
            Spain — 0.5%        
      73,001     Fomento de Construcciones y Contratas SA     1,897,438  
                     
                     
            Sweden — 2.2%        
      35,757     Axfood AB     1,353,724  
      63,100     D Carnegie & Co. AB * (a)     7,463  
      30,429     Hoganas AB Class B     1,029,284  
      218,599     Kungsleden AB     1,839,388  
      72,644     NCC Class B     1,394,068  
      122,163     Peab AB     719,406  

         
    See accompanying notes to the financial statements.   15


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Sweden — continued        
      67,643     SAAB AB Class B     1,409,426  
      96,106     Trelleborg AB Class B     809,072  
      81,342     Vostok Gas Ltd * (a)     2,822  
      41,694     Wihlborgs Fastigheter AB     583,250  
                     
            Total Sweden     9,147,903  
                     
                     
            Switzerland — 0.7%        
      882     Fischer (George) AG (Registered) *     395,614  
      18,468     Swiss Life Holding AG (Registered) *     2,539,622  
                     
            Total Switzerland     2,935,236  
                     
                     
            Taiwan — 0.4%        
      54,000     AV Tech Corp     166,163  
      290,000     China Bills Finance Corp     101,420  
      76,000     Chinese Maritime Transport Ltd     121,487  
      359,000     Getac Technology Corp     227,584  
      288,000     Grand Pacific Petrochemical Corp     171,672  
      110,000     Inventec Appliances Corp     67,326  
      126,000     L&K Engineering Co Ltd     121,702  
      273,000     Long Bon International Co Ltd     109,508  
      86,000     P-Two Industries Inc     66,904  
      430,000     ProMOS Technologies Inc *     5,957  
      159,000     Quanta Storage Inc     115,704  
      925,000     Sampo Corp     291,025  
      106,000     ThaiLin Semiconductor Corp     35,000  
      221,000     Zig Sheng Industrial Co Ltd     138,413  
                     
            Total Taiwan     1,739,865  
                     
                     
            Thailand — 0.1%        
      9,246,500     G J Steel Pcl (Foreign Registered) * (a)     71,313  
      324,600     TPI Polene Pcl (Foreign Registered) (a)     139,946  
                     
            Total Thailand     211,259  
                     

         
16
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Turkey — 0.1%        
      464,976     Kardemir Karabuk Demir Celik Sanayi ve Ticaret AS Class D *     231,342  
      125,873     Koza Anadolu Metal Madencilik Isletmeleri AS *     320,094  
                     
            Total Turkey     551,436  
                     
                     
            United Kingdom — 21.0%        
      115,568     Amlin Plc     583,874  
      599,922     Ando Corp     1,949,923  
      450,098     Ashtead Group Plc     858,106  
      57,204     ASOS Plc *     1,831,121  
      155,259     Atkins WS Plc     1,370,666  
      660,874     Balfour Beatty Plc     2,676,743  
      389,731     Bodycote Plc     1,840,455  
      68,865     Britvic Plc     354,686  
      359,098     Cape Plc     2,797,673  
      241,955     Carillion Plc     1,342,983  
      262,272     Catlin Group Ltd     1,584,039  
      189,115     Cookson Group Plc     1,611,304  
      42,404     Croda International Plc     1,240,178  
      76,795     Daily Mail and General Trust Plc NV Class A     503,438  
      147,890     Dairy Crest Group Plc     871,231  
      793,079     Debenhams Plc     686,919  
      64,838     Domino’s Pizza UK & IRL Plc     529,550  
      427,161     Drax Group Plc     3,600,030  
      700,904     DS Smith Plc     2,352,010  
      270,608     Elementis Plc     676,711  
      930,960     Enterprise Inns Plc *     620,490  
      266,296     Fenner Plc     1,585,573  
      270,174     Filtrona Plc     1,598,997  
      517,674     FirstGroup Plc     3,079,119  
      933,711     Game Group Plc     367,798  
      502,960     GKN Plc     1,646,435  
      83,683     Go-Ahead Group Plc     2,144,100  
      147,077     Greene King Plc     1,060,619  
      241,106     Halfords Group Plc     1,199,567  

         
    See accompanying notes to the financial statements.   17


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      105,610     Hargreaves Lansdown Plc     739,513  
      812,621     Home Retail Group Plc     1,678,461  
      905,018     Howden Joinery Group PLC *     1,488,376  
      131,403     IMI Plc     1,900,159  
      748,040     Inchcape Plc     3,913,920  
      356,564     Intermediate Capital Group Plc     1,437,250  
      145,225     Investec Plc     1,017,102  
      79,423     John Wood Group Plc     764,490  
      964,761     Johnston Press Plc *     82,298  
      954,576     Kesa Electricals Plc     1,688,327  
      774,188     Marston’s Plc     1,192,910  
      268,198     Mcbride Plc     570,861  
      462,957     Melrose Plc     2,353,610  
      122,121     Mondi Plc     1,079,286  
      418,401     Morgan Crucible Co Plc     1,861,302  
      486,124     National Express Group Plc     1,976,281  
      5,045,261     Premier Foods Plc *     1,066,900  
      1,368,102     Punch Taverns Plc *     214,173  
      78,549     Savills Plc     398,793  
      257,135     Senior Plc     658,091  
      756,883     SIG Plc *     1,274,210  
      86,471     Smith News Plc     117,620  
      126,574     Spectris Plc     2,951,202  
      1,368,102     Spirit Pub Co PLC *     966,065  
      433,117     Tate & Lyle Plc     4,074,385  
      530,768     Trinity Mirror Plc *     381,940  
      233,673     TUI Travel Plc     579,692  
      327,341     Tullett Prebon Plc     1,982,954  
      122,576     United Business Media Ltd     922,602  
      20,653     Weir Group Plc (The)     643,828  

         
18
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      999,785     William Hill Plc     3,655,353  
      2,546,413     Yell Group Plc *     205,444  
                     
            Total United Kingdom     86,401,736  
                     
                     
            TOTAL COMMON STOCKS (COST $384,994,221)     383,446,148  
                     
                     
            PREFERRED STOCKS — 3.0%        
                     
            Brazil — 0.0%        
      2,700     Centrais Eletricas de Santa Catarina SA 6.04%     65,113  
      7,100     Cia Energetica do Ceara Class A 12.23%     139,155  
                     
            Total Brazil     204,268  
                     
                     
            Germany — 3.0%        
      12,017     Biotest AG 1.17%     668,153  
      10,672     Draegerwerk AG & Co 1.72%     1,066,701  
      49,731     Fuchs Petrolub AG 2.81%     2,275,898  
      38,372     Hugo Boss AG 2.94%     3,788,507  
      35,166     Jungheinrich AG 2.55%     1,112,548  
      32,474     Porsche Automobil Holding SE 1.10%     2,186,068  
      59,647     ProSiebenSat.1 Media AG 8.57%     1,190,650  
                     
            Total Germany     12,288,525  
                     
                     
            TOTAL PREFERRED STOCKS (COST $9,198,320)     12,492,793  
                     
                     
            RIGHTS/WARRANTS — 0.0%        
                     
            Malaysia — 0.0%        
      11,833     Coastal Contracts Warrants, Expires 07/18/16 *     1,904  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $0)     1,904  
                     

         
    See accompanying notes to the financial statements.   19


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
                     
            MUTUAL FUNDS — 1.9%        
                     
            United States — 1.9%        
            Affiliated Issuers        
      319,914     GMO U.S. Treasury Fund     8,001,043  
                     
                     
            TOTAL MUTUAL FUNDS (COST $8,001,043)     8,001,043  
                     
                     
            SHORT-TERM INVESTMENTS — 0.9%        
                     
            Time Deposits — 0.9%        
AUD
    80,458     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     86,006  
CAD
    48,793     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     49,824  
CHF
    7,275     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     9,027  
DKK
    89,358     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     17,231  
GBP
    6,049     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.11%, due 09/01/11     9,819  
HKD
    78,084     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     10,029  
JPY
    6,401,361     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     83,602  
NOK
    54,996     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.05%, due 09/01/11     10,252  
NZD
    14,419     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     12,285  
SEK
    65,339     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,303  
EUR
    39,039     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     56,080  
SGD
    112,188     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     93,156  
USD
    2,350,474     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     2,350,474  
USD
    915,628     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     915,628  
                     
            Total Time Deposits     3,713,716  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $3,713,716)     3,713,716  
                     
                     
            TOTAL INVESTMENTS — 99.2%
(Cost $405,907,300)
    407,655,604  
            Other Assets and Liabilities (net) — 0.8%     3,094,217  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 410,749,821  
                     

         
20
  See accompanying notes to the financial statements.    


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
10/21/11
    JPMorgan Chase Bank, N.A.     AUD     1,267,478     $ 1,346,337     $ 34,789  
10/21/11
    Morgan Stanley Capital Services Inc.      AUD     1,267,478       1,346,337       34,741  
10/21/11
    Royal Bank of Scotland PLC     CHF     859,269       1,067,882       (60,744 )
10/21/11
    Bank of New York Mellon     GBP     1,791,725       2,906,884       (25,525 )
10/21/11
    Deutsche Bank AG     GBP     1,654,907       2,684,912       (24,668 )
10/21/11
    Morgan Stanley Capital Services Inc.      GBP     1,685,373       2,734,339       (24,901 )
10/21/11
    State Street Bank and Trust Company     GBP     1,102,506       1,788,699       (15,695 )
10/21/11
    Bank of New York Mellon     HKD     13,892,673       1,785,235       751  
10/21/11
    Brown Brothers Harriman & Co.      HKD     29,108,213       3,740,461       2,577  
10/21/11
    JPMorgan Chase Bank, N.A.     HKD     12,884,956       1,655,742       1,236  
10/21/11
    Morgan Stanley Capital Services Inc.      HKD     9,225,235       1,185,460       810  
10/21/11
    State Street Bank and Trust Company     HKD     22,110,191       2,841,202       1,046  
10/21/11
    Bank of America, N.A.     SEK     21,536,119       3,386,744       55,300  
10/21/11
    Bank of New York Mellon     SEK     3,059,439       481,124       7,612  
10/21/11
    Royal Bank of Scotland PLC     SEK     15,794,643       2,483,846       37,727  
10/21/11
    Bank of America, N.A.     SGD     13,848,668       11,502,159       (1,968 )
                                 
                        $ 42,937,363     $ 23,088  
                                 
Sales #
                                   
10/21/11
    Bank of America, N.A.     CAD     1,249,900     $ 1,274,832     $ (8,485 )
10/21/11
    Deutsche Bank AG     CAD     4,960,106       5,059,046       (22,613 )
10/21/11
    JPMorgan Chase Bank, N.A.     CAD     2,844,162       2,900,895       (18,220 )
10/21/11
    Royal Bank of Scotland PLC     CAD     468,526       477,872       (3,430 )
10/21/11
    Brown Brothers Harriman & Co.      EUR     1,989,078       2,855,573       8,381  
10/21/11
    Deutsche Bank AG     EUR     1,897,000       2,723,383       5,470  
10/21/11
    JPMorgan Chase Bank, N.A.     EUR     3,552,916       5,100,660       4,077  
10/21/11
    Morgan Stanley Capital Services Inc.      EUR     2,685,860       3,855,892       4,189  
10/21/11
    Bank of New York Mellon     JPY     60,859,782       795,157       (1,472 )
10/21/11
    Brown Brothers Harriman & Co.      JPY     232,289,387       3,034,954       (8,579 )
10/21/11
    State Street Bank and Trust Company     JPY     160,681,000       2,099,362       (3,901 )
10/21/11
    Bank of America, N.A.     NOK     11,674,685       2,170,241       (44,464 )
                                 
                        $ 32,347,867     $ (89,047 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.

         
    See accompanying notes to the financial statements.   21


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
4
    IBEX 35     September 2011   $ 501,265     $ 6,822  
42
    CAC 40     September 2011     1,958,614       15,122  
38
    TOPIX     September 2011     3,854,918       (193,765 )
103
    FTSE/MIB     September 2011     11,485,272       (3,142,647 )
75
    MSCI Singapore     September 2011     4,098,789       181,576  
1
    Hang Seng     September 2011     131,636       5,523  
20
    FTSE 100     September 2011     1,745,490       55,507  
                         
                $ 23,775,984     $ (3,071,862 )
                         
Sales
                           
67
    SPI 200     September 2011   $ 7,711,212     $ 386,618  
158
    OMXS 30     September 2011     2,379,065       (5,150 )
33
    S&P Toronto 60     September 2011     4,902,318       95,407  
                         
                $ 14,992,595     $ 476,875  
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
ADR - American Depositary Receipt
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
22
  See accompanying notes to the financial statements.    


 

GMO International Small Companies Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $397,906,257) (Note 2)
  $ 399,654,561  
Investments in affiliated issuers, at value (cost $8,001,043) (Notes 2 and 10)
    8,001,043  
Foreign currency, at value (cost $67,850) (Note 2)
    67,662  
Dividends receivable
    765,430  
Foreign taxes receivable
    178,296  
Unrealized appreciation on open forward currency contracts (Note 4)
    198,706  
Receivable for foreign currency sold
    6  
Due from broker on open futures contracts
    3,427,206  
Receivable for variation margin on open futures contracts (Note 4)
    426,233  
Receivable for expenses reimbursed by Manager (Note 5)
    44,479  
Miscellaneous receivable
    234  
         
Total assets
    412,763,856  
         
         
Liabilities:
       
Payable for investments purchased
    1,257,000  
Payable to affiliate for (Note 5):
       
Management fee
    204,373  
Shareholder service fee
    51,093  
Trustees and Trust Officers or agents unaffiliated with the Manager
    244  
Unrealized depreciation on open forward currency contracts (Note 4)
    264,665  
Accrued expenses
    236,660  
         
Total liabilities
    2,014,035  
         
Net assets
  $ 410,749,821  
         
Net assets consist of:
       
Paid-in capital
  $ 422,505,889  
Distributions in excess of net investment income
    (1,447,706 )
Accumulated net realized loss
    (9,417,635 )
Net unrealized depreciation
    (890,727 )
         
    $ 410,749,821  
         
Net assets attributable to:
       
Class III shares
  $ 410,749,821  
         
Shares outstanding:
       
Class III
    53,938,036  
         
Net asset value per share:
       
Class III
  $ 7.62  
         

         
    See accompanying notes to the financial statements.   23


 

GMO International Small Companies Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $759,872)
  $ 8,487,208  
Dividends from affiliated issuers (Note 10)
    1,966  
         
Total investment income
    8,489,174  
         
Expenses:
       
Management fee (Note 5)
    1,354,980  
Shareholder service fee – Class III (Note 5)
    338,745  
Custodian and fund accounting agent fees
    193,016  
Audit and tax fees
    43,148  
Transfer agent fees
    13,248  
Legal fees
    8,014  
Registration fees
    3,404  
Trustees fees and related expenses (Note 5)
    3,351  
Miscellaneous
    22,701  
         
Total expenses
    1,980,607  
Fees and expenses reimbursed by Manager (Note 5)
    (277,840 )
Expense reductions (Note 2)
    (16 )
         
Net expenses
    1,702,751  
         
Net investment income (loss)
    6,786,423  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    36,747,180  
Investments in affiliated issuers
    274  
Realized gains distributions from affiliated issuers (Note 10)
    409  
Futures contracts
    (487,253 )
Swap contracts
    (49,382 )
Foreign currency, forward contracts and foreign currency related transactions
    (493,205 )
         
Net realized gain (loss)
    35,718,023  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (70,628,662 )
Futures contracts
    (3,241,709 )
Swap contracts
    25,885  
Foreign currency, forward contracts and foreign currency related transactions
    (131,289 )
         
Net unrealized gain (loss)
    (73,975,775 )
         
Net realized and unrealized gain (loss)
    (38,257,752 )
         
Net increase (decrease) in net assets resulting from operations
  $ (31,471,329 )
         

         
24
  See accompanying notes to the financial statements.    


 

GMO International Small Companies Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 6,786,423     $ 10,952,904  
Net realized gain (loss)
    35,718,023       106,230,547  
Change in net unrealized appreciation (depreciation)
    (73,975,775 )     19,468,199  
                 
Net increase (decrease) in net assets from operations
    (31,471,329 )     136,651,650  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (14,145,301 )     (16,518,658 )
Net share transactions (Note 9):
               
Class III
    (11,514,675 )     (817,031,721 )
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    147,736       4,337,696  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (11,366,939 )     (812,694,025 )
                 
                 
Total increase (decrease) in net assets
    (56,983,569 )     (692,561,033 )
                 
Net assets:
               
Beginning of period
    467,733,390       1,160,294,423  
                 
End of period (including distributions in excess of net investment income of $1,447,706 and accumulated undistributed net investment income of $5,911,172, respectively)
  $ 410,749,821     $ 467,733,390  
                 

         
    See accompanying notes to the financial statements.   25


 

GMO International Small Companies Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31,
                   
    2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.48     $ 6.63     $ 4.20     $ 9.29     $ 12.22     $ 14.93  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.13       0.14       0.08       0.20       0.24       0.25  
Net realized and unrealized gain (loss)
    (0.72 )     1.88       2.50       (4.78 )     (0.34 )     2.68  
                                                 
                                                 
Total from investment operations
    (0.59 )     2.02       2.58       (4.58 )     (0.10 )     2.93  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.27 )     (0.17 )     (0.15 )     (0.13 )     (0.51 )     (0.33 )
From net realized gains
                      (0.38 )     (2.32 )     (5.31 )
                                                 
Total distributions
    (0.27 )     (0.17 )     (0.15 )     (0.51 )     (2.83 )     (5.64 )
                                                 
                                                 
Net asset value, end of period
  $ 7.62     $ 8.48     $ 6.63     $ 4.20     $ 9.29     $ 12.22  
                                                 
                                                 
Total Return(a)
    (7.22 )%**     31.11 %     61.64 %     (51.47 )%     (2.04 )%     23.35 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 410,750     $ 467,733     $ 1,160,294     $ 386,816     $ 679,536     $ 856,471  
Net expenses to average daily net assets
    0.75 %(b)(c)*     0.76 %(b)(c)     0.75 %(b)     0.75 %(d)     0.76 %(d)     0.75 %
Net investment income (loss) to average daily net assets
    3.01 %*     1.91 %     1.17 %     2.89 %     1.98 %     1.79 %
Portfolio turnover rate
    42 %**     55 %     58 %     64 %     72 %     48 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.12 %*     0.12 %     0.09 %     0.12 %     0.13 %     0.09 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.00 (e)   $ 0.05     $ 0.02     $ 0.01     $ 0.04     $ 0.03  
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
26
  See accompanying notes to the financial statements.    


 

GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO International Small Companies Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the MSCI EAFE Small Cap Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of non-U.S. small companies. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in securities of small companies. For these purposes, non-U.S. companies are companies tied economically to countries other than the U.S., and include both

         
        27


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
developed and emerging companies (“Non-U.S. Companies”). The Manager considers “small companies” to be all Non-U.S. Companies other than (i) the largest 500 companies in developed countries based on full, non-float adjusted market capitalization and (ii) any company in an emerging country with a full, non-float adjusted market capitalization that is greater than or equal to that of the smallest excluded developed country companies. A company’s full, non-float adjusted market capitalization includes all of the company’s outstanding equity securities. For purposes of the Fund’s investments, the term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Manager may make investments tied economically to emerging countries.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The Fund currently limits subscriptions due to capacity considerations.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31,

         
28
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.1% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      92.6 %
           
Futures Contracts
      (0.7 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.

         
        29


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value techniques on Level 3 investments: With respect to certain securities for which no current market or quoted prices were available, the Fund valued those securities at the most recent available market or quoted price. Certain of the Fund’s securities in Thailand were valued at the local price as adjusted by applying a premium or discount when the holdings exceed foreign ownership limitations.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 9,498,540     $     $ 9,498,540  
Austria
          4,631,393             4,631,393  
Belgium
    164       2,180,303             2,180,467  
Brazil
    764,022                   764,022  
Canada
    11,065,230                   11,065,230  
Chile
    257,823                   257,823  
China
          244,977             244,977  
Czech Republic
          115,035             115,035  
Denmark
          459,664             459,664  
Egypt
          274,631             274,631  
Finland
          1,229,024             1,229,024  
France
    1,848,946       23,859,436             25,708,382  
Germany
          33,064,531             33,064,531  
Greece
          2,060,413             2,060,413  
Hong Kong
          5,748,367             5,748,367  
India
          774,151             774,151  
Indonesia
          608,224             608,224  
Ireland
    30,763       8,873,006             8,903,769  
Israel
          544,571             544,571  

         
30
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Italy
  $     $ 15,905,080     $     $ 15,905,080  
Japan
          129,104,836             129,104,836  
Malaysia
          559,661             559,661  
Mexico
    234,325                   234,325  
Netherlands
          9,192,966             9,192,966  
Norway
          3,332,884             3,332,884  
Philippines
          204,534             204,534  
Poland
          490,416             490,416  
Singapore
          8,837,718             8,837,718  
South Africa
    37,122       520,879             558,001  
South Korea
          4,007,640             4,007,640  
Spain
          1,897,438             1,897,438  
Sweden
          9,137,618       10,285       9,147,903  
Switzerland
          2,935,236             2,935,236  
Taiwan
          1,739,865             1,739,865  
Thailand
                211,259       211,259  
Turkey
          551,436             551,436  
United Kingdom
    966,065       85,435,671             86,401,736  
                                 
TOTAL COMMON STOCKS
    15,204,460       368,020,144       221,544       383,446,148  
                                 
Preferred Stocks
                               
Brazil
    204,268                   204,268  
Germany
          12,288,525             12,288,525  
                                 
TOTAL PREFERRED STOCKS
    204,268       12,288,525             12,492,793  
                                 
Rights/Warrants
                               
Malaysia
          1,904             1,904  
                                 
TOTAL RIGHTS/WARRANTS
          1,904             1,904  
                                 
Mutual Funds
                               
United States
    8,001,043                   8,001,043  
                                 
TOTAL MUTUAL FUNDS
    8,001,043                   8,001,043  
                                 
Short-Term Investments
    3,713,716                   3,713,716  
                                 
Total Investments
    27,123,487       380,310,573       221,544       407,655,604  
                                 

         
        31


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
  $     $ 198,706     $     $ 198,706  
Futures Contracts
                               
Equity risk
    95,407       651,168             746,575  
                                 
Total Derivatives
    95,407       849,874             945,281  
                                 
Total
  $ 27,218,894     $ 381,160,447     $ 221,544     $ 408,600,885  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign currency risk
  $      —     $ (264,665 )   $      —     $ (264,665 )
Futures Contracts
                               
Equity risk
          (3,341,562 )           (3,341,562 )
                                 
Total Derivatives
          (3,606,227 )           (3,606,227 )
                                 
Total
  $     $ (3,606,227 )   $     $ (3,606,227 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’

         
32
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
portfolio valuation notes in their financial statements. The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was 0.1% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments Still
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Common Stocks
                                                                                 
Egypt
  $ 201,417     $     $ (109,955 )   $      —     $ (34,642 )   $ 118,561     $      —     $ (175,381 )**   $       $  
South Korea
    85,393                               (1,472 )           (83,921 )**              
Sweden
    10,297                               (12 )                 10,285         (12 )
Thailand
    627,570       286,165       (60,828 )           (5,976 )   $ (5,879 )           (629,793 )**   $ 211,259         (10,951 )
                                                                                   
Total
  $ 924,677     $ 286,165     $ (170,783 )   $     $ (40,618 )   $ 111,198     $     $ (889,095 )   $ 221,544       $ (10,963 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
            ** Financial assets transferred between Level 2 and Level 3 were due to a change in observable and/or unobservable inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.

         
        33


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.

         
34
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (34,702,861 )
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 422,545,779     $ 28,206,367     $ (43,096,542 )   $ (14,890,175 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on

         
        35


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed.
 
Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a compnent of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.

         
36
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.

         
        37


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
38
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.

         
        39


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect

         
40
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

         
        41


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to manage against anticipated currency exchange rate changes and adjust exposure to foreign currencies. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying

         
42
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.

         
        43


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.

         
44
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used total return swap agreements achieve returns comparable to holding and lending a direct equity position. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants as a result of a corporate action. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $     $      —     $ 1,904     $      —     $ 1,904  
Unrealized appreciation on forward currency contracts
          198,706                         198,706  
Unrealized appreciation on futures contracts *
                      746,575             746,575  
                                                 
Total
  $     $ 198,706     $     $ 748,479     $     $ 947,185  
                                                 

         
        45


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
  August 31, 2011Ù: — continued
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (264,665 )   $     $     $     $ (264,665 )
Unrealized depreciation on futures contracts *
                      (3,341,562 )           (3,341,562 )
                                                 
Total
  $     $ (264,665 )   $     $ (3,341,562 )   $     $ (3,606,227 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $     $      —     $ 212,050     $      —     $ 212,050  
Futures contracts
                      (487,253 )           (487,253 )
Forward currency contracts
          (575,544 )                       (575,544 )
Swap agreements
                      (49,382 )           (49,382 )
                                                 
Total
  $     $ (575,544 )   $     $ (324,585 )   $     $ (900,129 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ 945     $     $ 945  
Futures contracts
                      (3,241,709 )           (3,241,709 )
Forward currency contracts
          (131,207 )                       (131,207 )
Swap agreements
                      25,885             25,885  
                                                 
Total
  $     $ (131,207 )   $     $ (3,214,879 )   $     $ (3,346,086 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.

         
46
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts, rights and/or warrants), notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                 
    Forward currency
  Futures
      Rights and/or
    contract   contracts   Swap agreements   Warrants
 
Average amount outstanding
    95,878,332       44,194,781       107,009       84,341  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.60% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.60% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $3,351 and $1,561, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        47


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $186,255,582 and $206,851,626, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 48.43% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 2.97% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 1.03% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:

         
48
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    353,549     $ 2,782,934       2,736,484     $ 19,892,462  
Shares issued to shareholders in reinvestment of distributions
    1,498,733       12,454,474       2,233,542       15,169,467  
Shares repurchased
    (3,084,323 )     (26,752,083 )     (124,720,756 )     (852,093,650 )
Purchase premiums
          13,976             88,579  
Redemption fees
          133,760             4,249,117  
                                 
Net increase (decrease)
    (1,232,041 )   $ (11,366,939 )     (119,750,730 )   $ (812,694,025 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
   
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income   Gains   of period
 
GMO U.S. Treasury Fund
  $ 8,505,000     $ 27,834,001     $ 28,338,232     $ 1,966     $ 409     $ 8,001,043  
                                                 
Totals
  $ 8,505,000     $ 27,834,001     $ 28,338,232     $ 1,966     $ 409     $ 8,001,043  
                                                 

         
        49


 

GMO International Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
50
       


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        51


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
52
       


 

GMO International Small Companies Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        53


 

 
GMO International Small Companies Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.75 %   $ 1,000.00     $ 927.80     $ 3.63  
2) Hypothetical
    0.75 %   $ 1,000.00     $ 1,021.37     $ 3.81  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
54
       


 

 
GMO Quality Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Quality Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    94.8 %
Short-Term Investments
    3.7  
Mutual Funds
    0.4  
Futures Contracts
    0.0 ^
Other
    1.1  
         
      100.0 %
         
 
Ù Rounds to 0.0%.
 
         
Country Summary*   % of Investments  
United States
    85.2 %
United Kingdom
    4.4  
Switzerland
    4.1  
France
    2.3  
Netherlands
    2.1  
Japan
    1.3  
Belgium
    0.6  
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.

         
        1


 

 
GMO Quality Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    22.0 %
Food, Beverage & Tobacco
    19.5  
Software & Services
    19.0  
Technology Hardware & Equipment
    11.1  
Energy
    8.9  
Health Care Equipment & Services
    5.3  
Food & Staples Retailing
    4.9  
Household & Personal Products
    4.8  
Consumer Durables & Apparel
    1.2  
Consumer Services
    0.9  
Telecommunication Services
    0.9  
Retailing
    0.8  
Capital Goods
    0.7  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
2
       


 

GMO Quality Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 94.8%        
                     
            Capital Goods — 0.6%        
      1,289,800     3M Co.     107,027,604  
      24,700     United Technologies Corp.     1,833,975  
                     
            Total Capital Goods     108,861,579  
                     
                     
            Consumer Durables & Apparel — 1.1%        
      2,185,000     Nike, Inc.-Class B     189,330,250  
                     
                     
            Consumer Services — 0.9%        
      1,688,300     McDonald’s Corp.     152,723,618  
                     
                     
            Energy — 8.5%        
      10,556,507     BP Plc     68,902,590  
      5,065,270     Chevron Corp.     501,005,856  
      5,743,600     Exxon Mobil Corp.     425,256,144  
      6,048,944     Royal Dutch Shell Group-Class A     202,345,385  
      4,736,299     Total SA     231,299,335  
                     
            Total Energy     1,428,809,310  
                     
                     
            Food & Staples Retailing — 4.6%        
      2,485,500     Sysco Corp.     69,420,015  
      4,000,500     Walgreen Co.     140,857,605  
      10,659,700     Wal-Mart Stores, Inc.     567,202,637  
                     
            Total Food & Staples Retailing     777,480,257  
                     
                     
            Food, Beverage & Tobacco — 18.5%        
      3,154,900     Altria Group, Inc.     85,781,731  
      1,789,139     Anheuser-Busch InBev NV     98,756,301  
      4,389,010     British American Tobacco Plc     195,274,256  
      158,800     Brown-Forman Corp.-Class B     11,393,900  
      18,200     Campbell Soup Co.     580,034  
      10,429,600     Coca-Cola Co. (The)     734,765,320  
      198,100     General Mills, Inc.     7,509,971  
      887,700     Hansen Natural Corp. *     75,738,564  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Quality Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Food, Beverage & Tobacco — continued        
      9,400     HJ Heinz Co.     494,816  
      72,200     Kellogg Co.     3,921,904  
      855,500     Lorillard, Inc.     95,319,810  
      3,677,162     Nestle SA     227,522,885  
      6,412,100     PepsiCo, Inc.     413,131,603  
      11,862,300     Philip Morris International, Inc.     822,294,636  
      25,100     Reynolds American, Inc.     943,007  
      9,983,441     Unilever NV     338,380,089  
                     
            Total Food, Beverage & Tobacco     3,111,808,827  
                     
                     
            Health Care Equipment & Services — 5.0%        
      33,200     Cerner Corp. *     2,189,872  
      3,620,980     Express Scripts, Inc. *     169,968,801  
      369,400     Henry Schein, Inc. *     24,347,154  
      3,500     Intuitive Surgical, Inc. *     1,334,725  
      182,400     Laboratory Corp. of America Holdings *     15,235,872  
      135,700     Lincare Holdings, Inc.     2,921,621  
      438,200     Medco Health Solutions, Inc. *     23,724,148  
      5,265,930     Medtronic, Inc.     184,676,165  
      1,054,100     Quest Diagnostics, Inc.     52,778,787  
      5,268,994     UnitedHealth Group, Inc.     250,382,595  
      388,800     WellPoint, Inc.     24,611,040  
      1,723,775     Zimmer Holdings, Inc. *     98,065,560  
                     
            Total Health Care Equipment & Services     850,236,340  
                     
                     
            Household & Personal Products — 4.5%        
      717,700     Church & Dwight Co., Inc.     31,248,658  
      23,427     Clorox Co.     1,632,862  
      2,631,400     Colgate-Palmolive Co.     236,747,058  
      368,300     Kimberly-Clark Corp.     25,471,628  
      7,401,000     Procter & Gamble Co. (The)     471,295,680  
                     
            Total Household & Personal Products     766,395,886  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Quality Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 20.9%        
      7,541,305     Abbott Laboratories     395,993,926  
      3,364,860     Amgen, Inc.     186,430,068  
      1,147,736     AstraZeneca Plc     54,346,799  
      231,500     Bristol-Myers Squibb Co.     6,887,125  
      2,677,300     Eli Lilly & Co.     100,425,523  
      1,164,900     Gilead Sciences, Inc. *     46,462,037  
      8,541,168     GlaxoSmithKline Plc     181,836,068  
      14,656,400     Johnson & Johnson     964,391,120  
      8,875,100     Merck & Co., Inc.     293,943,312  
      3,900,766     Novartis AG (Registered)     227,605,802  
      35,633,748     Pfizer, Inc.     676,328,537  
      1,174,289     Roche Holding AG     205,340,896  
      1,918,511     Sanofi-Aventis     139,913,164  
      879,900     Takeda Pharmaceutical Co Ltd     42,616,723  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     3,522,521,100  
                     
                     
            Retailing — 0.8%        
      2,445,300     Target Corp.     126,348,651  
                     
                     
            Software & Services — 18.0%        
      38,973     eBay, Inc. *     1,203,096  
      997,660     Google, Inc.-Class A *     539,694,154  
      1,896,670     International Business Machines Corp.     326,056,540  
      641,280     MasterCard, Inc.-Class A     211,436,429  
      36,524,300     Microsoft Corp.     971,546,380  
      25,825,400     Oracle Corp.     724,918,978  
      2,827,000     Visa, Inc.-Class A     248,436,760  
      56,725     Yahoo! Japan Corp.     18,397,662  
                     
            Total Software & Services     3,041,689,999  
                     
                     
            Technology Hardware & Equipment — 10.5%        
      1,623,890     Apple, Inc. *     624,921,589  
      55,190,600     Cisco Systems, Inc.     865,388,608  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Quality Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            Technology Hardware & Equipment — continued        
      212,000     Hewlett-Packard Co.     5,518,360  
      5,420,200     Qualcomm, Inc.     278,923,492  
                     
            Total Technology Hardware & Equipment     1,774,752,049  
                     
                     
            Telecommunication Services — 0.9%        
      78,309     NTT Docomo Inc     142,753,763  
                     
                     
            TOTAL COMMON STOCKS (COST $14,231,528,062)     15,993,711,629  
                     
                     
            MUTUAL FUNDS — 0.4%        
                     
            Affiliated Issuers — 0.4%        
      2,699,287     GMO U.S. Treasury Fund     67,509,160  
                     
                     
            TOTAL MUTUAL FUNDS (COST $67,495,362)     67,509,160  
                     
                     
            SHORT-TERM INVESTMENTS — 3.7%        
                     
            Money Market Funds — 0.9%        
      152,273,370     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00% (a)     152,273,370  
                     
                     
            U.S. Government — 2.8%        
      290,000,000     U.S. Treasury Bill, 0.11%, due 09/08/11 (b)     289,993,233  
      175,000,000     U.S. Treasury Bill, 0.06%, due 05/03/12 (b)     174,928,600  
                     
            Total U.S. Government     464,921,833  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $617,076,048)     617,195,203  
                     
                     
            TOTAL INVESTMENTS — 98.9%
(Cost $14,916,099,472)
    16,678,415,992  
            Other Assets and Liabilities (net) — 1.1%     189,628,700  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 16,868,044,692  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Quality Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
1,918
    S&P 500 E-Mini Index     September 2011   $ 116,777,430     $ 2,147,947  
                         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(b) Rate shown represents yield-to-maturity.

         
    See accompanying notes to the financial statements.   7


 

GMO Quality Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $14,848,604,110) (Note 2)
  $ 16,610,906,832  
Investments in affiliated issuers, at value (cost $67,495,362) (Notes 2 and 10)
    67,509,160  
Foreign currency, at value (cost $1,471,041) (Note 2)
    1,473,590  
Receivable for Fund shares sold
    136,534,309  
Dividends and interest receivable
    51,709,501  
Foreign taxes receivable
    14,110,690  
Due from broker on open futures contracts
    2,824,000  
Receivable for variation margin on open futures contracts (Note 4)
    475,504  
Receivable for expenses reimbursed by Manager (Note 5)
    206,119  
         
Total assets
    16,885,749,705  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    10,946,074  
Payable to affiliate for (Note 5):
       
Management fee
    4,492,079  
Shareholder service fee
    1,242,459  
Trustees and Trust Officers or agents unaffiliated with the Manager
    49,633  
Accrued expenses
    974,768  
         
Total liabilities
    17,705,013  
         
Net assets
  $ 16,868,044,692  
         

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Quality Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 15,615,159,324  
Accumulated undistributed net investment income
    54,669,018  
Accumulated net realized loss
    (568,791,921 )
Net unrealized appreciation
    1,767,008,271  
         
    $ 16,868,044,692  
         
Net assets attributable to:
       
Class III shares
  $ 5,541,541,565  
         
Class IV shares
  $ 1,309,098,400  
         
Class V shares
  $ 851,448,892  
         
Class VI shares
  $ 9,165,955,835  
         
Shares outstanding:
       
Class III
    264,387,500  
         
Class IV
    62,408,930  
         
Class V
    40,606,485  
         
Class VI
    437,158,321  
         
Net asset value per share:
       
Class III
  $ 20.96  
         
Class IV
  $ 20.98  
         
Class V
  $ 20.97  
         
Class VI
  $ 20.97  
         

         
    See accompanying notes to the financial statements.   9


 

GMO Quality Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $7,400,100)
  $ 214,993,952  
Interest
    294,616  
Dividends from affiliated issuers (Note 10)
    18,953  
         
Total investment income
    215,307,521  
         
Expenses:
       
Management fee (Note 5)
    26,797,218  
Shareholder service fee – Class III (Note 5)
    4,008,414  
Shareholder service fee – Class IV (Note 5)
    878,609  
Shareholder service fee – Class V (Note 5)
    148,709  
Shareholder service fee – Class VI (Note 5)
    2,440,004  
Custodian, fund accounting agent and transfer agent fees
    811,256  
Legal fees
    276,092  
Trustees fees and related expenses (Note 5)
    144,091  
Audit and tax fees
    40,112  
Registration fees
    21,896  
Miscellaneous
    107,230  
         
Total expenses
    35,673,631  
Fees and expenses reimbursed by Manager (Note 5)
    (1,200,692 )
Expense reductions (Note 2)
    (36,439 )
         
Net expenses
    34,436,500  
         
Net investment income (loss)
    180,871,021  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    656,833,385  
Investments in affiliated issuers
    8,363  
Realized gains distributions from affiliated issuers (Note 10)
    2,934  
Futures contracts
    3,876,405  
Foreign currency, forward contracts and foreign currency related transactions
    1,165,172  
         
Net realized gain (loss)
    661,886,259  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (560,291,996 )
Investments in affiliated issuers
    13,798  
Futures contracts
    2,147,947  
Foreign currency, forward contracts and foreign currency related transactions
    1,722,789  
         
Net unrealized gain (loss)
    (556,407,462 )
         
Net realized and unrealized gain (loss)
    105,478,797  
         
Net increase (decrease) in net assets resulting from operations
  $ 286,349,818  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Quality Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 180,871,021     $ 290,991,854  
Net realized gain (loss)
    661,886,259       197,853,164  
Change in net unrealized appreciation (depreciation)
    (556,407,462 )     1,242,645,412  
                 
                 
Net increase (decrease) in net assets from operations
    286,349,818       1,731,490,430  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (57,254,280 )     (83,157,601 )
Class IV
    (18,961,417 )     (24,529,451 )
Class V
    (2,181,745 )     (9,752,353 )
Class VI
    (98,502,088 )     (166,119,977 )
                 
Total distributions from net investment income
    (176,899,530 )     (283,559,382 )
                 
Net share transactions (Note 9):
               
Class III
    207,918,669       689,070,770  
Class IV
    (373,034,031 )     421,295,506  
Class V
    493,617,877       (228,234,746 )
Class VI
    193,455,473       (1,052,519,127 )
                 
Increase (decrease) in net assets resulting from net share transactions
    521,957,988       (170,387,597 )
                 
                 
Total increase (decrease) in net assets
    631,408,276       1,277,543,451  
                 
Net assets:
               
Beginning of period
    16,236,636,416       14,959,092,965  
                 
End of period (including accumulated undistributed net investment income of $54,669,018 and $50,697,527, respectively)
  $ 16,868,044,692     $ 16,236,636,416  
                 

         
    See accompanying notes to the financial statements.   11


 

GMO Quality Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 20.81     $ 18.99     $ 14.17     $ 20.56     $ 21.78     $ 20.81  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.23       0.36       0.33       0.37       0.39       0.35  
Net realized and unrealized gain (loss)
    0.15       1.82       4.83       (6.30 )     (0.70 )     1.12  
                                                 
                                                 
Total from investment operations
    0.38       2.18       5.16       (5.93 )     (0.31 )     1.47  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.23 )     (0.36 )     (0.34 )     (0.34 )     (0.36 )     (0.34 )
From net realized gains
                      (0.12 )     (0.55 )     (0.16 )
                                                 
                                                 
Total distributions
    (0.23 )     (0.36 )     (0.34 )     (0.46 )     (0.91 )     (0.50 )
                                                 
                                                 
Net asset value, end of period
  $ 20.96     $ 20.81     $ 18.99     $ 14.17     $ 20.56     $ 21.78  
                                                 
                                                 
Total Return(a)
    1.80 %**     11.67 %     36.73 %     (29.37 )%     (1.76 )%     7.18 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 5,541,542     $ 5,288,776     $ 4,119,119     $ 1,952,579     $ 2,003,758     $ 1,575,300  
Net expenses to average daily net assets
    0.48 %(b) (c)*     0.48 %(b) (c)     0.48 %(b)     0.48 %(b)     0.48 %(b)     0.48 %
Net investment income (loss) to average daily net assets
    2.17 %*     1.88 %     1.88 %     2.03 %     1.74 %     1.64 %
Portfolio turnover rate
    21 %**     32 %     28 %     36 %     46 %     50 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.02 %     0.02 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

GMO Quality Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 20.83     $ 19.01     $ 14.19     $ 20.57     $ 21.80     $ 20.82  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.23       0.38       0.34       0.39       0.40       0.37  
Net realized and unrealized gain (loss)
    0.15       1.81       4.83       (6.30 )     (0.71 )     1.11  
                                                 
                                                 
Total from investment operations
    0.38       2.19       5.17       (5.91 )     (0.31 )     1.48  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.23 )     (0.37 )     (0.35 )     (0.35 )     (0.37 )     (0.34 )
From net realized gains
                      (0.12 )     (0.55 )     (0.16 )
                                                 
                                                 
Total distributions
    (0.23 )     (0.37 )     (0.35 )     (0.47 )     (0.92 )     (0.50 )
                                                 
                                                 
Net asset value, end of period
  $ 20.98     $ 20.83     $ 19.01     $ 14.19     $ 20.57     $ 21.80  
                                                 
                                                 
Total Return(a)
    1.82 %**     11.71 %     36.73 %     (29.27 )%     (1.77 )%     7.19 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,309,098     $ 1,662,542     $ 1,132,006     $ 787,276     $ 432,046     $ 800,458  
Net expenses to average daily net assets
    0.44 %(b) (c)*     0.44 %(b) (c)     0.44 %(b)     0.44 %(b)     0.44 %(b)     0.44 %
Net investment income (loss) to average daily net assets
    2.16 %*     1.95 %     1.97 %     2.11 %     1.78 %     1.79 %
Portfolio turnover rate
    21 %**     32 %     28 %     36 %     46 %     50 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.02 %     0.02 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Quality Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class V share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 20.82     $ 19.00     $ 14.17     $ 20.56     $ 21.79     $ 21.91  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.27       0.38       0.34       0.39       0.41       0.07  
Net realized and unrealized gain (loss)
    0.11       1.81       4.84       (6.30 )     (0.72 )     0.04  
                                                 
                                                 
Total from investment operations
    0.38       2.19       5.18       (5.91 )     (0.31 )     0.11  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.23 )     (0.37 )     (0.35 )     (0.36 )     (0.37 )     (0.09 )
From net realized gains
                      (0.12 )     (0.55 )     (0.14 )
                                                 
                                                 
Total distributions
    (0.23 )     (0.37 )     (0.35 )     (0.48 )     (0.92 )     (0.23 )
                                                 
                                                 
Net asset value, end of period
  $ 20.97     $ 20.82     $ 19.00     $ 14.17     $ 20.56     $ 21.79  
                                                 
                                                 
Total Return(b)
    1.80 %**     11.73 %     36.87 %     (29.31 )%     (1.75 )%     0.49 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 851,449     $ 371,927     $ 551,272     $ 637,834     $ 663,616     $ 259,430  
Net expenses to average daily net assets
    0.42 %(c) (d)*     0.42 %(c) (d)     0.42 %(c)     0.42 %(c)     0.42 %(c)     0.42 %*
Net investment income (loss) to average daily net assets
    2.59 %*     1.96 %     1.98 %     2.11 %     1.83 %     1.40 %*
Portfolio turnover rate
    21 %**     32 %     28 %     36 %     46 %     50 %††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.02 %     0.02 %     0.02 %     0.02 %     0.02 %*
 
(a) Period from December 8, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.

         
14
  See accompanying notes to the financial statements.    


 

GMO Quality Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 20.82     $ 19.00     $ 14.18     $ 20.57     $ 21.79     $ 21.91  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.24       0.38       0.35       0.40       0.41       0.07  
Net realized and unrealized gain (loss)
    0.15       1.81       4.82       (6.31 )     (0.70 )     0.04  
                                                 
                                                 
Total from investment operations
    0.39       2.19       5.17       (5.91 )     (0.29 )     0.11  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.24 )     (0.37 )     (0.35 )     (0.36 )     (0.38 )     (0.09 )
From net realized gains
                      (0.12 )     (0.55 )     (0.14 )
                                                 
                                                 
Total distributions
    (0.24 )     (0.37 )     (0.35 )     (0.48 )     (0.93 )     (0.23 )
                                                 
                                                 
Net asset value, end of period
  $ 20.97     $ 20.82     $ 19.00     $ 14.18     $ 20.57     $ 21.79  
                                                 
                                                 
Total Return(b)
    1.85 %**     11.77 %     36.81 %     (29.28 )%     (1.67 )%     0.49 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 9,165,956     $ 8,913,391     $ 9,156,696     $ 5,273,791     $ 5,237,363     $ 2,588,116  
Net expenses to average daily net assets
    0.39 %(c) (d)*     0.39 %(c) (d)     0.39 %(c)     0.39 %(c)     0.39 %(c)     0.39 %*
Net investment income (loss) to average daily net assets
    2.26 %*     1.99 %     2.00 %     2.16 %     1.84 %     1.43 %*
Portfolio turnover rate
    21 %**     32 %     28 %     36 %     46 %     50 %††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.02 %     0.02 %     0.02 %     0.02 %     0.02 %*
 
(a) Period from December 8, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   15


 

GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Quality Fund is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes to be of high quality. The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy. In assessing a company’s quality, the Manager may consider several factors, including in particular, high return on equity, low debt to equity and the Manager’s assessment of the company relative to its competitors.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization and exposure to groups such as industry, sector, country or currency.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund may hold fewer than 100 stocks. The Fund may make tactical allocations of up to 20% of its net assets to investments in cash and high quality debt instruments. To the extent the Fund takes temporary defensive positions or holds cash, cash equivalents, or high quality debt investments on a temporary basis, the Fund may not achieve its investment objective.

         
16
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is permitted to invest directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of companies tied economically to any country in the world, including emerging countries. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds.
 
Throughout the period ended August 31, 2011, the Fund had four classes of shares outstanding: Class III, Class IV, Class V and Class VI. Each class of shares bears a different shareholder service fee.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of

         
        17


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      14.1 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:

         
18
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Belgium
  $     $ 98,756,301     $      —     $ 98,756,301  
France
          371,212,499             371,212,499  
Japan
          203,768,148             203,768,148  
Netherlands
          338,380,089             338,380,089  
Switzerland
          660,469,583             660,469,583  
United Kingdom
          702,705,098             702,705,098  
United States
    13,618,419,911                   13,618,419,911  
                                 
TOTAL COMMON STOCKS
    13,618,419,911       2,375,291,718             15,993,711,629  
                                 
Mutual Funds
    67,509,160                   67,509,160  
Short-Term Investments
    327,201,970       289,993,233             617,195,203  
                                 
Total Investments
    14,013,131,041       2,665,284,951             16,678,415,992  
                                 
Derivatives *
                               
Futures Contracts
                               
Equity risk
    2,147,947                   2,147,947  
                                 
Total
  $ 14,015,278,988     $ 2,665,284,951     $     $ 16,680,563,939  
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.

         
        19


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary

         
20
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (81,384,354 )
February 28, 2018
    (768,120,457 )
         
Total
  $ (849,504,811 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 15,258,993,839     $ 1,577,915,586     $ (158,493,433 )   $ 1,419,422,153      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are

         
        21


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.

         
22
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Focused Investment Risk — Focusing investments in a limited number of countries, sectors or companies or in industries with high positive correlations to one another creates additional risk. The Fund invests its assets in the securities of a limited number of issuers, and a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund invested in the securities of a larger number of issuers.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in

         
        23


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.

         
24
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty

         
        25


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives

         
26
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to maintain the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        27


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance

         
28
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the

         
        29


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
30
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $      —     $      —     $      —     $ 2,147,947     $      —     $ 2,147,947  
                                                 
Total
  $     $     $     $ 2,147,947     $     $ 2,147,947  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $      —     $      —     $ 3,876,405     $      —     $ 3,876,405  
                                                 
Total
  $     $     $     $ 3,876,405     $     $ 3,876,405  
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Futures contracts
  $     $     $     $ 2,147,947     $     $ 2,147,947  
                                                 
Total
  $     $     $     $ 2,147,947     $     $ 2,147,947  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (futures contracts) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
         
    Futures
    contracts
 
Average amount outstanding
  $ 19,462,905  

         
        31


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.105% for Class IV shares, 0.085% for Class V shares and 0.055% for Class VI shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.33% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $144,091 and $55,342, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
32
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $3,535,355,429 and $3,295,010,488, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 12.15% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.37% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 45.81% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        33


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    34,480,301     $ 717,172,938       88,856,935     $ 1,694,729,284  
Shares issued to shareholders in reinvestment of distributions
    2,268,205       48,144,972       3,592,173       67,822,139  
Shares repurchased
    (26,451,929 )     (557,399,241 )     (55,211,086 )     (1,073,480,653 )
                                 
Net increase (decrease)
    10,296,577     $ 207,918,669       37,238,022     $ 689,070,770  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    14,536,910     $ 311,779,079       41,881,875     $ 835,664,891  
Shares issued to shareholders in reinvestment of distributions
    550,189       11,698,659       687,101       12,952,102  
Shares repurchased
    (32,488,621 )     (696,511,769 )     (22,308,314 )     (427,321,487 )
                                 
Net increase (decrease)
    (17,401,522 )   $ (373,034,031 )     20,260,662     $ 421,295,506  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class V:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    30,997,558     $ 665,370,202       842,183     $ 15,799,234  
Shares issued to shareholders in reinvestment of distributions
    102,662       2,181,745       463,507       8,758,346  
Shares repurchased
    (8,359,675 )     (173,934,070 )     (12,459,450 )     (252,792,326 )
                                 
Net increase (decrease)
    22,740,545     $ 493,617,877       (11,153,760 )   $ (228,234,746 )
                                 
                                 
                                 

         
34
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    124,675,334     $ 2,621,616,203       76,643,800     $ 1,454,354,242  
Shares issued to shareholders in reinvestment of distributions
    4,364,915       92,625,110       8,411,337       158,834,375  
Shares repurchased
    (119,978,923 )     (2,520,785,840 )     (138,896,296 )     (2,665,707,744 )
                                 
Net increase (decrease)
    9,061,326     $ 193,455,473       (53,841,159 )   $ (1,052,519,127 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 52,104,000     $ 36,298,000     $ 20,915,000     $ 18,953     $ 2,934     $ 67,509,160  
                                                 
Totals
  $ 52,104,000     $ 36,298,000     $ 20,915,000     $ 18,953     $ 2,934     $ 67,509,160  
                                                 

         
        35


 

GMO Quality Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
36
       


 

 
GMO Quality Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        37


 

 
GMO Quality Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
38
       


 

GMO Quality Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        39


 

 
GMO Quality Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.48 %   $ 1,000.00     $ 1,018.00     $ 2.43  
2) Hypothetical
    0.48 %   $ 1,000.00     $ 1,022.72     $ 2.44  
                                 
Class IV
                               
                                 
1) Actual
    0.44 %   $ 1,000.00     $ 1,018.20     $ 2.23  
2) Hypothetical
    0.44 %   $ 1,000.00     $ 1,022.92     $ 2.24  
                                 
Class V
                               
                                 
1) Actual
    0.42 %   $ 1,000.00     $ 1,018.00     $ 2.13  
2) Hypothetical
    0.42 %   $ 1,000.00     $ 1,023.03     $ 2.14  
                                 
Class VI
                               
                                 
1) Actual
    0.39 %   $ 1,000.00     $ 1,018.50     $ 1.98  
2) Hypothetical
    0.39 %   $ 1,000.00     $ 1,023.18     $ 1.98  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
40
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Real Estate Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    98.8 %
Mutual Funds
    1.2  
Short-Term Investments
    0.5  
Other
    (0.5 )
         
      100.0 %
         
 
         
Sub-industry Summary   % of REIT Investments  
Specialized
    26.7 %
Retail
    26.3  
Residential
    19.7  
Office
    16.2  
Diversified
    7.1  
Industrial
    4.0  
         
      100.0 %
         

         
        1


 

GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            REAL ESTATE INVESTMENTS — 98.8%        
                     
            REAL ESTATE INVESTMENT TRUSTS — 98.8%        
                     
            Diversified — 7.1%        
      2,500     CapLease, Inc.      9,975  
      3,200     Colonial Properties Trust     67,264  
      3,500     Liberty Property Trust     118,790  
      700     PS Business Parks, Inc.      38,269  
      9,446     Vornado Realty Trust     811,506  
      900     Washington Real Estate Investment Trust     27,846  
      1,300     Winthrop Realty Trust     13,286  
                     
            Total Diversified     1,086,936  
                     
                     
            Industrial — 3.9%        
      9,200     DCT Industrial Trust, Inc.      41,492  
      2,400     DuPont Fabros Technology, Inc.      55,560  
      1,500     EastGroup Properties, Inc.      60,615  
      2,000     First Industrial Realty Trust, Inc. *     18,880  
      15,760     ProLogis, Inc.      429,145  
                     
            Total Industrial     605,692  
                     
                     
            Office — 16.0%        
      3,170     Alexandria Real Estate Equities, Inc.      230,808  
      7,200     BioMed Realty Trust, Inc.      131,688  
      8,400     Boston Properties, Inc.      876,036  
      4,289     Brandywine Realty Trust     42,633  
      4,225     CommonWealth REIT     86,866  
      1,000     Corporate Office Properties Trust     26,790  
      3,300     Digital Realty Trust, Inc.      197,175  
      4,800     Douglas Emmett, Inc.      86,592  
      5,100     Duke Realty Corp.      60,537  
      2,900     Franklin Street Properties Corp.      37,816  
      1,200     Government Properties Income Trust     28,104  
      2,600     Highwoods Properties, Inc.      85,176  
      2,600     Kilroy Realty Corp.      92,898  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Office — continued        
      4,608     Lexington Realty Trust     34,007  
      2,200     Mack-Cali Realty Corp.      68,530  
      3,200     Piedmont Office Realty Trust, Inc.-Class A     60,480  
      4,523     SL Green Realty Corp.      326,741  
                     
            Total Office     2,472,877  
                     
                     
            Residential — 19.4%        
      800     American Campus Communities, Inc.      31,208  
      5,886     Apartment Investment & Management Co.-Class A     156,386  
      5,283     AvalonBay Communities, Inc.      720,496  
      4,000     BRE Properties, Inc.      201,040  
      2,700     Camden Property Trust     180,414  
      3,100     Education Realty Trust, Inc.      27,900  
      1,000     Equity Lifestyle Properties, Inc.      68,920  
      15,000     Equity Residential     917,700  
      1,170     Essex Property Trust, Inc.      167,953  
      1,200     Home Properties, Inc.      80,244  
      1,600     Mid-America Apartment Communities, Inc.      114,368  
      2,500     Post Properties, Inc.      104,500  
      1,000     Sun Communities, Inc.      38,540  
      6,781     UDR, Inc.      181,121  
                     
            Total Residential     2,990,790  
                     
                     
            Retail — 26.0%        
      1,984     Acadia Realty Trust     41,823  
      70     Alexander’s, Inc.      30,303  
      7,731     CBL & Associates Properties, Inc.      113,723  
      11,197     Developers Diversified Realty Corp.      138,731  
      2,200     Equity One, Inc.      39,622  
      2,300     Federal Realty Investment Trust     208,265  
      5,200     General Growth Properties, Inc.      70,928  
      1,300     Getty Realty Corp.      24,713  
      18,258     Kimco Realty Corp.      323,166  
      7,396     Macerich Co. (The)     362,700  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Retail — continued        
      3,400     National Retail Properties, Inc.      92,684  
      3,300     Ramco-Gershenson Properties Trust     34,155  
      3,700     Realty Income Corp.      128,316  
      3,000     Regency Centers Corp.      123,780  
      300     Saul Centers, Inc.      10,614  
      16,153     Simon Property Group, Inc.      1,897,977  
      1,400     Tanger Factory Outlet Centers, Inc.      39,382  
      3,000     Taubman Centers, Inc.      172,890  
      1,000     Urstadt Biddle Properties, Inc.      16,810  
      5,900     Weingarten Realty Investors     143,783  
                     
            Total Retail     4,014,365  
                     
                     
            Specialized — 26.4%        
      6,611     DiamondRock Hospitality Co.      51,169  
      2,600     Entertainment Properties Trust     109,538  
      4,300     Extra Space Storage, Inc.      92,450  
      18,500     HCP, Inc.      689,680  
      7,200     Health Care, Inc.      366,912  
      1,200     Healthcare Realty Trust, Inc.      20,988  
      6,100     Hospitality Properties Trust     143,228  
      24,637     Host Hotels & Resorts, Inc.      291,456  
      3,200     LaSalle Hotel Properties     60,160  
      1,200     LTC Properties, Inc.      32,388  
      6,300     Medical Properties Trust, Inc.      67,347  
      1,400     National Health Investors, Inc.      63,980  
      4,100     Omega Healthcare Investors, Inc.      74,415  
      8,194     Public Storage     1,013,843  
      8,200     Senior Housing Properties Trust     195,078  
      1,400     Sovran Self Storage, Inc.      56,896  
      4,500     Sunstone Hotel Investors, Inc. *     27,180  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Specialized — continued        
      800     Universal Health Realty Income Trust     29,936  
      12,804     Ventas, Inc.      684,763  
                     
            Total Specialized     4,071,407  
                     
                     
            TOTAL REAL ESTATE INVESTMENT TRUSTS (COST $11,361,820)     15,242,067  
                     
                     
            TOTAL REAL ESTATE INVESTMENTS (COST $11,361,820)     15,242,067  
                     
                     
            MUTUAL FUNDS — 1.2%        
                     
            Affiliated Issuers — 1.2%        
      7,719     GMO U.S. Treasury Fund     193,042  
                     
                     
            TOTAL MUTUAL FUNDS (COST $193,042)     193,042  
                     
                     
            SHORT-TERM INVESTMENTS — 0.5%        
                     
            Money Market Funds — 0.5%        
      77,532     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(a)     77,532  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $77,532)     77,532  
                     
                     
            TOTAL INVESTMENTS — 100.5%
(Cost $11,632,394)
    15,512,641  
            Other Assets and Liabilities (net) — (0.5%)     (77,817 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 15,434,824  
                     
 
Notes to Schedule of Investments:
 
* Non-income producing security.
REIT - Real Estate Investment Trust
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   5


 

GMO Real Estate Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $11,439,352) (Note 2)
  $ 15,319,599  
Investments in affiliated issuers, at value (cost $193,042) (Notes 2 and 10)
    193,042  
Dividends receivable
    7,799  
Receivable for expenses reimbursed by Manager (Note 5)
    7,925  
         
Total assets
    15,528,365  
         
         
Liabilities:
       
Payable for investments purchased
    43,000  
Payable to affiliate for (Note 5):
       
Management fee
    4,112  
Shareholder service fee
    1,869  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    44,540  
         
Total liabilities
    93,541  
         
Net assets
  $ 15,434,824  
         
Net assets consist of:
       
Paid-in capital
  $ 18,632,565  
Accumulated undistributed net investment income
    215,045  
Accumulated net realized loss
    (7,293,033 )
Net unrealized appreciation
    3,880,247  
         
    $ 15,434,824  
         
Net assets attributable to:
       
Class III shares
  $ 15,434,824  
         
Shares outstanding:
       
Class III
    1,892,243  
         
Net asset value per share:
       
Class III
  $ 8.16  
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Real Estate Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 262,886  
Dividends from affiliated issuers (Note 10)
    47  
         
Total investment income
    262,933  
         
Expenses:
       
Management fee (Note 5)
    25,939  
Shareholder service fee – Class III (Note 5)
    11,791  
Audit and tax fees
    28,888  
Custodian, fund accounting agent and transfer agent fees
    2,116  
Registration fees
    1,934  
Legal fees
    276  
Trustees fees and related expenses (Note 5)
    105  
Miscellaneous
    5,163  
         
Total expenses
    76,212  
Fees and expenses reimbursed by Manager (Note 5)
    (38,366 )
         
Net expenses
    37,846  
         
Net investment income (loss)
    225,087  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    (166,237 )
Investments in affiliated issuers
    60  
Realized gains distributions from affiliated issuers (Note 10)
    2  
         
Net realized gain (loss)
    (166,175 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (111,061 )
         
Net realized and unrealized gain (loss)
    (277,236 )
         
Net increase (decrease) in net assets resulting from operations
  $ (52,149 )
         

         
    See accompanying notes to the financial statements.   7


 

GMO Real Estate Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 225,087     $ 353,532  
Net realized gain (loss)
    (166,175 )     (2,011,981 )
Change in net unrealized appreciation (depreciation)
    (111,061 )     6,314,334  
                 
                 
Net increase (decrease) in net assets from operations
    (52,149 )     4,655,885  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (87,455 )     (426,840 )
                 
Net share transactions (Note 9):
               
Class III
    (161,683 )     (2,605,218 )
                 
Total increase (decrease) in net assets
    (301,287 )     1,623,827  
                 
Net assets:
               
Beginning of period
    15,736,111       14,112,284  
                 
End of period (including accumulated undistributed net investment income of $215,045 and $77,413, respectively)
  $ 15,434,824     $ 15,736,111  
                 

         
8
  See accompanying notes to the financial statements.    


 

GMO Real Estate Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.23     $ 6.16     $ 3.34     $ 7.85     $ 12.87     $ 12.27  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.12       0.18       0.21       0.31       0.40       0.38  
Net realized and unrealized gain (loss)
    (0.14 )     2.11       2.76       (4.40 )     (3.29 )     2.72  
                                                 
                                                 
Total from investment operations
    (0.02 )     2.29       2.97       (4.09 )     (2.89 )     3.10  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.05 )     (0.22 )     (0.15 )     (0.29 )     (0.14 )     (0.31 )
From net realized gains
                      (0.13 )     (1.99 )     (2.19 )
                                                 
                                                 
Total distributions
    (0.05 )     (0.22 )     (0.15 )     (0.42 )     (2.13 )     (2.50 )
                                                 
                                                 
Net asset value, end of period
  $ 8.16     $ 8.23     $ 6.16     $ 3.34     $ 7.85     $ 12.87  
                                                 
                                                 
Total Return(a)
    (0.32 )%**     38.19 %     89.86 %     (54.45 )%     (24.04 )%     29.76 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 15,435     $ 15,736     $ 14,112     $ 8,299     $ 19,465     $ 37,650  
Net expenses to average daily net assets
    0.48 %*(b)     0.48 %(b)     0.48 %(c)     0.48 %(c)     0.48 %     0.48 %
Net investment income (loss) to average daily net assets
    2.86 %*     2.50 %     4.18 %     4.44 %     3.78 %     3.24 %
Portfolio turnover rate
    6 %**     25 %     34 %     29 %     49 %     43 %
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.49 %*     0.58 %     0.55 %     0.41 %     0.22 %     0.28 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   9


 

GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Real Estate Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in investments or groups of investments that the Manager believes will provide higher returns than the MSCI U.S. REIT Index. The Manager uses active investment management methods, which means that investments are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting investments for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify investments that the Manager believes present positive return potential relative to other investments. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an investment or a group of investments. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an investment or group of investments relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund has a fundamental policy to concentrate its investments in real estate-related investments. Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in real estate investment trusts (“REITs”) and other real estate-related investments. REITs are managed vehicles that invest in real estate or real estate-related investments (both equity and fixed income securities). The term “real estate-related investments” includes securities of REITs and of companies that derive at least 50% of their revenues and profits from,

         
10
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
or have at least 50% of their assets invested in, (i) the development, construction, management, or sale of real estate or (ii) real estate holdings.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation

         
        11


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 15,242,067     $      —     $      —     $ 15,242,067  
Mutual Funds
    193,042                   193,042  
Short-Term Investments
    77,532                   77,532  
                                 
Total Investments
    15,512,641                   15,512,641  
                                 
Total
  $ 15,512,641     $     $     $ 15,512,641  
                                 
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.

         
12
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (517,045 )
February 28, 2018
    (3,096,414 )
February 28, 2019
    (2,351,537 )
         
Total
  $ (5,964,996 )
         
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $134,674.

         
        13


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 12,630,639     $ 3,138,974     $ (256,972 )   $ 2,882,002      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. Distributions paid by real estate investment trusts (“REITs”) in excess of their income are recorded as reductions of the cost of the related investments

         
14
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
which increases/decreases the unrealized/realized gains/losses as applicable. If the Fund no longer owns the applicable securities, any distributions received in excess of income are recorded as realized gains. Dividends representing a return of capital are reflected as a reduction of cost, when the amount of the return of capital is conclusively determined. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act, and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Real Estate Risk — Real estate-related investments may decline in value as a result of factors affecting the real estate industry, such as the supply of real property in particular markets, changes in zoning laws, delays in completion of construction, changes in real estate values, changes in property taxes, levels of occupancy, adequacy of rent to cover operating expenses, and local and regional market conditions. The value of real estate-related investments also may be affected by changes in interest rates and social and economic trends. REITs are subject to the risk of fluctuations in income from underlying real estate assets, their inability to manage effectively the cash flows generated by those assets, prepayments and defaults by borrowers, and failing to qualify for the special tax treatment granted to REITs under the Internal Revenue Code of 1986 and/or to maintain exempt status under the 1940 Act.

         
        15


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Models that have demonstrated an ability to explain prior market data often fail to accurately predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Focused Investment Risk — Focusing investments in sectors and industries with high positive correlations to one another creates additional risk. The Fund’s concentration in real estate-related investments make the Fund’s net asset value more susceptible to economic, market, political and other developments affecting the real estate industry.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.

         
16
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using

         
        17


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services

         
18
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.

         
        19


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the

         
20
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.

         
        21


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type

         
22
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.33% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.

         
        23


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $105 and $12, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net
           
Expenses
           
(excluding
           
shareholder service
    Indirect
     
fees and interest
    Shareholder
    Total Indirect
expense)     Service Fees     Expense
< 0.001%
    0.00%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $892,773 and $912,570, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 95.66% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.94% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 75.28% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
24
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,542     $ 12,394       17,112     $ 132,325  
Shares issued to shareholders in reinvestment of distributions
    441       3,830       2,375       15,703  
Shares repurchased
    (21,564 )     (177,907 )     (399,558 )     (2,753,246 )
                                 
Net increase (decrease)
    (19,581 )   $ (161,683 )     (380,071 )   $ (2,605,218 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 201,043     $ 292,000     $ 300,062     $ 47     $ 2     $ 193,042  
                                                 
Totals
  $ 201,043     $ 292,000     $ 300,062     $ 47     $ 2     $ 193,042  
                                                 

         
        25


 

GMO Real Estate Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
26
       


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        27


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
28
       


 

GMO Real Estate Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below for each class provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        29


 

 
GMO Real Estate Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.48 %   $ 1,000.00     $ 996.80     $ 2.41  
2) Hypothetical
    0.48 %   $ 1,000.00     $ 1,022.72     $ 2.44  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
30
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Debt Obligations
    98.7 %
Short-Term Investments
    1.2  
Swap Agreements
    (0.1 )
Other
    0.2  
         
      100.0 %
         
 
         
Industry Sector Summary   % of Debt Obligations  
Residential Asset-Backed Securities (United States)
    20.6 %
Credit Cards
    11.2  
CMBS
    10.1  
Auto Financing
    7.5  
Student Loans
    7.5  
Residential Mortgage-Backed Securities (European)
    7.1  
Insured Auto Financing
    5.8  
Residential Mortgage-Backed Securities (Australian)
    5.3  
Insured Other
    5.3  
Business Loans
    5.3  
CMBS Collateralized Debt Obligations
    2.9  
U.S. Government Agency
    2.2  
Corporate Collateralized Debt Obligations
    2.2  
Airlines
    1.1  
Insured Residential Mortgage-Backed Securities (United States)
    1.1  
Rate Reduction Bonds
    1.0  
Insured High Yield Collateralized Debt Obligations
    0.9  
Insured Residential Asset-Backed Securities (United States)
    0.9  
Insured Time Share
    0.9  
Equipment Leases
    0.5  
Insured Transportation
    0.2  
Residential Mortgage-Backed Securities (United States)
    0.2  
Time Share
    0.1  
Insured Business Loans
    0.1  
ABS Collateralized Debt Obligations
    0.0 Ù
         
      100.0 %
         
 
Ù Rounds to 0.0%.

         
        1


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            DEBT OBLIGATIONS — 98.7%        
                     
            Asset-Backed Securities — 96.5%        
            ABS Collateralized Debt Obligations — 0.0%        
      11,200,000     Paragon CDO Ltd., Series 04-1A, Class A, 144A, 3 mo. LIBOR + .65%, 0.90%, due 10/20/44      
                     
                     
            Airlines — 1.0%        
      16,644,888     Aircraft Finance Trust, Series 99-1A, Class A1, 144A, 1 mo. LIBOR + .48%, 0.69%, due 05/15/24     9,071,464  
      5,543,053     Continental Airlines, Inc., Series 99-1A, 6.55%, due 02/02/19     5,764,775  
                     
            Total Airlines     14,836,239  
                     
                     
            Auto Financing — 7.4%        
      3,883,715     Capital Auto Receivable Asset Trust, Series 07-2, Class A4B, 1 mo. LIBOR + .40%, 0.61%, due 02/18/14     3,885,617  
      4,902,486     Capital Auto Receivable Asset Trust, Series 08-1, Class A4B, 1 mo. LIBOR + 1.35%, 1.56%, due 07/15/14     4,923,175  
      24,500,000     Carmax Auto Owner Trust, Series 08-2, Class A4B, 1 mo. LIBOR + 1.65%, 1.86%, due 08/15/13     24,673,215  
      17,315,592     Daimler Chrysler Auto Trust, Series 08-B, Class A4A, 5.32%, due 11/10/14     17,492,211  
      13,510,820     Daimler Chrysler Auto Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 1.85%, 2.06%, due 11/10/14     13,571,484  
      3,116,612     Ford Credit Auto Owner Trust, Series 07-B, Class A4B, 1 mo. LIBOR + .38%, 0.59%, due 07/15/12     3,117,641  
      25,216,752     Ford Credit Auto Owner Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 2.00%, 2.21%, due 03/15/13     25,376,374  
      3,032,236     Franklin Auto Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.95%, 2.16%, due 05/20/16     3,039,817  
      9,892,878     Wachovia Auto Owner Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.15%, 1.36%, due 03/20/14     9,938,088  
                     
            Total Auto Financing     106,017,622  
                     
                     
            Business Loans — 5.2%        
      6,011,572     ACAS Business Loan Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .14%, 0.43%, due 08/16/19     5,861,282  
      2,481,626     Bayview Commercial Asset Trust, Series 04-1, Class A, 144A, 1 mo. LIBOR + .36%, 0.58%, due 04/25/34     2,034,933  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Business Loans — continued        
      2,027,778     Bayview Commercial Asset Trust, Series 04-3, Class A1, 144A, 1 mo. LIBOR + .37%, 0.59%, due 01/25/35     1,662,778  
      8,615,601     Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, 1 mo. LIBOR + .39%, 0.61%, due 01/25/36     6,030,921  
      7,910,410     Bayview Commercial Asset Trust, Series 07-3, Class A1, 144A, 1 mo. LIBOR + .24%, 0.46%, due 07/25/37     5,814,151  
      30,310,145     Bayview Commercial Asset Trust, Series 07-6A, Class A2, 144A, 1 mo. LIBOR + 1.30%, 1.52%, due 12/25/37     25,157,420  
      2,609,336     GE Business Loan Trust, Series 04-1, Class A, 144A, 1 mo. LIBOR + .29%, 0.50%, due 05/15/32     2,400,590  
      5,054,056     GE Business Loan Trust, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .24%, 0.45%, due 11/15/33     4,523,380  
      15,862,494     Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A2, 144A, 1 mo. LIBOR + .85%, 1.07%, due 10/25/37     12,689,996  
      6,481,425     Lehman Brothers Small Balance Commercial, Series 05-1A, Class A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 02/25/30     5,185,140  
      3,760,230     Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 09/25/30     3,045,787  
                     
            Total Business Loans     74,406,378  
                     
                     
            CMBS — 10.0%        
      2,600,181     Banc of America Commercial Mortgage, Inc., Series 06-3, Class A2, 5.81%, due 07/10/44     2,615,262  
      12,078,265     Citigroup/Deutsche Bank Commercial Mortgage, Series 05-CD1, Class A2FL, 1 mo. LIBOR + .12%, 0.33%, due 07/15/44     11,595,135  
      32,300,000     Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, 1 mo. LIBOR + .13%, 0.34%, due 12/15/20     28,747,000  
      8,659,893     GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.31%, due 11/10/45     8,659,893  
      14,123,209     GE Capital Commercial Mortgage Corp., Series 06-C1, Class A2, 5.51%, due 03/10/44     14,123,209  
      15,576,020     GS Mortgage Securities Corp., Series 06-GG6, Class A2, 5.51%, due 04/10/38     15,809,660  
      5,539,422     GS Mortgage Securities Corp., Series 07-EOP, Class A1, 144A, 1 mo. LIBOR + .39%, 1.14%, due 03/06/20     5,484,028  
      6,300,000     GS Mortgage Securities Corp., Series 07-EOP, Class A2, 144A, 1 mo. LIBOR + .57%, 1.32%, due 03/06/20     6,205,500  
      6,377,951     J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 06-LDP7, Class A2, 6.06%, due 04/15/45     6,383,691  
      18,609,217     Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, 5.82%, due 05/12/39     19,232,626  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            CMBS — continued        
      8,340,292     Morgan Stanley Capital I, Series 06-IQ11, Class A3, 5.86%, due 10/15/42     8,507,098  
      16,223,442     Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, 1 mo. LIBOR + .09%, 0.30%, due 09/15/21     15,412,269  
                     
            Total CMBS     142,775,371  
                     
                     
            CMBS Collateralized Debt Obligations — 2.9%        
      4,398,348     American Capital Strategies Ltd. Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .80%, 1.10%, due 11/23/52     43,984  
      5,797,522     Crest Exeter Street Solar, Series 04-1A, Class A1, 144A, 3 mo. LIBOR + .35%, 0.60%, due 06/28/19     5,333,720  
      10,344,066     G-Force LLC, Series 05-RR2, Class A2, 144A, 5.16%, due 12/25/39     10,033,744  
      6,922,089     Guggenheim Structured Real Estate Funding, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .32%, 0.54%, due 08/26/30     6,264,490  
      26,805,443     Marathon Real Estate CDO, Series 06-1A, Class A1, 144A, 1 mo. LIBOR + .33%, 0.55%, due 05/25/46     19,702,001  
                     
            Total CMBS Collateralized Debt Obligations     41,377,939  
                     
                     
            Corporate Collateralized Debt Obligations — 2.1%        
      34,200,000     Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, 3 mo. LIBOR + .29%, 0.54%, due 06/20/13     30,766,320  
                     
                     
            Credit Cards — 11.1%        
      4,200,000     Bank of America Credit Card Trust, Series 06-A12, Class A12, 1 mo. LIBOR + .02%, 0.23%, due 03/15/14     4,199,580  
      33,750,000     Cabela’s Master Credit Card Trust, Series 08-4A, Class A2, 144A, 1 mo.
LIBOR + 3.00%, 3.21%, due 09/15/14
    33,786,450  
      7,700,000     Capital One Multi-Asset Execution Trust, Series 07-A4, Class A4, 1 mo.
LIBOR + .03%, 0.24%, due 03/16/15
    7,693,224  
      39,000,000     Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, 1 mo.
LIBOR + 1.25%, 1.46%, due 09/15/17
    39,088,530  
      46,600,000     Chase Issuance Trust, Series 05-A6, Class A6, 1 mo. LIBOR + .07%, 0.28%, due 07/15/14     46,585,438  
      16,400,000     Discover Card Master Trust I, Series 05-4, Class A2, 1 mo. LIBOR + .09%, 0.30%, due 06/16/15     16,394,875  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Credit Cards — continued        
      10,600,000     World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, 1 mo. LIBOR + .13%, 0.34%, due 02/15/17     10,502,268  
                     
            Total Credit Cards     158,250,365  
                     
                     
            Equipment Leases — 0.5%        
      6,502,674     CNH Equipment Trust, Series 08-A, Class A4B, 1 mo. LIBOR + 1.95%, 2.16%, due 08/15/14     6,524,133  
                     
                     
            Insured Auto Financing — 5.8%        
      7,449,497     AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, 1 mo. LIBOR + .04%, 0.25%, due 10/06/13     7,429,383  
      7,224,498     AmeriCredit Automobile Receivables Trust, Series 07-BF, Class A4, FSA, 1 mo. LIBOR + .05%, 0.26%, due 12/06/13     7,192,999  
      7,224,422     AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, 1 mo. LIBOR + .80%, 1.01%, due 06/06/14     7,218,665  
      15,736,635     AmeriCredit Prime Automobile Receivable Trust, Series 07-2M, Class A4B, MBIA, 1 mo. LIBOR + .50%, 0.71%, due 03/08/16     15,667,394  
      44,697,314     Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, 1 mo. LIBOR + 1.20%, 1.41%, due 07/14/14     45,000,809  
                     
            Total Insured Auto Financing     82,509,250  
                     
                     
            Insured Business Loans — 0.1%        
      2,383,130     CNL Commercial Mortgage Loan Trust, Series 03-2A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .44%, 0.66%, due 10/25/30     1,739,685  
                     
                     
            Insured High Yield Collateralized Debt Obligations § — 0.9%        
      14,169,231     Augusta Funding Ltd., Series 10A, Class F1, 144A, CapMAC, 3mo. LIBOR +.25%, 0.50%, due 06/30/17 (a)     12,380,100  
      834,271     GSC Partners CDO Fund Ltd., Series 03-4A, Class A3, 144A, AMBAC, 3 mo. LIBOR + .46%, 0.71%, due 12/16/15     825,928  
                     
            Total Insured High Yield Collateralized Debt Obligations     13,206,028  
                     
                     
            Insured Other — 5.2%        
      45,300,000     Dominos Pizza Master Issuer LLC, Series 07-1, Class A2, 144A, MBIA, 5.26%, due 04/25/37     45,526,500  
      9,693,435     Henderson Receivables LLC, Series 06-3A, Class A1, 144A, MBIA, 1 mo.
LIBOR + .20%, 0.41%, due 09/15/41
    8,898,649  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Insured Other — continued        
      9,165,716     Henderson Receivables LLC, Series 06-4A, Class A1, 144A, MBIA, 1 mo. LIBOR + .20%, 0.41%, due 12/15/41     8,441,768  
      11,378,209     TIB Card Receivables Fund, 144A, FGIC, 3 mo. LIBOR + .25%, 0.50%, due 01/05/14     9,785,260  
      2,988,000     Toll Road Investment Part II, Series B, 144A, NPGC, Zero Coupon, due 02/15/30     433,260  
      26,300,000     Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37     1,841,000  
                     
            Total Insured Other     74,926,437  
                     
                     
            Insured Residential Asset-Backed Securities (United States) u — 0.9%        
      2,170,649     Ameriquest Mortgage Securities, Inc., Series 04-R6, Class A1, XL, 1 mo. LIBOR + .21%, 0.64%, due 07/25/34     1,801,638  
      2,511,259     Citigroup Mortgage Loan Trust, Inc., Series 03-HE3, Class A, AMBAC, 1 mo. LIBOR + .38%, 0.60%, due 12/25/33     2,147,127  
      686,272     Quest Trust, Series 04-X1, Class A, 144A, AMBAC, 1 mo. LIBOR + .33%, 0.55%, due 03/25/34     562,743  
      11,419,679     Residential Asset Mortgage Products, Inc., Series 05-RS9, Class AI3, FGIC, 1 mo. LIBOR + .22%, 0.44%, due 11/25/35     8,222,169  
                     
            Total Insured Residential Asset-Backed Securities (United States)     12,733,677  
                     
                     
            Insured Residential Mortgage-Backed Securities (United States) — 1.0%        
      434,785     Chevy Chase Mortgage Funding Corp., Series 03-4A, Class A1, 144A, AMBAC, 1 mo. LIBOR + .34%, 0.56%, due 10/25/34     289,132  
      968,118     Chevy Chase Mortgage Funding Corp., Series 04-1A, Class A2, 144A, AMBAC, 1 mo. LIBOR + .33%, 0.55%, due 01/25/35     677,682  
      9,589,111     Countrywide Home Equity Loan Trust, Series 07-E, Class A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 06/15/37     6,020,044  
      4,976,723     GMAC Mortgage Corp. Loan Trust, Series 04-HE3, Class A3, FSA, 1 mo. LIBOR + .23%, 0.45%, due 10/25/34     3,902,747  
      268,481     GreenPoint Home Equity Loan Trust, Series 04-1, Class A, AMBAC, 1 mo. LIBOR + .23%, 0.68%, due 07/25/29     177,179  
      292,897     GreenPoint Home Equity Loan Trust, Series 04-4, Class A, AMBAC, 1 mo. LIBOR + .28%, 0.77%, due 08/15/30     182,718  
      613,323     Lehman ABS Corp., Series 04-2, Class A, AMBAC, 1 mo. LIBOR + .22%, 0.66%, due 06/25/34     344,687  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Insured Residential Mortgage-Backed Securities (United States) — continued        
      148,805     Residential Funding Mortgage Securities II, Series 03-HS1, Class AII, FGIC, 1 mo. LIBOR + .29%, 0.51%, due 12/25/32     46,130  
      3,658,161     SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, 1 mo. LIBOR + .19%, 0.41%, due 11/25/35     3,165,772  
                     
            Total Insured Residential Mortgage-Backed Securities (United States)     14,806,091  
                     
                     
            Insured Time Share — 0.8%        
      2,072,244     Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 05/20/18     2,039,113  
      2,357,923     Sierra Receivables Funding Co., Series 07-1A, Class A2, 144A, FGIC, 1 mo. LIBOR + .15%, 0.36%, due 03/20/19     2,284,238  
      7,887,156     Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, 1 mo. LIBOR + 1.00%, 1.21%, due 09/20/19     7,737,655  
                     
            Total Insured Time Share     12,061,006  
                     
                     
            Insured Transportation — 0.2%        
      3,440,000     GE Seaco Finance SRL, Series 04-1A, Class A, 144A, AMBAC, 1 mo. LIBOR + .30%, 0.51%, due 04/17/19     3,349,700  
                     
                     
            Rate Reduction Bonds — 1.0%        
      1,754,517     Massachusetts RRB Special Purpose Trust, Series 05-1, Class A3, 4.13%, due 09/15/13     1,756,184  
      12,534,879     PG&E Energy Recovery Funding LLC, Series 05-1, Class A4, 4.37%, due 06/25/14     12,713,124  
                     
            Total Rate Reduction Bonds     14,469,308  
                     
                     
            Residential Asset-Backed Securities (United States) u — 20.4%        
      977,554     Accredited Mortgage Loan Trust, Series 04-4, Class A1B, 1 mo. LIBOR + .39%, 0.61%, due 01/25/35     760,354  
      6,859,464     ACE Securities Corp., Series 06-CW1, Class A2B, 1 mo. LIBOR + .10%, 0.32%, due 07/25/36     6,353,578  
      2,725,181     ACE Securities Corp., Series 06-HE3, Class A2B, 1 mo. LIBOR + .09%, 0.31%, due 06/25/36     2,467,992  
      2,674,610     ACE Securities Corp., Series 06-ASP4, Class A2B, 1 mo. LIBOR + .10%, 0.32%, due 08/25/36     2,463,984  
      3,595,175     ACE Securities Corp., Series 06-SL1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 09/25/35     674,095  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      5,860,964     ACE Securities Corp., Series 06-ASP2, Class A2C, 1 mo. LIBOR + .18%, 0.40%, due 03/25/36     4,842,621  
      5,644,978     ACE Securities Corp., Series 06-HE2, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 05/25/36     2,878,939  
      20,300,000     ACE Securities Corp., Series 06-ASP5, Class A2C, 1 mo. LIBOR + .18%, 0.40%, due 10/25/36     6,090,000  
      7,557,572     ACE Securities Corp., Series 06-SL3, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 06/25/36     944,697  
      8,784,917     ACE Securities Corp., Series 06-SL3, Class A2, 1 mo. LIBOR + .17%, 0.39%, due 06/25/36     1,164,002  
      3,261,324     ACE Securities Corp., Series 07-WM1, Class A2A, 1 mo. LIBOR + .07%, 0.29%, due 11/25/36     1,174,076  
      2,543,848     ACE Securities Corp., Series 06-ASL1, Class A, 1 mo. LIBOR + .14%, 0.36%, due 02/25/36     559,647  
      11,100,000     ACE Securities Corp., Series 06-OP1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 04/25/36     6,382,500  
      5,425,383     ACE Securities Corp., Series 07-HE1, Class A2A, 1 mo. LIBOR + .09%, 0.31%, due 01/25/37     1,519,107  
      11,953,151     Alliance Bancorp Trust, Series 07-S1, Class A1, 144A, 1 mo. LIBOR + .20%, 0.42%, due 05/25/37     597,658  
      3,448,275     Argent Securities, Inc., Series 04-W8, Class A5, 1 mo. LIBOR + .52%, 1.26%, due 05/25/34     3,054,956  
      10,533,434     Argent Securities, Inc., Series 06-W2, Class A2B, 1 mo. LIBOR + .19%, 0.41%, due 03/25/36     3,291,698  
      289,909     Argent Securities, Inc., Series 06-W4, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 05/25/36     81,899  
      50,422,132     Argent Securities, Inc., Series 06-M1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     14,937,556  
      8,333,953     Argent Securities, Inc., Series 06-W5, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     2,476,747  
      7,745,410     Argent Securities, Inc., Series 06-M2, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 09/25/36     2,420,441  
      10,037,190     Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, 1 mo. LIBOR + .15%, 0.37%, due 10/25/36     5,671,012  
      17,865,263     Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, 1 mo. LIBOR + .22%, 0.44%, due 05/25/37     13,888,456  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      5,249,729     Bayview Financial Acquisition Trust, Series 04-B, Class A1, 144A, 1 mo. LIBOR + .50%, 1.22%, due 05/28/39     1,824,281  
      5,473,122     Bayview Financial Acquisition Trust, Series 04-B, Class A2, 144A, 1 mo. LIBOR + .65%, 1.52%, due 05/28/39     1,765,082  
      9,740,612     Bayview Financial Acquisition Trust, Series 05-A, Class A1, 144A, 1 mo. LIBOR + .50%, 1.22%, due 02/28/40     5,698,258  
      3,498,286     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A1, 1 mo. LIBOR + .11%, 0.33%, due 11/25/36     2,461,394  
      8,500,000     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 11/25/36     1,311,550  
      2,502,802     Bear Stearns Mortgage Funding Trust, Series 07-SL2, Class 1A, 1 mo. LIBOR + .16%, 0.54%, due 02/25/37     602,424  
      1,368,098     Carrington Mortgage Loan Trust, Series 07-FRE1, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 02/25/37     1,339,095  
      38,100,000     Carrington Mortgage Loan Trust, Series 07-FRE1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 02/25/37     24,098,250  
      9,197,677     Centex Home Equity, Series 06-A, Class AV3, 1 mo. LIBOR + .16%, 0.38%, due 06/25/36     7,036,223  
      169,456     Chase Funding Mortgage Loan Trust, Series 03-3, Class 2A2, 1 mo. LIBOR + .27%, 0.76%, due 04/25/33     142,343  
      96,702     Citigroup Mortgage Loan Trust, Inc., Series 04-OPT1, Class A1B, 1 mo. LIBOR + .41%, 0.63%, due 10/25/34     89,933  
      12,100,000     Citigroup Mortgage Loan Trust, Inc., Series 06-HE3, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 12/25/36     3,993,000  
      1,420,363     Countrywide Asset-Backed Certificates, Series 06-BC5, Class 2A1, 1 mo. LIBOR + .08%, 0.30%, due 03/25/37     1,371,928  
      36,200,000     Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, 1 mo. LIBOR + .14%, 0.36%, due 02/25/37     28,326,500  
      417,854     Equity One ABS, Inc., Series 04-1, Class AV2, 1 mo. LIBOR + .30%, 0.52%, due 04/25/34     317,569  
      11,601,044     First Franklin Mortgage Loan Asset Backed Certificates, Series 06-FF5, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 04/25/36     7,163,645  
      1,287,466     Fremont Home Loan Trust, Series 06-B, Class 2A2, 1 mo. LIBOR + .10%, 0.32%, due 08/25/36     503,721  
      19,185,796     Fremont Home Loan Trust, Series 06-B, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 08/25/36     6,235,384  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      3,651,992     Fremont Home Loan Trust, Series 06-A, Class 1A2, 1 mo. LIBOR + .20%, 0.41%, due 05/25/36     2,198,613  
      13,032,180     GE-WMC Mortgage Securities, Series 06-1, Class A2B, 1 mo. LIBOR + .15%, 0.37%, due 08/25/36     3,551,269  
      2,800,228     Household Home Equity Loan Trust, Series 05-2, Class A2, 1 mo. LIBOR + .31%, 0.52%, due 01/20/35     2,449,324  
      2,420,853     Household Home Equity Loan Trust, Series 05-3, Class A2, 1 mo. LIBOR + .29%, 0.50%, due 01/20/35     2,153,802  
      8,238,020     Household Home Equity Loan Trust, Series 06-1, Class A1, 1 mo. LIBOR + .16%, 0.37%, due 01/20/36     7,313,817  
      27,139,983     J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, 1 mo. LIBOR + .12%, 0.34%, due 12/25/36     9,667,262  
      14,400,000     Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, 1 mo. LIBOR + .16%, 0.38%, due 10/25/36     4,752,000  
      16,918,254     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     7,782,397  
      1,947,580     Master Asset-Backed Securities Trust, Series 05-FRE1, Class A4, 1 mo. LIBOR + .25%, 0.47%, due 10/25/35     1,850,201  
      11,300,000     Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     3,503,000  
      2,503,725     Master Asset-Backed Securities Trust, Series 06-AM3, Class A2, 1 mo. LIBOR + .13%, 0.35%, due 10/25/36     2,397,317  
      21,343,633     Master Asset-Backed Securities Trust, Series 06-HE3, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 08/25/36     5,976,217  
      5,795,008     Master Second Lien Trust, Series 06-1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 03/25/36     695,401  
      5,524,597     Merrill Lynch Mortgage Investors, Series 07-HE2, Class A2A, 1 mo. LIBOR + .12%, 0.34%, due 02/25/37     2,596,561  
      2,108,927     Morgan Stanley Capital, Inc., Series 04-SD1, Class A, 1 mo. LIBOR + .40%, 0.62%, due 08/25/34     1,613,329  
      32,500,000     Morgan Stanley Capital, Inc., Series 07-HE4, Class A2C, 1 mo. LIBOR + .23%, 0.45%, due 02/25/37     8,612,500  
      14,423,888     Morgan Stanley Home Equity Loans, Series 06-3, Class A3, 1 mo. LIBOR + .16%, 0.38%, due 04/25/36     7,067,705  
      3,764,496     Morgan Stanley Home Equity Loans, Series 07-2, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 04/25/37     3,256,289  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      9,296,291     Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 11/25/36     2,765,646  
      5,877,914     People’s Choice Home Loan Securities Trust, Series 05-4, Class 1A2, 1 mo. LIBOR + .26%, 0.48%, due 12/25/35     3,512,054  
      5,712,214     RAAC Series Trust, Series 06-SP1, Class A2, 1 mo. LIBOR + .19%, 0.41%, due 09/25/45     4,783,979  
      1,413,955     Residential Asset Mortgage Products, Inc., Series 05-RS8, Class A2, 1 mo. LIBOR + .29%, 0.51%, due 10/25/33     1,282,457  
      813,008     Residential Asset Securities Corp., Series 07-KS3, Class AI1, 1 mo. LIBOR + .11%, 0.33%, due 04/25/37     805,935  
      3,756,399     Residential Asset Securities Corp., Series 05-KS12, Class A2, 1 mo. LIBOR + .25%, 0.47%, due 01/25/36     3,192,939  
      236,691     Saxon Asset Securities Trust, Series 04-1, Class A, 1 mo. LIBOR + .27%, 0.76%, due 03/25/35     156,845  
      790,762     Securitized Asset Backed Receivables LLC, Series 06-NC1, Class A2, 1 mo. LIBOR + .16%, 0.38%, due 03/25/36     695,871  
      454,140     Security National Mortgage Loan Trust, Series 06-2A, Class A1, 144A, 1 mo. LIBOR + .29%, 0.51%, due 10/25/36     434,839  
      1,154,945     SG Mortgage Securities Trust, Series 05-OPT1, Class A2, 1 mo. LIBOR + .26%, 0.48%, due 10/25/35     1,081,606  
      1,035,800     Soundview Home Equity Loan Trust, Series 07-NS1, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 01/25/37     988,703  
      17,100,000     Specialty Underwriting & Residential Finance, Series 06-BC3, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/37     7,780,500  
      6,050,269     Structured Asset Investment Loan Trust, Series 06-1, Class A3, 1 mo. LIBOR + .20%, 0.42%, due 01/25/36     4,440,897  
      3,066,667     Structured Asset Securities Corp., Series 05-S6, Class A2, 1 mo. LIBOR + .29%, 0.80%, due 11/25/35     2,422,667  
      14,324,118     Yale Mortgage Loan Trust, Series 07-1, Class A, 144A, 1 mo. LIBOR + .40%, 0.62%, due 06/25/37     859,447  
                     
            Total Residential Asset-Backed Securities (United States)     291,617,984  
                     
                     
            Residential Mortgage-Backed Securities (Australian) — 5.3%        
      5,538,955     Crusade Global Trust, Series 06-1, Class A1, 144A, 3 mo. LIBOR + .06%, 0.31%, due 07/20/38     5,412,600  
      9,004,080     Crusade Global Trust, Series 07-1, Class A1, 3 mo. LIBOR + .06%, 0.31%, due 04/19/38     8,703,253  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Mortgage-Backed Securities (Australian) — continued        
      2,462,613     Crusade Global Trust, Series 04-2, Class A1, 3 mo. LIBOR + .13%, 0.43%, due 11/19/37     2,416,220  
      1,495,062     Interstar Millennium Trust, Series 03-3G, Class A2, 3 mo. LIBOR + .25%, 0.75%, due 09/27/35     1,394,519  
      14,556,217     Interstar Millennium Trust, Series 04-2G, Class A, 3 mo. LIBOR + .20%, 0.65%, due 03/14/36     13,423,744  
      953,756     Interstar Millennium Trust, Series 05-1G, Class A, 3 mo. LIBOR + .12%, 0.65%, due 12/08/36     867,918  
      1,642,956     Interstar Millennium Trust, Series 06-2GA, Class A2, 144A, 3 mo. LIBOR + .08%, 0.62%, due 05/27/38     1,520,671  
      1,226,174     Medallion Trust, Series 05-1G, Class A1, 3 mo. LIBOR + .08%, 0.35%, due 05/10/36     1,186,942  
      6,072,020     Medallion Trust, Series 06-1G, Class A1, 3 mo. LIBOR + .05%, 0.30%, due 06/14/37     5,809,411  
      2,675,647     Medallion Trust, Series 07-1G, Class A1, 3 mo. LIBOR + .04%, 0.36%, due 02/27/39     2,599,041  
      7,026,434     National RMBS Trust, Series 06-3, Class A1, 144A, 3 mo. LIBOR + .07%, 0.32%, due 10/20/37     6,807,407  
      8,905,196     Puma Finance Ltd., Series G5, Class A1, 144A, 3 mo. LIBOR + .07%, 0.37%, due 02/21/38     8,479,528  
      884,042     Superannuation Members Home Loans Global Fund, Series 7, Class A1, 3 mo. LIBOR + .14%, 0.53%, due 03/09/36     860,016  
      750,965     Superannuation Members Home Loans Global Fund, Series 8, Class A1, 3 mo. LIBOR + .07%, 0.39%, due 01/12/37     734,767  
      9,280,182     Superannuation Members Home Loans Global Fund, Series 07-1, Class A1, 3 mo. LIBOR + .06%, 0.31%, due 06/12/40     8,814,790  
      6,542,777     Westpac Securitization Trust, Series 07-1G, Class A2A, 3 mo. LIBOR + .05%, 0.35%, due 05/21/38     6,328,567  
                     
            Total Residential Mortgage-Backed Securities (Australian)     75,359,394  
                     
                     
            Residential Mortgage-Backed Securities (European) — 7.0%        
      9,639,249     Aire Valley Mortgages, Series 06-1A, Class 1A, 144A, 3 mo. LIBOR + .11%, 0.36%, due 09/20/66     7,904,184  
      22,710,538     Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 01/13/39     20,893,695  
      3,764,209     Granite Master Issuer Plc, Series 06-2, Class A4, 1 mo. LIBOR + .04%, 0.29%, due 12/20/54     3,542,120  
      2,118,518     Granite Mortgages Plc, Series 04-3, Class 2A1, 3 mo. LIBOR + .14%, 0.39%, due 09/20/44     2,012,593  

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Mortgage-Backed Securities (European) — continued        
      3,333,333     Holmes Master Issuer Plc, Series 07-2A, Class 3A1, 3 mo. LIBOR + .08%, 0.33%, due 07/15/21     3,327,633  
      9,473,967     Kildare Securities Ltd., Series 07-1A, Class A2, 144A, 3 mo. LIBOR + .06%, 0.31%, due 12/10/43     8,597,625  
      3,245,242     Leek Finance Plc, Series 17A, Class A2B, 144A, 3 mo. LIBOR + .14%, 0.53%, due 12/21/37     3,066,754  
      6,187,636     Paragon Mortgages Plc, Series 7A, Class A1A, 144A, 3 mo. LIBOR + .42%, 0.71%, due 05/15/34     5,399,949  
      10,560,025     Paragon Mortgages Plc, Series 12A, Class A2C, 144A, 3 mo. LIBOR + .11%, 0.51%, due 11/15/38     7,905,129  
      6,135,922     Paragon Mortgages Plc, Series 14A, Class A2C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 09/15/39     5,181,172  
      26,600,000     Permanent Master Issuer Plc, Series 06-1, Class 5A, 3 mo. LIBOR + .11%, 0.36%, due 07/15/33     26,243,560  
      6,400,000     Permanent Master Issuer Plc, Series 07-1, Class 4A, 3 mo. LIBOR + .08%, 0.33%, due 10/15/33     6,367,360  
                     
            Total Residential Mortgage-Backed Securities (European)     100,441,774  
                     
                     
            Residential Mortgage-Backed Securities (United States) — 0.2%        
      516,840     Chevy Chase Mortgage Funding Corp., Series 04-3A, Class A2, 144A, 1 mo. LIBOR + .30%, 0.52%, due 08/25/35     356,620  
      2,527,428     Mellon Residential Funding Corp., Series 04-TBC1, Class A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 02/26/34     2,097,765  
                     
            Total Residential Mortgage-Backed Securities (United States)     2,454,385  
                     
                     
            Student Loans — 7.4%        
      20,300,000     College Loan Corp. Trust, Series 07-2, Class A1, 3 mo. LIBOR + .25%, 0.50%, due 01/25/24     20,264,475  
      839,693     Goal Capital Funding Trust, Series 07-1, Class A1, 3 mo. LIBOR + .02%, 0.27%, due 06/25/21     838,601  
      2,299,837     National Collegiate Student Loan Trust, Series 06-1, Class A2, 1 mo. LIBOR + .14%, 0.36%, due 08/25/23     2,267,640  
      9,600,000     Nelnet Student Loan Trust, Series 05-2, Class A4, Variable Rate, 3 mo. LIBOR + .08%, 0.33%, due 12/23/19     9,449,856  
      10,405,868     SLM Student Loan Trust, Series 05-1, Class A2, Variable Rate, 3 mo. LIBOR + .08%, 0.33%, due 04/27/20     10,243,027  

         
    See accompanying notes to the financial statements.   13


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Student Loans — continued        
      24,600,000     SLM Student Loan Trust, Series 05-3, Class A4, 3 mo. LIBOR + .07%, 0.32%, due 04/27/20     24,269,376  
      3,983,401     SLM Student Loan Trust, Series 07-A, Class A1, 3 mo. LIBOR + .03%, 0.28%, due 09/15/22     3,963,484  
      18,040,934     SLM Student Loan Trust, Series 07-2, Class A2, 3 mo. LIBOR + 0.00%, 0.25%,
due 07/25/17
    17,849,339  
      5,500,000     SLM Student Loan Trust, Series 07-6, Class A2, 3 mo. LIBOR + .25%, 0.50%, due 01/25/19     5,474,040  
      10,800,000     SLM Student Loan Trust, Series 08-6, Class A3, 3 mo. LIBOR + .75%, 1.00%, due 01/25/19     10,715,625  
                     
            Total Student Loans     105,335,463  
                     
                     
            Time Share — 0.1%        
      2,010,128     Sierra Receivables Funding Co., Series 08-1A, Class A2, 144A, 1 mo. LIBOR + 4.00%, 4.21%, due 02/20/20     2,073,572  
                     
            Total Asset-Backed Securities     1,382,038,121  
                     
                     
            U.S. Government Agency — 2.2%        
      11,625,000     Agency for International Development Floater (Support of Morocco), 6 mo. LIBOR + .15%, 0.63%, due 10/29/26 (a)     10,836,741  
      13,331,250     Agency for International Development Floater (Support of Morocco), 6 mo. LIBOR -0.02%, 0.46%, due 02/01/25 (a)     12,366,562  
      380,050     Agency for International Development Floater (Support of Peru), Series A, 6 mo. U.S. Treasury Bill + .35%, 0.40%, due 05/01/14 (a)     373,792  
      8,460,000     Agency for International Development Floater (Support of Tunisia), 6 mo. LIBOR, 0.48%, due 07/01/23 (a)     7,925,395  
                     
            Total U.S. Government Agency     31,502,490  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $1,842,497,407)     1,413,540,611  
                     

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 1.2%        
                     
            Money Market Funds — 1.2%        
      17,613,928     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00%(b)     17,613,928  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $17,613,928)     17,613,928  
                     
                     
            TOTAL INVESTMENTS — 99.9%
(Cost $1,860,111,335)
    1,431,154,539  
            Other Assets and Liabilities (net) — 0.1%     1,147,766  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,432,302,305  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Swap Agreements
 
Credit Default Swaps
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
   
                        Implied
      by the Fund
  Net Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  31,000,000     USD   3/20/2013   Morgan Stanley
Capital Services Inc.
  Receive   0.25%   1.76%   MS Synthetic
2006-1
    31,000,000     USD   $ (725,672 )
                                                     
Premiums to (Pay) Receive
  $  
         
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

         
    See accompanying notes to the financial statements.   15


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e.higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
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 investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
CapMAC - Insured as to the payment of principal and interest by Capital Markets Assurance Corporation.
CDO - Collateralized Debt Obligation
CMBS - Commercial Mortgage Backed Security
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
NPGC - Insured as to the payment of principal and interest by National Public Guarantee Corp.
RMBS - Residential Mortgage Backed Security
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
§ These securities were categorized as “high yield” as a result of being rated below investment grade at issuance (Note 3).
u These securities are primarily backed by subprime mortgages.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
 
Currency Abbreviations:
 
USD - United States Dollar

         
16
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $1,860,111,335) (Note 2)
  $ 1,431,154,539  
Receivable for investments sold
    7,923  
Interest receivable
    1,457,812  
Receivable for collateral on open swap contracts (Note 4)
    592,000  
Receivable for expenses reimbursed by Manager (Note 5)
    29,761  
         
Total assets
    1,433,242,035  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    5,153  
Payable for open swap contracts (Note 4)
    725,672  
Accrued expenses
    208,905  
         
Total liabilities
    939,730  
         
Net assets
  $ 1,432,302,305  
         
Net assets consist of:
       
Paid-in capital
  $ 1,943,812,676  
Accumulated undistributed net investment income
    5,183,473  
Accumulated net realized loss
    (87,011,376 )
Net unrealized depreciation
    (429,682,468 )
         
Net assets
  $ 1,432,302,305  
         
Shares outstanding:
    199,083,510  
         
Net asset value per share:
  $ 7.19  
         

         
    See accompanying notes to the financial statements.   17


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 13,421,942  
Dividends
    51  
         
Total investment income
    13,421,993  
         
Expenses:
       
Custodian, fund accounting agent and transfer agent fees
    109,756  
Legal fees
    44,528  
Audit and tax fees
    38,456  
Trustees fees and related expenses (Note 5)
    17,737  
Registration fees
    368  
Miscellaneous
    16,828  
         
Total expenses
    227,673  
Fees and expenses reimbursed by Manager (Note 5)
    (196,512 )
Expense reductions (Note 2)
    (1,823 )
         
Net expenses
    29,338  
         
Net investment income (loss)
    13,392,655  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments
    (653,101 )
Swap contracts
    39,181  
Foreign currency, forward contracts and foreign currency related transactions
    (2,655,856 )
         
Net realized gain (loss)
    (3,269,776 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments
    (39,170,921 )
Swap contracts
    (471,020 )
Foreign currency, forward contracts and foreign currency related transactions
    1,858,065  
         
Net unrealized gain (loss)
    (37,783,876 )
         
Net realized and unrealized gain (loss)
    (41,053,652 )
         
Net increase (decrease) in net assets resulting from operations
  $ (27,660,997 )
         

         
18
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 13,392,655     $ 39,093,211  
Net realized gain (loss)
    (3,269,776 )     (988,798 )
Change in net unrealized appreciation (depreciation)
    (37,783,876 )     188,604,077  
                 
Net increase (decrease) in net assets from operations
    (27,660,997 )     226,708,490  
                 
Distributions to shareholders from:
               
Net investment income
    (10,437,089 )     (38,177,038 )
Return of capital
    (592,862,914 )     (1,149,622,973 )
                 
      (603,300,003 )     (1,187,800,011 )
                 
Net share transactions (Note 9):
    9,679,082       (174,738,221 )
                 
Total increase (decrease) in net assets
    (621,281,918 )     (1,135,829,742 )
                 
Net assets:
               
Beginning of period
    2,053,584,223       3,189,413,965  
                 
End of period (including accumulated undistributed net investment income of $5,183,473 and $2,227,907, respectively)
  $ 1,432,302,305     $ 2,053,584,223  
                 

         
    See accompanying notes to the financial statements.   19


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Financial Highlights
(For a share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 10.38     $ 14.98     $ 17.10     $ 24.03     $ 25.66     $ 25.60  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.07       0.19       0.26       0.76       1.38       1.43  
Net realized and unrealized gain (loss)
    (0.22 )     0.91       3.40       (4.41 )     (1.64 )     0.00 (a)
                                                 
                                                 
Total from investment operations
    (0.15 )     1.10       3.66       (3.65 )     (0.26 )     1.43  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.05 )     (0.18 )     (0.24 )     (1.06 )     (1.37 )     (1.37 )
From return on capital
    (2.99 )     (5.52 )     (5.54 )     (2.22 )            
                                                 
                                                 
Total distributions
    (3.04 )     (5.70 )     (5.78 )     (3.28 )     (1.37 )     (1.37 )
                                                 
                                                 
Net asset value, end of period
  $ 7.19     $ 10.38     $ 14.98     $ 17.10     $ 24.03     $ 25.66  
                                                 
                                                 
Total Return(b)
    (1.87 )%**     9.30 %     25.58 %     (15.97 )%     (1.14 )%     5.68 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,432,302     $ 2,053,584     $ 3,189,414     $ 3,676,748     $ 7,671,415     $ 6,603,600  
Net operating expenses to average daily net assets(c)
    0.00 %*(d)     0.00 %(d)     0.00 %(d)     0.00 %(d)     0.00 %(d)     0.00 %
Interest expense to average daily net assets
    *     0.01 %(e)     0.01 %(e)                 0.01 %(e)
Total net expenses to average daily net assets
    0.00 %*(d)(f)     0.01 %(d)     0.01 %(d)     0.00 %(d)(f)     0.00 %(d)(f)     0.01 %
Net investment income (loss) to average daily net assets
    1.47 %*     1.52 %     1.60 %     3.46 %     5.41 %     5.50 %
Portfolio turnover rate
    0 %**     0 %     0 %     16 %     27 %     68 %
Fees and expenses reimbursed by the Manager to average daily net assets
    0.02 %*     0.02 %     0.02 %     0.02 %     0.01 %     0.02 %
Redemption fees consisted of the following per share amounts:
                    $ 0.02              
 
(a) Net realized and unrealized gain (loss) was less than $0.01 per share.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(c) Net operating expenses were less than 0.01% to average daily net assets.
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) Total net expenses were less than 0.01% to average daily net assets.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Short-Duration Collateral Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return comparable to that of its benchmark, the J.P. Morgan U.S. 3 Month Cash Index. The Fund is not currently pursuing its investment objective or an active investment program and is not acquiring new investments.
 
The Fund primarily holds asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds and bank loans made to corporations. In addition, the Fund has invested in government securities, corporate debt securities, money market instruments and commercial paper and has entered into credit default swaps, reverse repurchase agreements and repurchase agreements. The Fund has also used other exchange-traded and over-the-counter (“OTC”) derivatives.
 
Because of the deterioration in credit markets that became acute in 2008, the Fund currently has and is expected to continue to have material exposure to below investment grade securities.
 
The Manager does not seek to maintain a specified interest rate duration for the Fund.
 
Since October 2008, the Fund has declared and paid distributions when it has acquired a meaningful cash position rather than reinvesting that cash in portfolio securities. The Fund currently intends to continue this practice. A substantial portion of any such distributions could constitute a return of capital to shareholders for tax purposes.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures

         
        21


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 3.1% of net assets. The Fund classifies such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund values debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund. As of August 31, 2011, the total value of securities held for which no alternative pricing source was available represented 11.6% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.

         
22
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR Rate. The Fund also used third party valuation services to value credit default swaps using unobservable inputs.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Asset-Backed Securities
  $     $ 353,063,563     $ 1,028,974,558     $ 1,382,038,121  
U.S. Government Agency
                31,502,490       31,502,490  
                                 
TOTAL DEBT OBLIGATIONS
          353,063,563       1,060,477,048       1,413,540,611  
                                 

         
        23


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Short-Term Investments
  $ 17,613,928     $     $     $ 17,613,928  
                                 
Total Investments
    17,613,928       353,063,563       1,060,477,048       1,431,154,539  
                                 
Total
  $ 17,613,928     $ 353,063,563     $ 1,060,477,048     $ 1,431,154,539  
                                 
LIABILITY VALUATION INPUTS
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives*
                               
Swap Agreements
Credit Risk
  $      —     $      —     $ (725,672 )   $ (725,672 )
                                 
Total
  $     $     $ (725,672 )   $ (725,672 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            * Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The aggregate net values of the Fund’s direct investments in securities and derivative financial instruments using Level 3 inputs were 74.0% and (0.1)% of total net assets, respectively.

         
24
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
                                          Investments
    Balances
                  Change in
          Balances
    Still
    as of
          Accrued
  Total
  Unrealized
  Transfers
      as of
    Held as
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  Transfers out
  August 31,
    August
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3 *   of level 3 *   2011     31, 2011
Debt Obligation
                                                                                 
Asset Backed Securities
  $ 1,361,784,127     $      —     $ (297,646,004 )   $ 133,776     $ (5,341,021 )   $ (29,956,320 )   $      —     $      —     $ 1,028,974,558       $ (35,888,606 )
U.S. Government Agency
    32,607,449             (1,269,065 )     11,391       (1,123 )   $ 153,838                   31,502,490         153,838  
Swap Agreements
    (254,652 )           (39,181 )           39,181     $ (471,020 )                 (725,672 )       (471,020 )
                                                                                   
Total
  $ 1,394,136,924     $     $ (298,954,250 )   $ 145,167     $ (5,302,963 )   $ (30,273,502 )   $     $     $ 1,059,751,376       $ (36,205,788 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or

         
        25


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. The Fund had no inflation-indexed bonds outstanding at the end of the period.

         
26
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. The Fund is permitted to, and will from time to time, declare and pay distributions from net investment income, if any, more frequently (e.g. monthly). All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes. Such amounts are estimated for the six months ended August 31, 2011.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $1,891,426.

         
        27


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 29, 2012
  $ (142,552 )
February 28, 2014
    (614,650 )
February 28, 2015
    (5,952,458 )
February 29, 2016
    (1,158,601 )
February 28, 2017
    (32,360,541 )
February 28, 2018
    (41,313,788 )
February 28, 2019
    (307,583 )
         
Total
  $ (81,850,173 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,859,562,990     $ 6,580,930     $ (434,989,381 )   $ (428,408,451 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.

         
28
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds.
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.

         
        29


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S.

         
30
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.

         
        31


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange

         
32
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal

         
        33


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates or indices they are designed to track. The use of derivatives also may increase the taxes payable by shareholders.

         
34
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself.
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange rate risk. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally

         
        35


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales

         
36
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.

         
        37


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to achieve exposure to a reference entity’s credit. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use

         
38
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Liabilities:
                                               
Unrealized depreciation on swap agreements
  $      —     $      —     $ (725,672 )   $      —     $      —     $ (725,672 )
                                                 
Total
  $     $     $ (725,672 )   $     $     $ (725,672 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Forward currency contracts
  $      —     $ (2,851,132 )   $      —     $      —     $      —     $ (2,851,132 )
Swap agreements
                39,181                   39,181  
                                                 
Total
  $     $ (2,851,132 )   $ 39,181     $     $     $ (2,811,951 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Forward currency contracts
  $     $ 1,858,086     $     $     $     $ 1,858,086  
Swap agreements
                (471,020 )                 (471,020 )
                                                 
Total
  $     $ 1,858,086     $ (471,020 )   $     $     $ 1,387,066  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.

         
        39


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The volume of derivative activity, based on absolute values (forward currency contracts), or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
    Forward
   
    Currency
   
    Contracts   Swap Agreements
 
Average amount outstanding
  $ 36,112,460     $ 31,000,000  
 
5. Fees and other transactions with affiliates
 
GMO does not charge the Fund any management or service fees for its services. The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $17,737 and $6,892, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses 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 August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $      —     $ 1,269,065  
Investments (non-U.S. Government securities)
          582,350,836  

         
40
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 75.83% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. Each of the shareholders are other funds of the Trust. On that date, no other shareholders owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, no shares of the Fund were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
    Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,119,782     $ 9,650,000       9,830,646     $ 114,233,500  
Shares issued to shareholders in reinvestment of distributions
    256,287       1,852,267       4,292       51,533  
Shares repurchased
    (205,234 )     (1,823,185 )     (24,773,343 )     (289,023,254 )
                                 
Net increase (decrease)
    1,170,835     $ 9,679,082       (14,938,405 )   $ (174,738,221 )
                                 

         
        41


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
42
       


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees gave substantial consideration to the fact that the Fund does not pay a management fee to the Manager under the Fund’s management agreement. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also considered so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.

         
        43


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
44
       


 

GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 01, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        45


 

 
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio*   Value   Value   Incurred **
1) Actual
    0.00 %   $ 1,000.00     $ 981.30     $ 0.00  
2) Hypothetical
    0.00 %   $ 1,000.00     $ 1,025.14     $ 0.00  
                                 
 
            * Annualized net expense ratios are less than 0.01%.
            ** Expenses are calculated using the annualized expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
46
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    98.7 %
Short-Term Investments
    1.3  
Swap Agreements
    (0.1 )
Other
    0.1  
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in GMO Short-Duration Collateral Fund.
 
         
Industry Sector Summary**   % of Debt Obligations  
Residential Asset-Backed Securities (United States)
    20.6 %
Credit Cards
    11.2  
CMBS
    10.1  
Auto Financing
    7.5  
Student Loans
    7.5  
Residential Mortgage-Backed Securities (European)
    7.1  
Insured Auto Financing
    5.8  
Residential Mortgage-Backed Securities (Australian)
    5.3  
Insured Other
    5.3  
Business Loans
    5.3  
CMBS Collateralized Debt Obligations
    2.9  
U.S. Government Agency
    2.2  
Corporate Collateralized Debt Obligations
    2.2  
Airlines
    1.1  
Insured Residential Mortgage-Backed Securities (United States)
    1.1  
Rate Reduction Bonds
    1.0  
Insured High Yield Collateralized Debt Obligations
    0.9  
Insured Residential Asset-Backed Securities (United States)
    0.9  
Insured Time Share
    0.9  
Equipment Leases
    0.5  
Insured Transportation
    0.2  
Residential Mortgage-Backed Securities (United States)
    0.2  
Time Share
    0.1  
Insured Business Loans
    0.1  
ABS Collateralized Debt Obligations
    0.0 ^
         
      100.0 %
         
 
** The table above incorporates aggregate indirect industry sector exposure associated with investments in GMO Short-Duration Collateral Fund.
Ù Rounds to 0.0%.

         
        1


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
      4,608,247     GMO Short-Duration Collateral Fund     33,133,295  
                     
                     
            TOTAL MUTUAL FUNDS (COST $31,312,982)     33,133,295  
                     
                     
            SHORT-TERM INVESTMENTS — 0.1%        
                     
            Money Market Funds — 0.1%        
      46,465     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00%(a)     46,465  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $46,465)     46,465  
                     
                     
            TOTAL INVESTMENTS — 100.1%
(Cost $31,359,447)
    33,179,760  
            Other Assets and Liabilities (net) — (0.1%)     (48,575 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 33,131,185  
                     
 
Notes to Schedule of Investments:
 
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
2
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $46,465) (Note 2)
  $ 46,465  
Investments in affiliated issuers, at value (cost $31,312,982) (Notes 2 and 10)
    33,133,295  
Receivable for expenses reimbursed by Manager (Note 5)
    5,620  
         
Total assets
    33,185,380  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    1,436  
Shareholder service fee
    4,311  
Trustees and Trust Officers or agents unaffiliated with the Manager
    27  
Accrued expenses
    48,421  
         
Total liabilities
    54,195  
         
Net assets
  $ 33,131,185  
         
Net assets consist of:
       
Paid-in capital
  $ 36,558,375  
Accumulated undistributed net investment income
    155,164  
Accumulated net realized loss
    (5,402,667 )
Net unrealized appreciation
    1,820,313  
         
    $ 33,131,185  
         
Net assets attributable to:
       
Class III shares
  $ 33,131,185  
         
Shares outstanding:
       
Class III
    1,816,283  
         
Net asset value per share:
       
Class III
  $ 18.24  
         

         
    See accompanying notes to the financial statements.   3


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 200,275  
Dividends from unaffiliated issuers
    2  
         
Total investment income
    200,277  
         
Expenses:
       
Management fee (Note 5)
    8,682  
Shareholder service fee – Class III (Note 5)
    26,046  
Audit and tax fees
    16,192  
Custodian, fund accounting agent and transfer agent fees
    3,128  
Legal fees
    1,656  
Registration fees
    1,196  
Trustees fees and related expenses (Note 5)
    269  
Miscellaneous
    5,328  
         
Total expenses
    62,497  
Fees and expenses reimbursed by Manager (Note 5)
    (27,416 )
         
Net expenses
    35,081  
         
Net investment income (loss)
    165,196  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    (100,636 )
         
Net realized gain (loss)
    (100,636 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (743,473 )
         
Net realized and unrealized gain (loss)
    (844,109 )
         
Net increase (decrease) in net assets resulting from operations
  $ (678,913 )
         

         
4
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 165,196     $ 412,822  
Net realized gain (loss)
    (100,636 )     (305,352 )
Change in net unrealized appreciation (depreciation)
    (743,473 )     2,841,488  
                 
Net increase (decrease) in net assets from operations
    (678,913 )     2,948,958  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (77,837 )     (345,017 )
                 
      (77,837 )     (345,017 )
                 
Net share transactions (Note 9):
               
Class III
    (1,070,676 )     (1,388,981 )
                 
Total increase (decrease) in net assets resulting from net share transactions
    (1,070,676 )     (1,388,981 )
                 
Total increase (decrease) in net assets
    (1,827,426 )     1,214,960  
                 
Net assets:
               
Beginning of period
    34,958,611       33,743,651  
                 
End of period (including accumulated undistributed net investment income of $155,164 and $67,805, respectively)
  $ 33,131,185     $ 34,958,611  
                 

         
    See accompanying notes to the financial statements.   5


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 18.65     $ 17.27     $ 17.08     $ 23.39     $ 25.05     $ 24.82  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.09       0.22       0.21       1.17       1.07       (0.01 )
Net realized and unrealized gain (loss)
    (0.46 )     1.34       3.47       (4.92 )     (1.38 )     0.24  
                                                 
                                                 
Total from investment operations
    (0.37 )     1.56       3.68       (3.75 )     (0.31 )     0.23  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.04 )     (0.18 )     (0.22 )     (0.81 )     (1.35 )      
Return of capital
                (3.27 )     (1.75 )            
                                                 
                                                 
Total distributions
    (0.04 )     (0.18 )     (3.49 )     (2.56 )     (1.35 )      
                                                 
                                                 
Net asset value, end of period
  $ 18.24     $ 18.65     $ 17.27     $ 17.08     $ 23.39     $ 25.05  
                                                 
                                                 
Total Return(c)
    (1.98 )%**     9.08 %     25.13 %     (15.90 )%     (1.33 )%     0.93 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 33,131     $ 34,959     $ 33,744     $ 26,878     $ 10,637     $ 40,563  
Net expenses to average daily net assets(d)
    0.20 %*     0.20 %     0.20 %(e)     0.20 %     0.20 %     0.21 %*
Net investment income (loss) to average daily net assets(b)
    0.95 %*     1.22 %     1.28 %     5.47 %     4.25 %     (0.21 )%*
Portfolio turnover rate
    3 %**     5 %     2 %     18 %     127 %     125 %**††
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.16 %*     0.16 %     0.20 %     0.17 %     0.15 %     0.06 %*
Redemption fees consisted of the following per share amounts (Note 2):
  $     $     $ 0.00 (f)   $ 0.01     $     $  
 
(a) Period from December 28, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by GMO Short-Duration Collateral Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in Short-Duration Collateral Fund.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period from March 1, 2006 (commencement of operations) through February 28, 2007.
* Annualized.
** Not annualized.

         
6
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Short-Duration Collateral Share Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return comparable to that of its benchmark, the J.P. Morgan U.S. 3 Month Cash Index. The Fund invests substantially all of its assets in GMO Short-Duration Collateral Fund (“SDCF”). The Fund also may invest in GMO U.S. Treasury Fund, unaffiliated money market funds, cash and cash equivalents. Its investment objective and principal investment strategies, therefore, are substantially similar to those of SDCF. SDCF is not currently pursuing its investment objective or an active investment program and is not acquiring new investments.
 
SDCF primarily holds asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds and bank loans made to corporations. In addition, SDCF has invested in government securities, corporate debt securities, money market instruments, and commercial paper, and has entered into credit default swaps, reverse repurchase agreements and repurchase agreements. SDCF has also used exchange-traded and over-the-counter (“OTC”) derivatives. Because of the deterioration in credit markets that became acute in 2008, the Fund, through its holdings of SDCF, currently has and is expected to continue to have material exposure to below investment grade securities.
 
The Manager does not seek to maintain a specified interest rate duration for SDCF.
 
Since October of 2008, SDCF has declared and paid distributions when it has acquired a meaningful cash position rather than reinvesting that cash in portfolio securities. SDCF currently intends to continue this practice. A substantial portion of any such distributions could constitute a return of capital to SDCF shareholders, including the Fund, for tax purposes. Therefore, if the Fund, in turn, distributes these amounts to its shareholders, the Fund’s distributions similarly could constitute a return of capital to Fund shareholders for tax purposes.
 
The financial statements of SDCF should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect).
 
The Fund currently limits subscriptions.

         
        7


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
GMO Short-Duration Collateral Share Fund (the “Fund”) invests substantially all of its assets in GMO Short-Duration Collateral Fund (“SDCF”) (an arrangement often referred to as a “master-feeder” structure) and, to a limited extent, in cash and cash equivalents.
 
Shares of SDCF are generally valued at their net asset value. Investments held by SDCF are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of GMO trust represented 3.1% of net assets. SDCF classifies such securities (as defined below) as Level 3.
 
Typically SDCF values debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. In addition, although alternative prices are available for other securities held by SDCF, those alternative sources are not

         
8
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
typically part of the valuation process and would not necessarily confirm the security price used by SDCF. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund. As of August 31, 2011, the total value of securities held indirectly for which no alternative pricing source was available represented 11.6% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
        9


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 33,133,295     $      —     $      —     $ 33,133,295  
Short-Term Investments
    46,465                   46,465  
                                 
Total Investments
    33,179,760                   33,179,760  
                                 
Total
  $ 33,179,760     $     $     $ 33,179,760  
                                 
 
SDCF is classified as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of SDCF, please refer to the portfolio valuation notes in SDCF’s financial statements. The aggregate net value of the Fund’s indirect investments (through SDCF) in securities and derivative financial instruments using Level 3 inputs were 74.0% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.
 
For a listing of derivative financial instruments held by SDCF, if any, please refer to SDCF’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semi-annually, and from net realized short-term and long-term capital gain, if any, at least annually. The Fund is permitted to, and will from time to time, declare and pay distributions from net investment income, if any, more frequently (e.g. monthly). All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.

         
10
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 29, 2016
  $ (3,400,357 )
February 28, 2017
    (862,175 )
         
Total
  $ (4,262,532 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 32,782,390     $ 397,370     $     $ 397,370      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of

         
        11


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in SDCF (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. Because the Fund invests substantially all of its assets in SDCF, the most significant risks of investing in the Fund are the risks to which the Fund is exposed through SDCF, which include those outlined in the following brief summary of principal risks. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time. The Fund and SDCF are non-diversified investment companies under the 1940 Act and therefore a decline in

         
12
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the market value of a particular security held by the Fund or SDCF may affect the Fund’s performance more than if the Fund or SDCF were diversified.
 
• Market Risk — Fixed Income Securities — Typically, the market value of SDCF’s fixed income securities will decline during periods of widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent SDCF from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.

         
        13


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests indirectly in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support

         
14
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by SDCF, if any, please refer to SDCF’s’ Schedule of Investments.

         
        15


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.05% of average daily net assets. The Fund has adopted a Shareholder service Plan under which the Fund pays GMO a shareholder service fee for client and shareholders service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.05% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $269 and $84, respectively. The compensation Indirect Interest Expense and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
16
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in SDCF. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
0.003%
    0.000%     0.003%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $11,495,455 and $1,125,000, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 88.15% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 92.38% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        17


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    14,654     $ 269,194       2,882     $ 49,884  
Shares issued to shareholders in reinvestment of distributions
    4,220       77,822       18,836       344,881  
Shares repurchased
    (77,070 )     (1,417,692 )     (101,191 )     (1,783,746 )
                                 
Net increase (decrease)
    (58,196 )   $ (1,070,676 )     (79,473 )   $ (1,388,981 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Return
  Distributions
   
    beginning of
      Sales
  Dividend
  of
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income*   Capital*   Gains*   of period
 
GMO Short-Duration
  $ 34,983,226     $ 11,495,455     $ 1,125,000     $ 200,275     $ 11,376,277     $     $ 33,133,295  
Collateral Fund
                                                       
                                                         
Totals
  $ 34,983,226     $ 11,495,455     $ 1,125,000     $ 200,275     $ 11,376,277     $     $ 33,133,295  
                                                         
 
            * The table above includes estimated sources of all distributions paid by SDCF during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by SDCF will be determined through the fiscal year ending February 29, 2012.

         
18
       


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees noted that the Fund invests substantially all of its assets in another series of the Trust, GMO Short-Duration Collateral Fund (“SDCF”), and, therefore, that the Fund’s investment objective and principal investment strategies are identical to those of SDCF. The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing SDCF’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund and SDCF. The Trustees considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s and SDCF’s investment performance, including information as to performance in relation to risk, relative to their performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance over various periods, including one- and three-year periods and for the life of the Fund and SDCF’s performance over various periods, including one-, three-, five- and seven-year periods and for the life of SDCF, information prepared by the third-party data services, various statistical measures of the Fund’s and SDCF’s performance, as well as factors identified by the Manager as contributing to the Fund’s and SDCF’s performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund and SDCF, the support those personnel

         
        19


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
received from the Manager, the investment techniques used by the Manager to manage SDCF’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements, and noted that SDCF does not pay a management fee to the Manager. The Trustees also noted that the Fund’s expense ratio reflects total expenses payable by the Fund and SDCF. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage SDCF. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding the combined profits it realized on the services (excluding distribution services) it provided to the Fund and SDCF, and profits it realized on the management and shareholder services (excluding distribution services) it provided to the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of SDCF (which does not pay a management fee to the Manager) and other funds in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the Fund’s agreement appropriately reflected any economies of scale associated with managing the Fund and SDCF. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the Fund’s management agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and SDCF and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund, SDCF, and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund and SDCF with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager

         
20
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund and SDCF, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        21


 

GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total

         
22
       


 

 
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.21 %   $ 1,000.00     $ 980.20     $ 1.05  
2) Hypothetical
    0.21 %   $ 1,000.00     $ 1,024.08     $ 1.07  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        23


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Short-Term Investments
    60.9 %
Debt Obligations
    39.5  
Swap Agreements
    (0.0 )Ù
Other
    (0.4 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
Ù Rounds to 0.0%.

         
        1


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Par Value ($) / Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 9.9%        
                     
            U.S. Government Agency — 9.9%        
      35,000     Agency for International Development Floater (Support of Botswana), 6 mo. U.S. Treasury Bill + .40%, 0.44%, due 10/01/12 (a)     34,446  
      227,025     Agency for International Development Floater (Support of C.A.B.E.I.), 6 mo. U.S. Treasury Bill + .40%, 0.44%, due 10/01/12 (a)     225,528  
      88,119     Agency for International Development Floater (Support of Honduras), 3 mo. U.S. Treasury Bill x 117%, 0.05%, due 10/01/11 (a)     88,000  
      17,971     Agency for International Development Floater (Support of Peru), Series B, 6 mo. U.S. Treasury Bill +.35%, 0.40%, due 05/01/14 (a)     17,675  
      181,529     Small Business Administration Pool #502320, Prime - 2.19%, 1.06%, due 08/25/18     182,579  
                     
            Total U.S. Government Agency     548,228  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $549,571)     548,228  
                     
                     
            MUTUAL FUNDS — 90.4%        
                     
            Affiliated Issuers — 90.4%        
      231,576     GMO Short-Duration Collateral Fund     1,665,032  
      9,192     GMO Special Purpose Holding Fund (b)     3,953  
      134,193     GMO U.S. Treasury Fund     3,356,173  
                     
                     
            TOTAL MUTUAL FUNDS (COST $5,534,250)     5,025,158  
                     
                     
            SHORT-TERM INVESTMENTS — 0.2%        
                     
            Money Market Funds — 0.2%        
      8,733     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (c)     8,733  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $8,733)     8,733  
                     
                     
            TOTAL INVESTMENTS — 100.5%
(Cost $6,092,554)
    5,582,119  
            Other Assets and Liabilities (net) — (0.5%)     (26,726 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 5,555,393  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
 
Notes to Schedule of Investments:
 
C.A.B.E.I. - Central American Bank for Economic Integration
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Underlying investment represents interests in defaulted claims. See “Other Matters” in Notes to Financial Statements for additional information.
(c) Rate disclosed , the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   3


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $558,304) (Note 2)
  $ 556,961  
Investments in affiliated issuers, at value (cost $5,534,250) (Notes 2 and 10)
    5,025,158  
Receivable for investments sold
    32,107  
Dividends and interest receivable
    1,123  
Receivable for expenses reimbursed by Manager (Note 5)
    6,326  
         
Total assets
    5,621,675  
         
         
Liabilities:
       
Payable for investments purchased
    119  
Payable for Fund shares repurchased
    29,538  
Payable to affiliate for (Note 5):
       
Management fee
    237  
Shareholder service fee
    711  
Trustees and Trust Officers or agents unaffiliated with the Manager
    84  
Accrued expenses
    35,593  
         
Total liabilities
    66,282  
         
Net assets
  $ 5,555,393  
         
Net assets consist of:
       
Paid-in capital
  $ 8,751,460  
Accumulated undistributed net investment income
    5,034  
Accumulated net realized loss
    (2,690,666 )
Net unrealized depreciation
    (510,435 )
         
    $ 5,555,393  
         
Net assets attributable to:
       
Class III shares
  $ 5,555,393  
         
Shares outstanding:
       
Class III
    669,376  
         
Net asset value per share:
       
Class III
  $ 8.30  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 13,218  
Interest
    1,828  
         
Total investment income
    15,046  
         
Expenses:
       
Management fee (Note 5)
    1,486  
Shareholder service fee – Class III (Note 5)
    4,459  
Audit and tax fees
    19,688  
Registration fees
    2,576  
Custodian, fund accounting agent and transfer agent fees
    2,300  
Legal fees
    92  
Trustees fees and related expenses (Note 5)
    21  
Miscellaneous
    5,163  
         
Total expenses
    35,785  
Fees and expenses reimbursed by Manager (Note 5)
    (29,808 )
         
Net expenses
    5,977  
         
Net investment income (loss)
    9,069  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    18  
Investments in affiliated issuers
    (147 )
Realized gains distributions from affiliated issuers (Note 10)
    169  
         
Net realized gain (loss)
    40  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    1,924  
Investments in affiliated issuers
    (45,553 )
         
Net unrealized gain (loss)
    (43,629 )
         
Net realized and unrealized gain (loss)
    (43,589 )
         
Net increase (decrease) in net assets resulting from operations
  $ (34,520 )
         

         
    See accompanying notes to the financial statements.   5


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 9,069     $ 38,015  
Net realized gain (loss)
    40       193  
Change in net unrealized appreciation (depreciation)
    (43,629 )     220,193  
                 
                 
Net increase (decrease) in net assets from operations
    (34,520 )     258,401  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (4,374 )     (37,704 )
                 
Net share transactions (Note 9):
               
Class III
    (403,111 )     (850,602 )
                 
                 
Total increase (decrease) in net assets
    (442,005 )     (629,905 )
                 
Net assets:
               
Beginning of period
    5,997,398       6,627,303  
                 
End of period (including accumulated undistributed net investment income of $5,034 and $339, respectively)
  $ 5,555,393     $ 5,997,398  
                 

         
6
  See accompanying notes to the financial statements.    


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.36     $ 8.07     $ 7.15     $ 8.45     $ 8.93     $ 8.82  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.01       0.05       0.06       0.30       0.32       0.47  
Net realized and unrealized gain (loss)
    (0.06 )     0.29       0.96       (1.29 )     (0.28 )     0.11  
                                                 
                                                 
Total from investment operations
    (0.05 )     0.34       1.02       (0.99 )     0.04       0.58  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.01 )     (0.05 )     (0.07 )     (0.31 )     (0.52 )     (0.47 )
Return of capital
                (0.03 )                  
                                                 
                                                 
Total distributions
    (0.01 )     (0.05 )     (0.10 )     (0.31 )     (0.52 )     (0.47 )
                                                 
                                                 
Net asset value, end of period
  $ 8.30     $ 8.36     $ 8.07     $ 7.15     $ 8.45     $ 8.93  
                                                 
                                                 
Total Return(b)
    (0.65 )%**     4.22 %     14.40 %     (11.78 )%     0.40 %     6.62 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 5,555     $ 5,997     $ 6,627     $ 6,228     $ 7,375     $ 31,315  
Net expenses to average daily net assets(c)
    0.20 %*     0.20 %(d)     0.20 %     0.20 %     0.20 %     0.20 %
Net investment income (loss) to average daily net assets(a)
    0.31 %*     0.60 %     0.83 %     3.81 %     3.59 %     5.21 %
Portfolio turnover rate
    10 %**     20 %     11 %     4 %     5 %     12 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    1.00 %*     0.94 %     0.90 %     0.79 %     0.60 %     0.14 %
Redemption fees consisted of the following per share amounts:
              $ 0.00 (e)   $ 0.00 (e)            
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Short-Duration Investment Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks to provide current income. The Fund is not currently pursuing its investment objective or an active investment program.
 
Historically, the Fund has sought to provide current income to the extent consistent with the preservation of capital and liquidity. The Fund primarily holds shares of GMO Short-Duration Collateral Fund (“SDCF”) and GMO U.S. Treasury Fund (“USTF”). SDCF primarily holds asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds and bank loans made to corporations. In addition, SDCF has invested in government securities, corporate debt securities, money market instruments and commercial paper and has entered into credit default swaps, reverse repurchase agreements, and repurchase agreements. SDCF has also used other exchange-traded and over-the-counter (“OTC”) derivatives. The Fund also has invested directly in asset-backed securities issued by private issuers, U.S. government and agency securities (including securities neither guaranteed nor insured by the U.S. government), corporate debt securities, money market instruments, prime commercial paper and master demand notes, and certificates of deposit, bankers’ acceptances and other bank obligations.
 
Because of the deterioration in credit markets that became acute in 2008, the Fund, in particular through its investment in SDCF, currently has and is expected to continue to have material exposure to below investment grade securities.
 
The Manager does not seek to maintain a specified interest rate duration for the Fund.
 
The Fund is not a money market fund and is not subject to the duration, quality, diversification and other requirements applicable to money market funds.
 
The financial statements of the GMO Funds in which the Fund invests, collectively referred to as the “underlying funds” should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). As of August 31, 2011, shares of GMO Special Purpose Holding Fund (“SPHF”) and SDCF were not publicly available for direct purchase.

         
8
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 7.5% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative

         
        9


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 6.8% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR rate.

         
10
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government Agency
  $     $     $ 548,228     $ 548,228  
                                 
TOTAL DEBT OBLIGATIONS
                548,228       548,228  
                                 
Mutual Funds
    5,021,205       3,953             5,025,158  
Short-Term Investments
    8,733                   8,733  
                                 
Total Investments
    5,029,938       3,953       548,228       5,582,119  
                                 
Total
  $ 5,029,938     $ 3,953     $ 548,228     $ 5,582,119  
                                 
 
The underlying funds held at period end are classified above as either Level 1 or Level 2. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 32.1% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfer
  Transfer
  as of
    still Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   Level 3*   Level 3*   2011     2011
Debt Obligations
                                                                                 
U.S. Government Agency
  $ 731,636     $      —     $ (185,368 )   $ 30     $ 5     $ 1,925     $      —     $      —     $ 548,228       $ 1,925  
                                                                                   
Total
  $ 731,636     $     $ (185,368 )   $ 30     $ 5     $ 1,925     $     $     $ 548,228       $ 1,925  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.

         
        11


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $122.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 29, 2012
  $ (470,143 )
February 28, 2013
    (708 )
February 28, 2014
    (1,377,141 )
February 29, 2016
    (226,383 )
February 29, 2019
    (867 )
         
Total
  $ (2,075,242 )
         

         
12
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 6,708,051     $ 6,096     $ (1,132,028 )   $ (1,125,932 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
        13


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Other matters
SPHF, an investment of the Fund, has litigation pending against various entities related to the 2002 fraud and related default of securities previously held by SPHF. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of SPHF. For the period ended August 31, 2011, the Fund received no distributions from SPHF in connection with the defaulted securities or the related litigation.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund and SDCF are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund or SDCF may affect the Fund’s performance more than if the Fund or SDCF were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at

         
14
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.

         
        15


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.

         
16
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.05% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and

         
        17


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.05% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $21 and $11, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.027%
    0.000%     0.000%     0.027%
                   

         
18
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
6. Purchases and sales of securities
 
For the period ended August 31, 2011, cost of purchases and proceeds from sales of securities, other than short-term obligations, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 185,368  
Investments (non-U.S. Government securities)
    915,997       425,000  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 82.23% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 18.41% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 79.96% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        19


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $           $  
Shares issued to shareholders in reinvestment of distributions
    525       4,374       4,340       35,703  
Shares repurchased
    (48,926 )     (407,484 )     (107,603 )     (886,305 )
                                 
Net increase (decrease)
    (48,401 )   $ (403,110 )     (103,263 )   $ (850,602 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Short-Duration Collateral Fund
  $ 2,403,760     $     $     $ 12,190     $     $ 692,411     $ 1,665,032  
GMO Special Purpose Holding Fund
    4,596                                     3,953  
GMO U.S. Treasury Fund
    2,863,916       915,997       425,000       1,028       169             3,356,173  
                                                         
Totals
  $ 5,272,272     $ 915,997     $ 425,000     $ 13,218     $ 169     $ 692,411     $ 5,025,158  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
20
       


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        21


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s

         
22
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        23


 

GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
24
       


 

 
GMO Short-Duration Investment Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.23 %   $ 1,000.00     $ 993.50     $ 1.15  
2) Hypothetical
    0.23 %   $ 1,000.00     $ 1,023.98     $ 1.17  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        25


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Investments Concentration Summary (a)
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Short-term Investments
    9.7 %
Debt Obligations
    0.0  
Other
    90.3  
         
      100.0 %
         
 
(a) GMO SPV I, LLC is a 74.9% owned subsidiary of GMO Special Purpose Holding Fund.

         
        1


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 0.0% (a)        
            Asset-Backed Securities — 0.0%        
            Health Care Receivables — 0.0%        
            Interest related to the Bankruptcy Estate of NPF VI Inc. Series 02-1 Class A (b) (c)      
            Interest related to the Bankruptcy Estate of NPF XII Inc. Series 00-3 Class A (b) (c)      
            Interest related to the Bankruptcy Estate of NPF XII Inc. Series 02-1 Class A (b) (c)      
                     
            Total Asset-Backed Securities      
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $0)      
                     
                     
            SHORT-TERM INVESTMENTS — 9.7%        
                     
            Money Market Funds — 9.7%        
      11,594     State Street Institutional Liquid Reserves Fund-Institutional Class, 0.10% (d)     11,594  
      11,594     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (d)     11,594  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $23,188)     23,188  
                     
                     
            TOTAL INVESTMENTS — 9.7%
(Cost $23,188)
    23,188  
            Other Assets and Liabilities (net) — 90.3%     214,862  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 238,050  
                     
 
Notes to Consolidated Schedule of Investments:
 
(a) Owned by GMO SPV I, LLC. GMO SPV I, LLC is a 74.9% subsidiary of GMO Special Purpose Holding Fund.
(b) Security in default.
(c) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
2
  See accompanying notes to the financial statements.    


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)


Consolidating Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
                                         
    GMO Special
               
    Purpose Holding
  GMO
  Noncontrolling
      Consolidated
    Fund   SPV I, LLC   Interest   Eliminations   Totals
Assets:
                                       
Investments in affiliated issuers, at value (cost $0) (Note 2)
  $ 108,767     $     $     $ (108,767 )   $  
Investments in unaffiliated issuers, at value (cost $23,188) (Note 2)
    23,188                         23,188  
Cash
    163,916       332,806                   496,722  
Dividends receivable
    1                         1  
Receivable for expenses reimbursed by Manager (Note 5)
    7,392       3,348                   10,740  
                                         
Total assets
    303,264       336,154             (108,767 )     530,651  
                                         
                                         
Liabilities:
                                       
Accrued expenses
    65,214       193,238                   258,452  
Noncontrolling interest in subsidiary
                34,149             34,149  
                                         
Total liabilities
    65,214       193,238       34,149             292,601  
                                         
Net assets
  $ 238,050     $ 142,916     $ (34,149 )   $ (108,767 )   $ 238,050  
                                         
Shares outstanding
    554,071                               554,071  
                                         
Net asset value per share
  $ 0.43                             $ 0.43  
                                         

         
    See accompanying notes to the financial statements.   3


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)


Consolidating Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
                                         
    GMO Special
               
    Purpose Holding
  GMO
  Noncontrolling
      Consolidated
    Fund   SPV I, LLC   Interest   Eliminations   Totals
Investment Income:
                                       
Dividends
  $ 11     $     $     $     $ 11  
                                         
Total income
    11                         11  
                                         
Expenses:
                                       
Custodian and transfer agent fees
    1,840       12,972                   14,812  
Audit and tax fees
    29,072       6,808                   35,880  
Legal fees
          57,776                   57,776  
Trustees fees and related expenses (Note 5)
    11                         11  
Miscellaneous
    4,978       368                   5,346  
                                         
Total expenses
    35,901       77,924                   113,825  
                                         
Fees and expenses reimbursed by Manager (Note 5)
    (35,880 )     (20,148 )                 (56,028 )
                                         
Expense Reduction (Note 2)
    (65 )     (132 )                 (197 )
                                         
Net expenses
    (44 )     57,644                   57,600  
                                         
Net income (loss)
    55       (57,644 )                 (57,589 )
Noncontrolling interest in subsidiary net income (loss)
                18,092             18,092  
                                         
Net investment income (loss) after noncontrolling interest
    55       (57,644 )     18,092             (39,497 )
                                         
Realized and unrealized gain (loss):
                                       
Net realized gain (loss) on:
                                       
Investments in unaffiliated issuers
                             
Realized gains distributions from affiliated issuers
                             
                                         
Net realized gain (loss)
                             
                                         
Change in net unrealized appreciation (depreciation) on:
                                       
Investments in affiliated issuers
    (39,552 )                 39,552        
                                         
Net unrealized gain (loss)
    (39,552 )                 39,552        
                                         
Net realized and unrealized gain (loss)
    (39,552 )                 39,552        
Noncontrolling interest in subsidiary’s realized and unrealized gain (loss)
                             
                                         
Net increase (decrease) in net assets resulting from operations
  $ (39,497 )   $ (57,644 )   $ 18,092     $ 39,552     $ (39,497 )
                                         

         
4
  See accompanying notes to the financial statements.    


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)


Consolidated Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss) after noncontrolling interest
  $ (39,497 )   $ (29,668 )
Net realized gain (loss)
           
Change in net unrealized appreciation (depreciation)
           
                 
      (39,497 )     (29,668 )
Noncontrolling interest in realized and unrealized gain (loss)
           
                 
Net increase (decrease) in net assets from operations
    (39,497 )     (29,668 )
                 
Fund share transactions: (Note 9)
               
Proceeds from sale of shares
           
Cost of shares repurchased
           
                 
Net increase (decrease) from Fund share transactions
           
                 
                 
Total increase (decrease) in net assets
    (39,497 )     (29,668 )
                 
Net assets:
               
Beginning of period
    277,547       307,215  
                 
End of period
  $ 238,050     $ 277,547  
                 

         
    See accompanying notes to the financial statements.   5


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Consolidated Financial Highlights
(For a share outstanding throughout each period)
 
                                                 
    Six Months Ended
                   
    August 31, 2011
  Year Ended February 28/29
    (Unaudited)   2011   2010(a)   2009   2008   2007
Net asset value, beginning of period
  $ 0.50     $ 0.55     $ 0.73     $ 1.26     $ 1.41     $ 8.22  
                                                 
Income from investment operations:
                                               
Net investment income (loss)
    (0.07 )     (0.05 )     (0.18 )     0.00 (b)     0.06       0.02  
Net realized and unrealized gain (loss)
                      1.73       6.28       41.16  
                                                 
                                                 
Total from investment operations
    (0.07 )     (0.05 )     (0.18 )     1.73       6.34       41.18  
                                                 
Less distributions to shareholders:
                                               
From cash distributions
                      (2.26 )     (6.49 )     (47.99 )
                                                 
                                                 
Total distributions
                      (2.26 )     (6.49 )     (47.99 )
                                                 
Net asset value, end of period
  $ 0.43     $ 0.50     $ 0.55     $ 0.73     $ 1.26     $ 1.41  
                                                 
Total Return(c)(d)
    (14.00 )%**     (9.09 )%     (24.66 )%     137.67 %     517.54 %     3613.95 %
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 238     $ 278     $ 307     $ 407     $ 697     $ 780  
Net expenses to average daily net assets
    33.30 %(e)*     10.18 %(e)     27.55 %(e)     0.81 %     0.00 %(f)     0.85 %
Net investment income (loss) to average daily net assets
    (30.45 )%*     (10.03 )%     (27.38 )%     0.25 %     3.91 %     1.05 %
Portfolio turnover rate
    0 %**     0 %     0 %     0 %     0 %     0 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    27.66 %*     35.58 %     25.66 %     15.56 %     8.84 %     3.74 %
 
(a) For the year ended February 28, 2010, the Fund’s financial results reflect a legal expense adjustment related to pending litigation against various entities related to the default of the NPF Securities (Note 1).
(b) Net investment income (loss) was less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) Had the effect of reinvested distributions not been assumed and income from investment operations been retained, the total returns would have been (0.08)% for the six months ended August 31, 2011, and (0.05)%, (0.20)%, 1.93%, 7.61%, and 97.84% for the fiscal years ended 2011, 2010, 2009, 2008, and 2007, respectively.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Net expenses as a percentage of average daily net assets was less than 0.01%.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
6
  See accompanying notes to the financial statements.    


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Special Purpose Holding Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return. The Fund’s investments consist primarily of: (i) units of GMO SPV I, LLC (“SPV”), a special purpose vehicle that holds an interest in liquidating trusts (described below) related to certain defaulted asset-backed securities (the “NPF Securities”) issued by NPF VI, Inc. and NPF XII, Inc. (the “Issuers”), and (ii) cash and cash items. The Fund expects that any new investments will be made primarily in cash, cash items, and high quality debt securities.
 
One of the Fund’s principal investments is units of SPV, which in turn holds an interest in liquidating trusts related to the NPF Securities. In November 2002, National Century Financial Enterprises (“NCFE”), which organized and administered the Issuers and the NPF Securities, defaulted on its obligations with respect to the NPF Securities (health care asset-backed receivables). The NPF Securities had been acquired by the Fund prior to this default. NCFE and its affiliates are alleged to have violated the terms of the bonds’ indentures by, among other things, purportedly spending cash collateral, accepting collateral other than permitted receivables, moving receivables between trusts to meet compliance tests and reimbursing health care providers for more than the value of receivables purchased. NCFE, its affiliated operations (including the Issuers), and many of the health care providers declared bankruptcy.
 
In November 2002, the NPF Securities were transferred to SPV to facilitate the redemption of the NPF Securities in-kind, if necessary, to protect the interests of non-redeeming shareholders. In connection with the Fund’s placement of the NPF Securities in SPV, the Fund assigned to SPV the right to any proceeds received in connection with any claims or actions against various parties arising out of the Fund’s purchase of the NPF Securities (including those described below). The Fund’s pro rata portion of the costs associated with the Fund’s attempted recovery of losses associated with the NPF Securities will be borne by the Fund, subject to a priority reimbursement of such costs by SPV in the event SPV receives any proceeds in connection with any claims or actions.
 
In 2003, the Fund joined with certain other holders of the NPF Securities in filing a lawsuit against certain parties related to the NCFE offerings, including the indenture trustees, underwriters, and certain other parties. In April 2004, a plan of liquidation was approved by the bankruptcy court with respect to NCFE and its affiliated operations (including the Issuers). Pursuant to such plan, SPV received cash distributions, which were distributed, less expenses, to holders of SPV, including the Fund. SPV also received interests in liquidating trusts, which it continues to hold. In July 2005 and April 2006, the Fund entered into

         
        7


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
settlement agreements with two of the defendants in the lawsuit and received (through its investment in SPV) cash settlements in connection therewith. Litigation against the remaining defendants continues at this time.
 
The cash items and high quality debt securities in which the Fund may invest may include securities issued by the U.S. government and agencies thereof (including securities neither guaranteed nor insured by the U.S. government), bankers’ acceptances, commercial paper, bank certificates of deposit, and money market mutual funds. The Fund is also permitted to invest in debt securities of any quality or type, including governmental and corporate and other private issuers.
 
The Fund is presently closed to new subscriptions and additional investments from existing shareholders. The Fund’s shares are held by other GMO Funds and certain other accredited investors.
 
The Fund has litigation pending against various entities related to the default of certain of the NPF Securities. For the period ended August 31, 2011, the Fund received no distributions in conjunction with a settlement agreement related to the default of those securities. The outcome of the lawsuits against the remaining defendants is not known and any potential recoveries are not reflected in the net asset value of the Fund. To the extent additional recoveries are realized, such recoveries may be material to the net asset value of the Fund.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Basis of presentation and principles of consolidation
The accompanying consolidated financial statements include the accounts of the Fund and its majority owned investment in SPV. The consolidated financial statements include 100% of the assets and liabilities of SPV and the ownership interests of participants in SPV other than the Fund are recorded as a “Noncontrolling Interest”. All significant interfund accounts and transactions have been eliminated in consolidation.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a

         
8
       


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.0% of net assets. The Fund classifies such securities (as defined below) as Level 3.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: Consistent with U.S. GAAP, the Fund valued potential litigation recoveries with respect to the bankruptcy proceedings at zero. The Fund valued interests related to bankruptcy proceedings at zero.

         
        9


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
  $     $      —     $ 0   *   $  
Short-Term Investments
    23,188                   23,188  
                                 
Total Investments
  $ 23,188     $     $ 0   *   $ 23,188  
                                 
 
* Represents the interest in securities that are defaulted and have no value at August 31, 2011 or February 28, 2011.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
Taxes
The Fund has elected to be treated as a partnership for U.S. federal income tax purposes. As a partnership, the Fund is not itself subject to U.S. federal income tax. Instead, each shareholder is required to take into account in determining its tax liability, its distributive share of items of Fund income, gain, loss, deduction, credit, and tax preference for each taxable year substantially as though such items have been realized directly by the shareholder and without regard to whether any distribution by the Fund has been or will be received. The Fund trades securities for its own account and, as such, is generally not subject to U.S. tax on such earnings (other than certain withholding taxes). The Manager intends to conduct the business of the Fund to the maximum extent practicable so that the Fund’s activities do not constitute a U.S. trade or business. Accordingly, no provision (benefit) for U.S. federal and state income taxes is reflected in the accompanying financial statements. Dividends and other revenue may be subject to withholding or similar taxes imposed by the country in which such dividends or other revenue originate. The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes and associated penalty and interest amounts related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes. SPV is also treated as a partnership for U.S. federal income tax purposes and is subject to the same rules as the Fund with respect to the U.S. federal taxation of partnerships.

         
10
       


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 23,188     $   —     $   —     $   —      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Distributions
Because the Fund has elected to be treated as a partnership for U.S. federal income tax purposes, it is not required to make distributions to its shareholders.
 
The Fund will distribute proceeds and other cash receipts received from its underlying investments. Distributions made by the Fund, other than distributions made in partial or complete redemption of shareholder interests in the Fund, are reported in the Fund’s financial statements as cash distributions to shareholders.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on

         
        11


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Litigation-Related Risk — The ultimate amount of the Fund’s recovery (through its investment in SPV) of losses on the defaulted NPF Securities and the total costs the Fund may incur with respect to its funding of litigation related to the NPF Securities is unknown at this time. Therefore, the Fund is subject to the risk that SPV may ultimately be unable to recover certain losses related to the NPF Securities.
 
• Liquidity Risk — Low trading volume, lack of a market maker, a large size position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind. Liquidity risk is particularly pronounced for the Fund due to the nature and size of its investment in the NPF Securities (through the SPV). The Fund may be exposed (through the SPV) to the NPF Securities for an indefinite period of time and may experience a substantial loss in the event the SPV sells the NPF Securities.

         
12
       


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Fixed Income Securities — Typically, the value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative contracts.
 
5. Fees and other transactions with affiliates
 
GMO does not charge the Fund any management or service fees for its services. The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s total annual operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities-lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). The Fund’s contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.

         
        13


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Notes to Consolidated Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $11 and $10, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
6. Purchases and sales of securities
 
There were no purchases or sales of securities, excluding short-term investments, for the period ended August 31, 2011.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 61.72% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 91.02% of the shares of the Fund were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                 
    Six Months Ended
   
    August 31, 2011   Year Ended
    (Unaudited)   February 28, 2011
 
Shares sold
           
Shares repurchased
           
                 
Net decrease
           
Fund shares:
               
Beginning of period
    554,071       554,071  
                 
End of period
    554,071       554,071  
                 

         
14
       


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
At a meeting held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of this meeting, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees gave substantial consideration to the fact that the Fund does not pay a management fee to the Manager under the Fund’s management agreement. The Trustees also took note of the fact that the Fund serves as a limited purpose holding vehicle for litigation-related receivables, and does not make any new investments.
 
The Trustees considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees considered the business reputation of the Manager and its professional liability insurance coverage. The Trustees noted that, because of the limited nature of the Fund’s investment program, no comparable accounts managed by the Manager or other funds managed by other managers existed to which the Fund could be compared for purposes of evaluating the Fund’s performance.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered the extent and quality of the resources, including human resources, brought to bear by the Manager, the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services, the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the funds of the Trust and the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees).
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management

         
        15


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements.
 
Due to the limited scope of the Fund’s operations and the fact that the Fund does not pay a management fee to the Manager under the Fund’s management agreement, the Trustees did not consider comparative performance and expense information regarding the Fund, economies of scale, profitability of the Manager or other factors that might be considered relevant in other circumstances.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
16
       


 

GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        17


 

 
GMO Special Purpose Holding Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
1) Actual
    33.30 %   $ 1,000.00     $ 860.00     $ 155.69  
2) Hypothetical
    33.30 %   $ 1,000.00     $ 857.73     $ 155.50  
                                 
 
            * Expenses are calculated using the annualized expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
18
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO Special Situations Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Mutual Funds
    86.5 %
Short-Term Investments
    6.9  
Debt Obligations
    2.0  
Futures Contracts
    1.6  
Forward Currency Contracts
    (0.2 )
Swap Agreements
    (1.4 )
Other
    4.6  
         
      100.0 %
         

         
        1


 

GMO Special Situations Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($) / Shares     Description   Value ($)  
            DEBT OBLIGATIONS — 2.0%        
                     
            Asset-Backed Securities — 0.7%        
            Residential Asset-Backed Securities (United States) u — 0.7%        
      247,805     Countrywide Asset-Backed Certificates, Series 07-S2, Class A1, 1 mo. LIBOR + .14%, 0.36%, due 05/25/37     239,751  
      1,865,151     Countrywide Asset-Backed Certificates, Series 07-S1, Class A1A, 1 mo. LIBOR + .11%, 0.33%, due 11/25/36     1,799,871  
      3,577,480     Countrywide Asset-Backed Certificates, Series 06-S9, Class A2, Variable Rate, 5.51%, due 08/25/36     3,467,651  
                     
            Total Residential Asset-Backed Securities (United States)     5,507,273  
                     
            Total Asset-Backed Securities     5,507,273  
                     
                     
            Corporate Debt — 1.3%        
      9,357,734     CIT Group, Inc., 7.00%, due 05/01/14     9,415,752  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $14,635,484)     14,923,025  
                     
                     
            MUTUAL FUNDS — 86.5%        
                     
            Affiliated Issuers — 86.5%        
      25,027,508     GMO U.S. Treasury Fund     625,937,967  
                     
                     
            TOTAL MUTUAL FUNDS (COST $625,767,795)     625,937,967  
                     
                     
            SHORT-TERM INVESTMENTS — 6.9%        
                     
            Money Market Funds — 6.9%        
      49,938,583     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(a)     49,938,583  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $49,938,583)     49,938,583  
                     
                     
            TOTAL INVESTMENTS — 95.4%
(COST $690,341,862)
    690,799,575  
            Other Assets and Liabilities (net) — 4.6%     32,980,848  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 723,780,423  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Forward Currency Contracts
 
                                     
                    Net Unrealized
Settlement
                  Appreciation
Date   Counterparty   Deliver/Receive   Units of Currency   Value   (Depreciation)
 
Buys 
                                   
10/17/11
    Bank of America N.A.     KRW     179,865,270,000     $ 168,116,533     $ (296,641 )
10/21/11
    Bank of America N.A.     SGD     46,187,204       38,361,210       (6,628 )
10/21/11
    Brown Brothers Harriman & Co.      SGD     57,416,745       47,688,010       (89,205 )
10/21/11
    Deutsche Bank AG     SGD     104,131,800       86,487,631       (176,927 )
                                 
                        $ 340,653,384     $ (569,401 )
                                 
Sales #
                                   
10/21/11
    Bank of America N.A.     AUD     151,262,267     $ 160,699,997     $ (4,366,057 )
10/21/11
    JPMorgan Chase Bank N.A.     AUD     75,631,133       80,349,998       (2,089,170 )
10/21/11
    Bank of New York Mellon     AUD     3,375,022       3,585,600       (94,123 )
10/21/11
    Barclays Bank PLC     AUD     3,375,000       3,585,577       (79,458 )
10/21/11
    Royal Bank of Scotland PLC     CHF     48,188,202       59,885,521       2,168,136  
10/21/11
    Bank of America N.A.     CHF     12,782,051       15,884,797       538,812  
10/21/11
    Bank of New York Mellon     CHF     12,873,543       15,998,497       531,157  
10/21/11
    Brown Brothers Harriman & Co.      CHF     83,985,483       104,372,319       2,221,770  
                                 
                        $ 444,362,306     $ (1,168,933 )
                                 
 
Fund buys foreign currency; sells USD.
# Fund sells foreign currency; buys USD.
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation/
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
2,482
    S & P 500 E-Mini Index     September 2011   $ 151,116,570     $ 10,995,931  
4,393
    Euro STOXX 50 Futures     September 2011     144,890,194       529,879  
                         
                $ 296,006,764     $ 11,525,810  
                         

         
    See accompanying notes to the financial statements.   3


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Swap Agreements
 
Forward Starting Dividend Swaps
 
                                     
                        Net
                            Unrealized
Notional
  Starting
  Expiration
              Appreciation/
Amount   Date   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  686,006     EUR   12/19/2014   12/18/2015   Barclays Bank PLC   25,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   25,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike   $ 37,551  
  2,020,000     EUR   12/18/2015   12/16/2016   Barclays Bank PLC   25,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   25,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the
Fixed Strike
    44,697  
  5,436,000     EUR   12/16/2016   12/15/2017   BNP Paribas   60,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   60,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike     (622,019)  
  2,062,500     EUR   12/15/2017   12/21/2018   BNP Paribas   25,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   25,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike     (14,878)  
  2,065,000     EUR   12/15/2017   12/21/2018   Barclays Bank PLC   25,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   25,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike     (17,854)  
  2,072,500     EUR   12/15/2017   12/21/2018   Barclays Bank PLC   25,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   25,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike     (26,781)  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Forward Starting Dividend Swaps — continued
 
                                     
                        Net
                            Unrealized
Notional
  Starting
  Expiration
              Appreciation/
Amount   Date   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  1,007,000     EUR   12/15/2017   12/21/2018   BNP Paribas   10,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   10,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike   $   (222,577)  
  2,729,225     EUR   12/21/2018   12/20/2019   BNP Paribas   30,000 EUR for every 1 dividend EURO STOXX 50 Index point decrease in the actual dividends from the Fixed Strike   30,000 EUR for every 1 dividend EURO STOXX 50 Index point increase in the actual dividends from the Fixed Strike     (591,067)  
                                     
                                $ (1,412,928)  
                                     
Premiums to (Pay) Receive
  $         —  
         
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
      Variable
  Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Rate   (Depreciation)
 
  3,100,000     CHF   9/1/2021   Barclays Bank PLC   (Pay)   1.63%   6 Month CHF BBA LIBOR   $ 29,149  
  840,000,000     JPY   10/22/2020   Citibank N.A.   (Pay)   0.97%   6 Month JPY BBA LIBOR     (38,945 )
  840,000,000     JPY   10/26/2020   Citibank N.A.   (Pay)   0.97%   6 Month JPY BBA LIBOR     (37,999 )
  840,000,000     JPY   10/26/2020   Citibank N.A.   (Pay)   0.97%   6 Month JPY BBA LIBOR     (40,118 )
  840,000,000     JPY   10/27/2020   Citibank N.A.   (Pay)   0.99%   6 Month JPY BBA LIBOR     (52,001 )
  2,435,000,000     JPY   11/1/2020   Morgan Stanley Capital
Services Inc.
  (Pay)   1.04%   6 Month JPY BBA LIBOR     (288,738 )
                                     
                                $ (428,652 )
                                     
Premiums to (Pay) Receive
  $  
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.

         
    See accompanying notes to the financial statements.   5


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  20,882,439     USD   5/16/2012   Goldman Sachs
International
  Return on Europe
Equity Basket Swap
  1 Month Federal Funds
Effective Rate -.33%
  $ (252,616 )
  7,828,572     USD   5/16/2012   Goldman Sachs
International
  Return on U.S. Equity
Basket Swap
  1 Month Federal Funds
Effective Rate -.80%
    (259,657 )
  48,466,804     USD   5/16/2012   Goldman Sachs
International
  Return on Asia
Equity
Basket Swap
  1 Month Federal Funds
Effective Rate -.68%
    314,817  
  2,547,255     USD   5/17/2012   Morgan Stanley
Capital Services
  Return on Industrial and
Commercial Bank of China
Ltd. -Class H
  1 Month Federal Funds
Effective Rate -.40%
    (9,816 )
  961,914     USD   7/25/2012   Morgan Stanley
Capital Services
  Return on Doosan
Infracore Ltd.
  1 Month Federal Funds
Effective Rate -.85%
    (170,611 )
  4,400,000     EUR   12/18/2015   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2015
Dividend Future
  Appreciation of EURO
STOXX 50
December 2015
Dividend Future
    (373,490 )
  8,880,000     EUR   12/16/2016   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2016
Dividend Future
  Appreciation of EURO
STOXX 50 December 2016
Dividend Future
    (948,091 )
  2,585,250     EUR   12/15/2017   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2017
Dividend Future
  Appreciation of EURO
STOXX 50
December 2017
Dividend Future
    (525,544 )
  9,125,000     EUR   12/15/2017   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2017
Dividend Future
  Appreciation of EURO
STOXX 50 December 2017
Dividend Future
    (1,300,033 )
  547,500     EUR   12/21/2018   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2018
Dividend Future
  Appreciation of EURO
STOXX 50 December 2018
Dividend Future
    (197,519 )
  789,000     EUR   12/21/2018   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2018
Dividend Future
  Appreciation of EURO
STOXX 50 December 2018
Dividend Future
    (249,951 )

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Total Return Swaps — continued
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Pays   Fund Receives   (Depreciation)
 
  275,860     EUR   12/21/2018   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2018
Dividend Future
  Appreciation of EURO
STOXX 50 December 2018
Dividend Future
  $ (90,011 )
  904,250     EUR   12/21/2018   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2018
Dividend Future
  Appreciation of EURO
STOXX 50 December 2018
Dividend Future
    (262,377 )
  2,663,701     EUR   12/21/2018   Morgan Stanley
Capital Services
  Depreciation of EURO
STOXX 50 December 2018
Dividend Future
  Appreciation of EURO
STOXX 50 December 2018
Dividend Future
    (645,996 )
  552,500     EUR   12/20/2019   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2019
Dividend Future
  Appreciation of EURO
STOXX 50 December 2019
Dividend Future
    (203,265 )
  3,037,500     EUR   12/20/2019   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2019
Dividend Future
  Appreciation of EURO
STOXX 50 December 2019
Dividend Future
    (820,960 )
  2,937,000     EUR   12/20/2019   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2019
Dividend Future
  Appreciation of EURO
STOXX 50 December 2019
Dividend Future
    (676,592 )
  5,587,500     EUR   12/20/2019   Deutsche Bank AG   Depreciation of EURO
STOXX 50 December 2019
Dividend Future
  Appreciation of EURO
STOXX 50 December 2019
Dividend Future
    (941,626 )
  881,250     EUR   12/20/2019   Morgan Stanley Capital
Services
  Depreciation of EURO
STOXX 50 December 2019
Dividend Future
  Appreciation of EURO
STOXX 50 December 2019
Dividend Future
    (380,314 )
                                 
                            $ (7,993,652 )
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
BBA - British Banks Association
LIBOR - London Interbank Offered Rate
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   7


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
u These securities are primarily backed by subprime mortgages.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CHF - Swiss Franc
EUR - Euro
JPY - Japanese Yen
KRW - South Korean Won
SGD - Singapore Dollar
USD - United States Dollar

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Special Situations Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $64,574,067) (Note 2)
  $ 64,861,608  
Investments in affiliated issuers, at value (cost $625,767,795) (Notes 2 and 10)
    625,937,967  
Receivable for Fund shares sold
    3,158,539  
Dividends and interest receivable
    131,963  
Unrealized appreciation on open forward currency contracts (Note 4)
    5,459,875  
Due from broker on open futures contracts
    25,951,800  
Receivable for variation margin on open futures contracts (Note 4)
    5,128,125  
Receivable for open swap contracts (Note 4)
    426,214  
Receivable for collateral on open swap contracts (Note 4)
    12,040,000  
Receivable for expenses reimbursed by Manager (Note 5)
    21,684  
         
Total assets
    743,117,775  
         
         
Liabilities:
       
Payable for investments purchased
    22,763  
Payable for Fund shares repurchased
    1,262,366  
Payable for closed swap contracts
    49,447  
Payable to affiliate for (Note 5):
       
Management fee
    223,741  
Shareholder service fee
    36,284  
Trustees and Trust Officers or agents unaffiliated with the Manager
    966  
Unrealized depreciation on open forward currency contracts (Note 4)
    7,198,209  
Interest payable for open swap contracts
    158,922  
Payable for open swap contracts (Note 4)
    10,261,446  
Accrued expenses
    123,208  
         
Total liabilities
    19,337,352  
         
Net assets
  $ 723,780,423  
         
Net assets attributable to:
       
Class III shares
  $ 37,457,291  
         
Class VI shares
  $ 686,323,132  
         
Shares outstanding:
       
Class III
    1,398,125  
         
Class VI
    25,508,817  
         
Net asset value per share:
       
Class III
  $ 26.79  
         
Class VI
  $ 26.91  
         

         
    See accompanying notes to the financial statements.   9


 

GMO Special Situations Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 691,398  
Dividends from affiliated issuers (Note 10)
    208,404  
Dividends (net of withholding taxes of $9,644)
    19,158  
         
Total investment income
    918,960  
         
Expenses:
       
Management fee (Note 5)
    1,379,119  
Shareholder service fee – Class III (Note 5)
    23,559  
Shareholder service fee – Class VI (Note 5)
    196,366  
Custodian, fund accounting agent and transfer agent fees
    56,948  
Audit and tax fees
    45,448  
Legal fees
    14,352  
Trustees fees and related expenses (Note 5)
    5,853  
Miscellaneous
    12,006  
         
Total expenses
    1,733,651  
         
Fees and expenses reimbursed by Manager (Note 5)
    (123,464 )
Expense reductions (Note 2)
    (33 )
         
Net expenses
    1,610,154  
         
Net investment income (loss)
    (691,194 )
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    3,920,894  
Investments in affiliated issuers
    (13,600 )
Realized gains distributions from affiliated issuers (Note 10)
    30,030  
Futures contracts
    (10,205,945 )
Written options
    2,473,242  
Swap contracts
    7,385,336  
Foreign currency, forward contracts and foreign currency related transactions
    (9,052,976 )
         
Net realized gain (loss)
    (5,463,019 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (1,595,550 )
Investments in affiliated issuers
    263,825  
Futures contracts
    11,525,810  
Swap contracts
    (30,893,274 )
Foreign currency, forward contracts and foreign currency related transactions
    6,785,700  
         
Net unrealized gain (loss)
    (13,913,489 )
         
Net realized and unrealized gain (loss)
    (19,376,508 )
         
Net increase (decrease) in net assets resulting from operations
  $ (20,067,702 )
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Special Situations Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ (691,194 )   $ 1,239,277  
Net realized gain (loss)
    (5,463,019 )     15,988,518  
Change in net unrealized appreciation (depreciation)
    (13,913,489 )     (6,607,483 )
                 
                 
Net increase (decrease) in net assets from operations
    (20,067,702 )     10,620,312  
                 
Net share transactions (Note 9):
               
Class III
    15,111,581       5,789,457  
Class VI
    (10,246,641 )     357,283,727  
                 
Increase (decrease) in net assets resulting from net share transactions
    4,864,940       363,073,184  
                 
                 
Total increase (decrease) in net assets
    (15,202,762 )     373,693,496  
                 
Net assets:
               
Beginning of period
    738,983,185       365,289,689  
                 
End of period
  $ 723,780,423     $ 738,983,185  
                 

         
    See accompanying notes to the financial statements.   11


 

GMO Special Situations Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                         
    Six Months Ended
               
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008(a)
 
Net asset value, beginning of period
  $ 27.53     $ 27.47     $ 25.47     $ 21.32     $ 20.09  
                                         
                                         
Income (loss) from investment operations:
                                       
Net investment income (loss)
    (0.04 )     0.04       0.33       0.26       0.31  
Net realized and unrealized gain (loss)
    (0.70 )     0.02 (b)     1.67       3.89       0.92  
                                         
                                         
Total from investment operations
    (0.74 )     0.06       2.00       4.15       1.23  
                                         
                                         
Net asset value, end of period
  $ 26.79     $ 27.53     $ 27.47     $ 25.47     $ 21.32  
                                         
                                         
Total Return(c)
    (2.69 )%**     0.22 %     7.85 %     19.47 %     6.12 %**
                                         
Ratios/Supplemental Data:
                                       
Net assets, end of period (000’s)
  $ 37,457     $ 23,299     $ 17,332     $ 20,366     $ 88,204  
Net operating expenses to average daily net assets
    0.52 %(d)(e)*     0.53 %(d)(e)     0.53 %     0.52 %     0.53 %*
Interest expense to average daily net assets
          0.01 %     0.03 %            
Total net expenses to average daily net assets
    0.52 %*     0.54 %     0.56 %     0.52 %     0.53 %*
Net investment income (loss) to average daily net assets
    (0.30 )%*     0.15 %     1.24 %     1.20 %     2.71 %*
Portfolio turnover rate
    1 %**     60 %     15 %     62 %     0 %††**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.04 %     0.04 %     0.03 %     0.05 %*
 
(a) Period from August 13, 2007 (commencement of operations) through February 29, 2008.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown.
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover rate of the Fund for the period from July 31, 2007 (commencement of operations) through February 29, 2008.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

GMO Special Situations Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class IV share outstanding throughout each period)
 
                                         
    Six Months Ended
               
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008(a)
 
Net asset value, beginning of period
  $ 27.63     $ 27.55     $ 25.51     $ 21.33     $ 20.00  
                                         
                                         
Income (loss) from investment operations:
                                       
Net investment income (loss)
    (0.02 )     0.05       0.36       0.23       0.34  
Net realized and unrealized gain (loss)
    (0.70 )     0.03 (b)     1.68       3.95       0.99  
                                         
                                         
Total from investment operations
    (0.72 )     0.08       2.04       4.18       1.33  
                                         
                                         
Net asset value, end of period
  $ 26.91     $ 27.63     $ 27.55     $ 25.51     $ 21.33  
                                         
                                         
Total Return(c)
    (2.61 )%**     0.29 %     8.00 %     19.60 %     6.65 %**
                                         
Ratios/Supplemental Data:
                                       
Net assets, end of period (000’s)
  $ 686,323     $ 715,684     $ 347,957     $ 326,148     $ 593,131  
Net operating expenses to average daily net assets
    0.43 %(d)(e)*     0.43 %(d)(e)     0.44 %     0.43 %     0.43 %*
Interest expense to average daily net assets
          0.01 %     0.03 %            
Total net expenses to average daily net assets
    0.43 %*     0.44 %     0.47 %     0.43 %     0.43 %*
Net investment income (loss) to average daily net assets
    (0.18 )%*     0.19 %     1.35 %     1.03 %     2.84 %*
Portfolio turnover rate
    1 %**     60 %     15 %     62 %     0 %††**
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.04 %     0.05 %     0.03 %     0.05 %*
 
(a) Period from July 31, 2007 (commencement of operations) through February 29, 2008.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover rate of the Fund for the period from July 31, 2007 (commencement of operations) through February 29, 2008.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Special Situations Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks capital appreciation and capital preservation. The Manager pursues the Fund’s investment objectives by using investment strategies designed to complement broader asset allocation strategies being implemented by the Manager in other GMO asset allocation funds or accounts. Accordingly, the Fund is not a standalone investment. The Manager uses multi-year forecasts of relative value and risk to determine the Fund’s strategic direction.
 
The Fund may have long or short exposure to foreign and U.S. equity securities (which may include both growth and value style equities and equities of any market capitalization), foreign and U.S. fixed income securities (which may include fixed income securities of any credit quality and having any maturity or duration), currencies, and, from time to time, other alternative asset classes (e.g., instruments that seek exposure to or reduce risks of market volatility). The Fund is not restricted in its exposure to any particular asset class, and at times may be substantially exposed (long or short) to a single asset class (e.g., equity securities or fixed income securities). In addition, the Fund is not restricted in its exposure (long or short) to any particular market. The Fund may have substantial exposure (long or short) to a particular country or type of country (e.g., emerging countries). The Fund could be subject to material losses from a single investment.
 
In pursuing its investment objectives, the Fund is permitted to use a wide variety of exchange-traded and over-the-counter (“OTC”) derivatives, including reverse repurchase agreements, options, futures, swap contracts, swaptions, and foreign currency derivative transactions. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Fund may choose to make some or all of its investments through one or more wholly-owned, non-U.S. subsidiaries. GMO may serve as the investment manager to these companies but will not receive any additional management or other fees for such services. The Fund does not seek to control risk relative to a particular securities market index or benchmark. In addition, the Fund does not seek to outperform a particular securities market index or blend of market indices (i.e., the Fund does not seek “relative” return).

         
14
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes a temporary defensive position, it may not achieve its investment objective.
 
For the period ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.
 
Currently, shares of the Fund are not publicly offered and are principally available for purchase by other GMO Funds and certain other accredited investors.
 
The Fund currently limits subscriptions.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
        15


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Futures Contracts
      0.1 %
           
Swap Agreements
      (0.1 )%
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. Inputs may also include: fair value adjustments provided by an independent pricing service applied to foreign equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.

         
16
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund used the following fair value techniques on Level 3 investments: The Fund valued certain debt securities using quoted prices.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Asset-Backed Securities
  $     $     $ 5,507,273     $ 5,507,273  
Corporate Debt
          9,415,752             9,415,752  
                                 
TOTAL DEBT OBLIGATIONS
          9,415,752       5,507,273       14,923,025  
                                 
Mutual Funds
    625,937,967                   625,937,967  
Short-Term Investments
    49,938,583                   49,938,583  
                                 
Total Investments
    675,876,550       9,415,752       5,507,273       690,799,575  
                                 
Derivatives*
                               
Forward Currency Contracts
                               
Foreign Currency risk
          5,459,875             5,459,875  
Futures Contracts
                               
Equity risk
    10,995,931       529,879             11,525,810  
Swap Agreements
                               
Interest risk
          29,149             29,149  
Equity risk
          397,065             397,065  
                                 
Total
  $ 686,872,481     $ 15,831,720     $ 5,507,273     $ 708,211,474  
                                 

         
        17


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Forward Currency Contracts
                               
Foreign Currency risk
  $      —     $ (7,198,209 )   $      —     $ (7,198,209 )
Swap Agreements
                               
Interest risk
          (457,801 )           (457,801 )
Equity risk
          (9,803,645 )           (9,803,645 )
                                 
Total
  $     $ (17,459,655 )   $     $ (17,459,655 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was 0.7% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
18
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
    Balances
                  Change in
          Balances
    from
    as of
          Accrued
  Total
  Unrealized
      Transfer
  as of
    Investments Still
    February 28,
          Discounts/
  Realized
  Appreciation
  Transfer
  out of
  August 31,
    Held as of
    2011   Purchases   (Sales)   Premiums   Gain/(Loss)   (Depreciation)   into level 3*   level 3*   2011     August 31, 2011
Debt Obligations
                                                                                 
Asset-Backed Securities
  $      —     $ 6,011,997     $ (549,642 )   $ 922     $ 21,620     $ 22,376     $      —     $      —     $ 5,507,273       $ 22,376  
                                                                                   
Total
  $     $ 6,011,997     $ (549,642 )   $ 922     $ 21,620     $ 22,376     $     $     $ 5,507,273       $ 22,376  
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.

         
        19


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. The Fund had no inflation-indexed bonds outstanding at the end of the period.
 
Taxes
The Fund has elected to be treated as a partnership for U.S. federal income tax purposes. As a partnership, the Fund is not itself subject to U.S. federal income tax. Instead, each shareholder is required to take into account in determining its tax liability, its distributive share of items of Fund income, gain, loss, deduction, credit, and tax preference for each taxable year substantially as though such items have been

         
20
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
realized directly by the shareholder and without regard to whether any distribution by the Fund has been or will be received. The Fund trades securities for its own account and, as such, is generally not subject to U.S. tax on such earnings (other than certain withholding taxes). The Manager intends to conduct the business of the Fund to the maximum extent practicable so that the Fund’s activities do not constitute a U.S. trade or business. Accordingly, no provision (benefit) for U.S. federal and state income tax is reflected in the accompanying financial statements. Dividends and other revenue may be subject to withholding or similar taxes imposed by the country in which such dividends or other revenue originate. The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes and associated penalty and interest amounts related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes. Effective on March 1, 2009, the Fund was required to maintain a tax year-end of December 31.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 690,341,862     $ 457,713     $      —     $ 457,713      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the periods ended February 29, 2008 through the current year.

         
        21


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Distributions
Because the Fund has elected to be treated as a partnership for U.S. federal income tax purposes, it is not required to make distributions to its shareholders. It is the policy of the Fund to declare and pay distributions as determined by the Trustees (or their delegates). Distributions made by the Fund, if any, other than distributions made in partial or complete redemption of shareholders’ interests in the Fund, are reported in the Fund’s Statement of Changes in Net Assets as cash distributions to shareholders.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of

         
22
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Customized Investment Program Risk — Because the Fund is intended to complement the Manager’s asset allocation strategies, the risks associated with the Fund’s investments often will be far greater (and investment returns may be far more volatile) than if the Fund served as a stand-alone investment vehicle.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Liquidity Risk — Low trading volume, lack of a market maker, a large size position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.

         
        23


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Focused Investment Risk — Focusing investments in particular countries, regions, sectors or companies, or in industries with high positive correlations to one another creates additional risk.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Market Risk — Fixed Income Securities — Typically, the value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.

         
24
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds, or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests will not perform as expected or that the Fund will invest in underlying funds with higher fees or expenses.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to

         
        25


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
synthetically “buy” exposure to that index). In adjusting its investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which

         
26
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied

         
        27


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. During the period ended August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and manage against anticipated currency exchange rate changes. Forward currency contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio and to adjust exposure to equity markets. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of

         
28
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written options to adjust exposure of the portfolio to various equity markets. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount of
  of
      Amount of
  of
   
    Contracts   Contracts   Premiums   Contracts   Contracts   Premiums
 
Outstanding, beginning of period
         —           $      —            —            —     $      —  
Options written
          (351,384 )     (2,822,342 )                  
Options exercised
                                   
Options expired
                                   
Options bought back
          351,384       2,822,342                    
                                                 
Outstanding, end of period
              $                 $  
                                                 

         
        29


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap

         
30
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
Forward starting dividend swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive the changes in a dividend index point. The Fund gains exposure by either paying or receiving an amount in respect of an increase or decrease in the change of the relevant dividend index point based on a notional amount. For example, if the Fund took a long position on a dividend index swap, the Fund would receive payments if the relevant index point increased in value and would be obligated to pay if that index point decreased in value.
 
Future swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive the changes in an index. The Fund gains exposure by either paying or receiving an amount in respect of an increase or decrease in the change of the index based on a notional amount. For example, if the Fund took a long position on a future swap, the Fund would receive payments if the relevant index increase in value and would be obligated to pay if that index decreased in value.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that the collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type

         
        31


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure, its exposure to certain securities markets, and its exposure to certain companies and industries, as well as to hedge some or all of the broad market exposure of the assets in which the Fund invests and manage the duration of the portfolio. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on futures contracts *
  $     $     $      —     $ 11,525,810     $      —     $ 11,525,810  
Unrealized appreciation on forward currency contracts
          5,459,875                         5,459,875  
Unrealized appreciation on swap agreements
    29,149                   397,065             426,214  
                                                 
Total
  $ 29,149     $ 5,459,875     $     $ 11,922,875     $     $ 17,411,899  
                                                 
Liabilities:
                                               
Unrealized depreciation on forward currency contracts
  $     $ (7,198,209 )   $     $     $     $ (7,198,209 )
Unrealized depreciation on swap agreements
    (457,801 )                 (9,803,645 )           (10,261,446 )
                                                 
Total
  $ (457,801 )   $ (7,198,209 )   $     $ (9,803,645 )   $     $ (17,459,655 )
                                                 

         
32
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Written options
  $     $     $      —     $ 2,473,242     $      —     $ 2,473,242  
Futures contracts
                      (10,205,945 )           (10,205,945 )
Forward currency contracts
          (8,944,892 )                       (8,944,892 )
Swap agreements
    (287,378 )                 7,672,714             7,385,336  
                                                 
Total
  $ (287,378 )   $ (8,944,892 )   $     $ (59,989 )   $     $ (9,292,259 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Futures contracts
  $     $     $     $ 11,525,810     $     $ 11,525,810  
Forward currency contracts
          6,788,495                         6,788,495  
Swap agreements
    (2,373,309 )                 (28,519,965 )           (30,893,274 )
                                                 
Total
  $ (2,373,309 )   $ 6,788,495     $     $ (16,994,155 )   $     $ (12,578,969 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                                 
    Forward
           
    currency
  Futures
  Swap
   
    contracts   contracts   agreements   Options
 
Average amount outstanding
  $ 1,049,173,770     $ 138,714,146     $ 232,028,424     *$ 29,090  
            * During the period ended August 31, 2011, the Fund did not hold written options at any month-end, therefore, the average amount outstanding was calculated using daily outstanding absolute values.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.37% of average daily net assets. The Fund has adopted a Shareholder Service Plan under

         
        33


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s total annual operating expenses that exceed 0.37% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities-lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $5,853 and $2,622, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.002%
    0.000%     0.002%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $6,250,432 and $68,744,057, respectively.

         
34
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 90.52% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. Three of the shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, no shares of the Fund were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    732,189     $ 19,956,522       680,954     $ 18,376,962  
Shares repurchased
    (180,451 )     (4,844,941 )     (465,449 )     (12,587,505 )
                                 
Net increase (decrease)
    551,738     $ 15,111,581       215,505     $ 5,789,457  
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    10,094,804     $ 273,141,281       16,813,107     $ 453,971,886  
Shares repurchased
    (10,488,011 )     (283,387,922 )     (3,543,278 )     (96,688,159 )
                                 
Net increase (decrease)
    (393,207 )   $ (10,246,641 )     13,269,829     $ 357,283,727  
                                 

         
        35


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
       
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
   
Affiliate   period   Purchases   Proceeds   Income   Gains   of period    
 
GMO U.S. Treasury Fund
  $ 659,449,307     $ 238,434     $ 34,000,000     $ 208,404     $ 30,030     $ 625,937,967          
                                                         
Totals
  $ 659,449,307     $ 238,434     $ 34,000,000     $ 208,404     $ 30,030     $ 625,937,967          
                                                         

         
36
       


 

GMO Special Situations Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one- and three-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered that the Fund’s performance is intended to complement broader asset allocation strategies being implemented by the Manager in other asset allocation funds or accounts and noted that the Fund is not separately available nor does it seek to control risk relative to a particular securities market index or benchmark nor does it seek to outperform a particular securities market index or blend of market indices. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and

         
        37


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its

         
38
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        39


 

GMO Special Situations Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 01, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
40
       


 

 
GMO Special Situations Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.52 %   $ 1,000.00     $ 973.10     $ 2.58  
2) Hypothetical
    0.52 %   $ 1,000.00     $ 1,022.52     $ 2.64  
                                 
Class VI
                               
                                 
1) Actual
    0.43 %   $ 1,000.00     $ 973.90     $ 2.13  
2) Hypothetical
    0.43 %   $ 1,000.00     $ 1,022.97     $ 2.19  
                                 
 
            * Expenses are calculated using each Class’s annualized expense ratio (including interest expense and indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        41


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Debt Obligations
    56.7 %
Short-Term Investments
    42.4  
Swap Agreements
    1.2  
Options Purchased
    1.0  
Loan Participations
    0.2  
Loan Assignments
    0.1  
Rights/Warrants
    0.0 Ù
Promissory Notes
    0.0 Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.2 )
Written Options
    (0.2 )
Reverse Repurchase Agreements
    (1.4 )
Other
    0.2  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    52.6 %
Australia
    46.5  
New Zealand
    6.6  
Emerging***
    1.6  
Japan
    0.1  
Euro Region****
    0.0 Ù
Norway
    0.0 Ù
Canada
    (0.1 )
Sweden
    (0.1 )
United Kingdom
    (0.1 )
Switzerland
    (7.1 )
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of certain derivative financial instruments and excludes exposure through certain currency linked derivatives such as forward currency contracts and currency options. The table is based on duration adjusted exposures, taking into account the market value of securities and the notional amounts of swaps and other derivative financial instruments. For example, U.S. asset-backed securities represent a relatively small percentage due to their short duration, even though they represent a large

         
        1


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
percentage of market value (direct and indirect). Duration is based on the Manager’s models. The greater the duration of a bond, the greater its contribution to the concentration percentage. Credit default swap exposures are factored into the duration-adjusted exposure using the reference security and applying the same methodology to that security.
*** The “Emerging” exposure is associated only with investments in the GMO Emerging Country Debt Fund, which is exposed to emerging countries primarily comprised of Russia, Argentina, Brazil, Philippines, Mexico, Venezuela, Colombia, Cougo, Turkey, and Indonesia. Additional information about the fund’s emerging country exposure is available in the financial statements of the GMO Emerging Country Debt Fund.
**** The “Euro Region” is comprised of Austria, Belgium, Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Slovenia and Spain.
Ù Rounds to 0.0%.

         
2
       


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Par Value ($) /
           
Shares /
           
Notional Amount     Description   Value ($)  
            DEBT OBLIGATIONS — 11.3%        
                     
            United States — 11.3%        
            U.S. Government — 11.3%        
      79,258,500     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (a) (b)     80,428,831  
      50,000,000     U.S. Treasury Note, 0.38%, due 09/30/12     50,123,050  
      33,000,000     U.S. Treasury Note, 1.38%, due 01/15/13 (b)     33,540,111  
      150,000,000     U.S. Treasury Note, 1.75%, due 01/31/14     155,437,500  
                     
            Total United States     319,529,492  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $317,395,529)     319,529,492  
                     
                     
            MUTUAL FUNDS — 84.9%        
                     
            United States — 84.9%        
            Affiliated Issuers        
      8,809,450     GMO Emerging Country Debt Fund, Class IV     85,451,670  
      105,394,919     GMO Short-Duration Collateral Fund     757,789,469  
      40,323,372     GMO U.S. Treasury Fund     1,008,487,531  
      23,817,449     GMO World Opportunity Overlay Fund     545,657,755  
                     
            Total United States     2,397,386,425  
                     
                     
            TOTAL MUTUAL FUNDS (COST $2,510,875,679)     2,397,386,425  
                     
                     
            OPTIONS PURCHASED — 0.6%        
                     
            Options on Interest Rate Swaps — 0.6%        
NZD
    250,000,000     Swaption Call, Expires 06/01/12, Strike 4.00,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 250,000,000 NZD in which it will pay 3 month NZD Bank Bill and will receive 4.00%, maturing on June 6, 2013,
(OTC) (CP - Morgan Stanley Capital Services Inc.)
    1,418,710  
                     
NZD
    500,000,000     Swaption Call, Expires 02/15/12, Strike 4.22,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 NZD in which it will pay 3 month NZD Bank Bill and will receive 4.22%, maturing on February 16, 2013,
(OTC) (CP - Morgan Stanley Capital Services Inc.)
    3,817,587  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Notional Amount     Description   Value ($)  
            Options on Interest Rate Swaps — continued        
                     
NZD
    500,000,000     Swaption Call, Expires 05/11/12, Strike 3.63,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 NZD in which it will pay 3 month NZD Bank Bill and will receive 3.63%, maturing on May 15, 2013,
(OTC) (CP - Morgan Stanley Capital Services Inc.)
    1,863,640  
                     
NZD
    500,000,000     Swaption Call, Expires 03/27/12, Strike 3.80,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 NZD in which it will pay 3 month NZD Bank Bill and will receive 3.80%, maturing on March 28, 2013,
(OTC) (CP - Morgan Stanley Capital Services Inc.)
    2,363,735  
                     
NZD
    500,000,000     Swaption Call, Expires 03/26/12, Strike 3.80,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 NZD in which it will pay 3 month NZD Bank Bill and will receive 3.80%, maturing on March 28, 2013,
(OTC) (CP - Morgan Stanley Capital Services Inc.)
    2,365,013  
                     
USD
    400,000,000     Swaption Call, Expires 05/20/13, Strike 0.77,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 400,000,000 USD in which it will pay 3 month USD LIBOR and will receive 0.77%, maturing on May 22, 2014,
(OTC) (CP - Merrill Lynch Capital Services Inc.)
    1,170,400  
                     
USD
    400,000,000     Swaption Call, Expires 05/21/12, Strike 0.77,
Upon potential excercise of the option, the Fund will enter into a swap with a notional amount of 400,000,000 USD in which it will pay 3 month USD LIBOR and will receive 0.77%, maturing on May 23, 2013,
(OTC) (CP - Merrill Lynch Capital Services Inc.)
    1,394,400  
                     
USD
    500,000,000     Swaption Call, Expires 01/22/13, Strike 0.85,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 USD in which it will pay 3 month USD LIBOR and will receive 0.85%, maturing on January 24, 2014,
(OTC) (CP - Citibank N.A.)
    1,949,500  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Notional Amount /
           
Shares /
           
Par Value ($)     Description   Value ($)  
                     
USD
    500,000,000     Swaption Call, Expires 01/23/12, Strike 0.85,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 500,000,000 USD in which it will pay 3 month USD LIBOR and will receive 0.85%, maturing on January 25, 2013,
(OTC) (CP - Citibank N.A.)
    1,932,000  
                     
            Total Options on Interest Rate Swaps     18,274,985  
                     
                     
            TOTAL OPTIONS PURCHASED (COST $7,920,291)     18,274,985  
                     
                     
            SHORT-TERM INVESTMENTS — 1.1%        
                     
            Money Market Funds — 0.1%        
      1,365,786     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (c)     1,365,786  
                     
                     
            U.S. Government — 1.0%        
      27,300,000     U.S. Treasury Bill, 0.07%, due 05/31/12 (b) (d)     27,286,132  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $28,632,662)     28,651,918  
                     
                     
            TOTAL INVESTMENTS — 97.9%
(Cost $2,864,824,161)
    2,763,842,820  
            Other Assets and Liabilities (net) — 2.1%     60,664,204  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 2,824,507,024  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
300
    Australian Government Bond 10 Yr.     September 2011   $ 36,320,723     $ 810,850  
8,650
    Euro Dollar 90 Day     December 2011     2,151,579,375       2,574,499  
                         
                $ 2,187,900,098     $ 3,385,349  
                         

         
    See accompanying notes to the financial statements.   5


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts — continued
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Sales
                           
565
    Australian Government Bond 3 Yr.     September 2011   $ 64,231,971     $ 121,094  
8,650
    Euro Dollar 90 Day     March 2013     2,151,363,125       (6,295,087 )
                         
                $ 2,215,595,096     $ (6,173,993 )
                         
 
Written Options
 
A summary of open written option contracts for the Fund at August 31, 2011 is as follows:
 
Options on Interest Rate Swaps
 
                                                 
                    Description of Underlying Swap        
    Notional
  Expiration
      Receive
  Fixed
  Variable
       
Description   Amount   Date   Counterparty   (Pay)#   Rate   Rate   Premiums   Market Value
 
Call - OTC 2 Year
Interest Rate Swap
   
500,000,000
   
USD
  01/23/12   Citibank N.A.   (Pay)   0.85%   3 Month USD
LIBOR
    $(200,000 )   $ (3,229,000 )
                                                 
Call - OTC 2 Year
Interest Rate Swap
   
400,000,000
   
USD
  05/21/12   Merrill Lynch Capital
Services Inc.
  (Pay)   0.77%   3 Month
LIBOR
    (310,000 )     (1,971,600 )
                                                 
Call- OTC 1 Year
Interest Rate Swap
   
250,000,000
   
NZD
  06/01/12   Morgan Stanley Capital
Services Inc.
  (Pay)   3.25%   3 Month NZD
Bank Bill
    (193,871 )     (528,209 )
                                                 
Call - OTC 1 Year
Interest Rate Swap
   
500,000,000
   
NZD
  02/15/12   Morgan Stanley Capital
Services Inc.
  (Pay)   3.33%   3 Month NZD
Bank Bill
    (281,812 )     (1,145,873 )
                                                 
Call - OTC 1 Year
Interest Rate Swap
   
500,000,000
   
NZD
  05/11/12   Morgan Stanley Capital
Services Inc.
  (Pay)   3.13%   3 Month NZD
Bank Bill
    (354,780 )     (842,578 )
                                                 
Call - OTC 1 Year
Interest Rate Swap
   
500,000,000
   
NZD
  03/27/12   Morgan Stanley Capital
Services Inc.
  (Pay)   2.80%   3 Month NZD
Bank Bill
    (263,568 )     (372,302 )
                                                 
Call - OTC 1 Year
Interest Rate Swap
   
500,000,000
   
NZD
  03/26/12   Morgan Stanley Capital
Services Inc.
  (Pay)   2.80%   3 Month NZD
Bank Bill
    (262,360 )     (371,450 )
                                                 
                                      $(1,866,391 )   $ (8,461,012 )
                                                 

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Swap Agreements
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
          Appreciation/
Amount   Date   Counterparty   (Pay)#   Fixed Rate   Variable Rate   (Depreciation)
 
  100,000,000     AUD   8/25/2020   Barclays Bank PLC   Receive   5.27%   6 Month AUD
Bank Bill Rate
  $ 1,242,074  
  200,000,000     AUD   8/26/2020   Morgan Stanley
Capital Services Inc.
  Receive   5.26%   6 Month AUD
Bank Bill Rate
    2,286,414  
  200,000,000     AUD   8/30/2020   Morgan Stanley
Capital Services Inc.
  Receive   5.25%   6 Month AUD
Bank Bill Rate
    2,001,934  
  300,000,000     AUD   9/20/2020   Morgan Stanley
Capital Services Inc.
  Receive   5.58%   6 Month AUD
Bank Bill Rate
    10,975,462  
  200,000,000     AUD   9/22/2020   Morgan Stanley
Capital Services Inc.
  Receive   5.65%   6 Month AUD
Bank Bill Rate
    8,431,062  
  100,000,000     AUD   12/2/2020   Barclays Bank PLC   Receive   5.95%   6 Month AUD
Bank Bill Rate
    6,497,504  
  200,000,000     AUD   4/5/2021   Morgan Stanley
Capital Services Inc.
  Receive   6.06%   6 Month AUD
Bank Bill Rate
    15,061,505  
  100,000,000     NZD   7/14/2015   Barclays Bank PLC   Receive   4.87%   3 Month NZD
Bank Bill Rate
    3,027,507  
  100,000,000     NZD   7/15/2015   Barclays Bank PLC   Receive   4.86%   3 Month NZD
Bank Bill Rate
    3,003,513  
  100,000,000     NZD   7/15/2015   Citibank N.A.   Receive   4.85%   3 Month NZD
Bank Bill Rate
    2,980,606  
  125,000,000     NZD   7/16/2015   Merrill Lynch
Capital Services
  Receive   4.86%   3 Month NZD
Bank Bill Rate
    3,767,672  
  1,215,000,000     USD   2/8/2014   Morgan Stanley
Capital Services Inc.
  (Pay)   0.71%   3 Month USD
Libor
    (3,454,807 )
  505,000,000     USD   2/8/2017   Morgan Stanley
Capital Services Inc.
  Receive   1.79%   3 Month USD
Libor
    7,474,164  
                                     
                                $ 63,294,610  
                                     
Premiums to (Pay) Receive
  $  
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.

         
    See accompanying notes to the financial statements.   7


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, for the above contracts and/or agreements the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.
 
Notes to Schedule of Investments:
 
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 investors.
CP - Counterparty
LIBOR - London Interbank Offered Rate
OTC - Over-the-Counter
USD LIBOR - London Interbank Offered Rate denominated in United States Dollars.
(a) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(b) All or a portion of this security has been pledged to cover margin requirements on open financial futures contracts, collateral on open swap contracts, forward currency contracts, and/or written options, if any, (Note 4).
(c) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(d) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
NZD - New Zealand Dollar
USD - United States Dollar

         
8
  See accompanying notes to the financial statements.    


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $353,948,482) (Note 2)
  $ 366,456,395  
Investments in affiliated issuers, at value (cost $2,510,875,679) (Notes 2 and 10)
    2,397,386,425  
Receivable for Fund shares sold
    9,992,147  
Dividends and interest receivable
    1,002,495  
Receivable for open swap contracts (Note 4)
    66,749,417  
Interest receivable for open swap contracts
    3,671,264  
Receivable for expenses reimbursed by Manager (Note 5)
    78,338  
         
Total assets
    2,845,336,481  
         
         
Liabilities:
       
Payable for investments purchased
    3,200,000  
Payable for Fund shares repurchased
    4,116,997  
Payable to affiliate for (Note 5):
       
Management fee
    596,054  
Shareholder service fee
    137,514  
Trustees and Trust Officers or agents unaffiliated with the Manager
    6,901  
Payable for variation margin on open futures contracts (Note 4)
    665,832  
Payable for open swap contracts (Note 4)
    3,454,807  
Written options outstanding, at value (premiums $1,866,391) (Note 4)
    8,461,012  
Accrued expenses
    190,340  
         
Total liabilities
    20,829,457  
         
Net assets
  $ 2,824,507,024  
         
Net assets consist of:
       
Paid-in capital
  $ 3,022,830,768  
Distributions in excess of net investment income
    (24,748,201 )
Accumulated net realized loss
    (126,505,547 )
Net unrealized depreciation
    (47,069,996 )
         
    $ 2,824,507,024  
         
Net assets attributable to:
       
Class III shares
  $ 80,295,448  
         
Class VI shares
  $ 2,744,211,576  
         
Shares outstanding:
       
Class III
    4,829,635  
         
Class VI
    165,038,022  
         
Net asset value per share:
       
Class III
  $ 16.63  
         
Class VI
  $ 16.63  
         

         
    See accompanying notes to the financial statements.   9


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 6,816,072  
Interest
    2,545,812  
Dividends from unaffiliated issuers
    38  
         
Total investment income
    9,361,922  
         
Expenses:
       
Management fee (Note 5)
    3,356,269  
Shareholder service fee – Class III (Note 5)
    62,595  
Shareholder service fee – Class VI (Note 5)
    715,428  
Custodian, fund accounting agent and transfer agent fees
    146,004  
Legal fees
    54,464  
Audit and tax fees
    29,808  
Trustees fees and related expenses (Note 5)
    23,112  
Registration fees
    1,620  
Miscellaneous
    21,865  
         
Total expenses
    4,411,165  
Fees and expenses reimbursed by Manager (Note 5)
    (234,380 )
Indirectly incurred fees waived or borne by Manager (Note 5)
    (168,291 )
Shareholder service fee waived (Note 5)
    (39,745 )
         
Net expenses
    3,968,749  
         
Net investment income (loss)
    5,393,173  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    4,966,414  
Investments in affiliated issuers
    (70,152 )
Realized gains distributions from affiliated issuers (Note 10)
    39,047  
Futures contracts
    40,311,926  
Written options
    (462,000 )
Swap contracts
    39,903,513  
Foreign currency, forward contracts and foreign currency related transactions
    12,508  
         
Net realized gain (loss)
    84,701,256  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    10,682,957  
Investments in affiliated issuers
    (10,296,969 )
Futures contracts
    14,680,964  
Written options
    (6,158,550 )
Swap contracts
    110,250,652  
Foreign currency, forward contracts and foreign currency related transactions
    1,135,015  
         
Net unrealized gain (loss)
    120,294,069  
         
Net realized and unrealized gain (loss)
    204,995,325  
         
Net increase (decrease) in net assets resulting from operations
  $ 210,388,498  
         

         
10
  See accompanying notes to the financial statements.    


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 5,393,173     $ 21,750,906  
Net realized gain (loss)
    84,701,256       15,688,280  
Change in net unrealized appreciation (depreciation)
    120,294,069       69,051,297  
                 
                 
Net increase (decrease) in net assets from operations
    210,388,498       106,490,483  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (3,957,713 )
Class VI
          (59,707,182 )
                 
Total distributions from net investment income
          (63,664,895 )
                 
Return of capital
               
Class III
          (3,143,823 )
Class VI
          (47,291,285 )
                 
Total distributions from return of capital
          (50,435,108 )
                 
            (114,100,003 )
                 
Net share transactions (Note 9):
               
Class III
    (3,111,753 )     (62,723,736 )
Class VI
    64,073,176       478,030,361  
                 
Increase (decrease) in net assets resulting from net share transactions
    60,961,423       415,306,625  
                 
                 
Total increase (decrease) in net assets
    271,349,921       407,697,105  
                 
Net assets:
               
Beginning of period
    2,553,157,103       2,145,459,998  
                 
End of period (including distributions in excess of net investment income of $24,748,201 and $30,141,374, respectively)
  $ 2,824,507,024     $ 2,553,157,103  
                 

         
    See accompanying notes to the financial statements.   11


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 15.39     $ 15.51     $ 17.37     $ 23.60     $ 25.22     $ 25.06  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.03       0.17       0.16       0.71       0.78       0.96  
Net realized and unrealized gain (loss)
    1.21       0.54       3.78       (5.70 )     (1.37 )     0.34  
                                                 
                                                 
Total from investment operations
    1.24       0.71       3.94       (4.99 )     (0.59 )     1.30  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.46 )     (0.27 )     (1.24 )     (0.97 )     (1.14 )
From net realized gains
                            (0.06 )      
Return of capital
          (0.37 )     (5.53 )                  
                                                 
                                                 
Total distributions
          (0.83 )     (5.80 )     (1.24 )     (1.03 )     (1.14 )
                                                 
                                                 
Net asset value, end of period
  $ 16.63     $ 15.39     $ 15.51     $ 17.37     $ 23.60     $ 25.22  
                                                 
                                                 
Total Return(c)
    8.06 %**     4.76 %     27.97 %     (21.20 )%     (2.39 )%     5.23 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 80,295     $ 77,084     $ 139,571     $ 227,453     $ 277,879     $ 226,917  
Net expenses to average daily net assets(d)
    0.39 %*     0.39 %(e)     0.39 %     0.40 %(e)     0.38 %(e)     0.39 %*
Net investment income (loss) to average daily net assets(b)
    0.32 %*     1.09 %     1.01 %     3.32 %     3.12 %     5.96 %*
Portfolio turnover rate
    8 %**     19 %     35 %     70 %     67 %     7 %††*
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.03 %*     0.04 %     0.03 %     0.03 %     0.04 %     0.06 %*
Redemption fees consisted of the following per share amounts:
              $ 0.00 (f)   $ 0.02              
 
(a) Period from July 13, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period from May 31, 2006 (commencement of operations) through February 28, 2007.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007(a)
 
Net asset value, beginning of period
  $ 15.38     $ 15.49     $ 17.35     $ 23.57     $ 25.22     $ 25.00  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.03       0.15       0.17       0.68       0.97       0.76  
Net realized and unrealized gain (loss)
    1.22       0.57       3.77       (5.64 )     (1.55 )     0.61  
                                                 
                                                 
Total from investment operations
    1.25       0.72       3.94       (4.96 )     (0.58 )     1.37  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.46 )     (0.29 )     (1.26 )     (1.01 )     (1.15 )
From net realized gains
                            (0.06 )      
Return of capital
          (0.37 )     (5.51 )                  
                                                 
                                                 
Total distributions
          (0.83 )     (5.80 )     (1.26 )     (1.07 )     (1.15 )
                                                 
                                                 
Net asset value, end of period
  $ 16.63     $ 15.38     $ 15.49     $ 17.35     $ 23.57     $ 25.22  
                                                 
                                                 
Total Return(c)
    8.13 %**     4.84 %     28.00 %     (21.09 )%     (2.35 )%     5.52 %**
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 2,744,212     $ 2,476,073     $ 2,005,889     $ 2,246,197     $ 5,121,698     $ 2,224,310  
Net expenses to average daily net assets(d)
    0.29 %*     0.29 %(e)     0.30 %     0.30 %(e)     0.29 %(e)     0.29 %*
Net investment income (loss) to average daily net assets(b)
    0.40 %*     1.00 %     1.05 %     3.14 %     3.87 %     4.01 %*
Portfolio turnover rate
    8 %**     19 %     35 %     70 %     67 %     7 %**
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets:
    0.03 %*     0.04 %     0.03 %     0.03 %     0.04 %     0.06 %*
Redemption fees consisted of the following per share amounts:
              $ 0.00 (f)   $ 0.02              
 
(a) Period from May 31, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   13


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Strategic Fixed Income Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the J.P. Morgan U.S. 3 Month Cash Index. The Manager pursues the Fund’s investment objective by using investment strategies designed to complement broader asset allocation strategies being implemented by the Manager in other GMO Asset Allocation Funds or accounts. Accordingly, the Fund is not a standalone investment. The Manager uses multi-year forecasts of relative value and risk to determine the Fund’s strategic direction.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in fixed income securities. The term “fixed income security” includes (i) obligations of an issuer to make payments of principal and/or interest (whether fixed or variable) on future dates and (ii) synthetic debt instruments created by the Manager by using derivatives (e.g., a futures contract, swap contract, currency forward or option). The Fund is permitted to invest in fixed income securities of any kind (e.g., fixed income securities of any maturity, duration or credit quality). The Fund may invest in any sector of the fixed income market and is not required to maintain a minimum or maximum allocation of investments in any one sector. The Fund may invest all of its assets in below investment grade securities (also known as “junk bonds”). The sectors and types of fixed income securities in which the Fund may invest or hold include, but are not limited to: investment grade bonds denominated in various currencies, including bonds issued by the U.S. and foreign governments and their agencies or instrumentalities (as well as bonds neither guaranteed nor insured by the U.S. government), corporate bonds and taxable and tax-exempt municipal bonds; below investment grade bonds; inflation indexed bonds issued by the U.S. government (including Inflation-Protected Securities issued by the U.S. Treasury (“TIPS”)) and foreign governments and their agencies or instrumentalities (as well as bonds neither guaranteed nor insured by the U.S. and/or foreign governments) and inflation indexed bonds issued by corporations; sovereign debt of emerging countries and other bonds issued in emerging countries (including below investment grade bonds); and asset-backed securities.
 
The Fund has substantial holdings of GMO Short-Duration Collateral Fund (“SDCF”) (a Fund that primarily holds U.S. asset-backed securities) and GMO World Opportunity Overlay Fund (“Overlay Fund”) (a Fund that invests in asset-backed securities and uses derivatives to attempt to exploit misvaluations in world interest rates, currencies and credit markets).

         
14
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may also invest in exchange traded and over-the-counter (“OTC”) derivatives, including futures contracts, currency options, currency forwards, reverse repurchase agreements, swap contracts (including credit default swaps), interest rate options, swaps on interest rates and other types of derivatives. The Fund is not limited in its use of derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Fund may gain exposure to the investments described above through investments in shares of other GMO Funds, including SDCF and Overlay Fund, and also GMO Emerging Country Debt Fund (“ECDF”) (to gain exposure to emerging country debt markets), GMO High Quality Short-Duration Bond Fund (to seek to generate a return in excess of that of the J.P.Morgan U.S. 3 Month Cash Index by investing in a wide variety of high quality U.S. and foreign debt investments), GMO Debt Opportunities Fund (to gain exposure to global credit markets) and GMO U.S. Treasury Fund (for cash management purposes). For cash management purposes, the Fund may invest in unaffiliated money market funds.
 
The Fund, primarily though its investments in SDCF, Overlay Fund and ECDF, has and is expected to continue to have material exposure to below investment grade U.S. asset-backed and emerging country debt securities.
 
The Manager does not seek to maintain a specified interest rate duration for the Fund, and the Fund’s interest rate duration will change depending on the Fund’s investments and the Manager’s assessment of different sectors of the bond market. The Fund, if deemed prudent by the Manager, will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s normal investment strategies. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The Fund is not intended to serve as a standalone investment product and is available for investment only by other GMO Funds and other GMO asset allocation clients.
 
As of August 31 2011, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different shareholder service fee.
 
The financial statements of the series of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). As of August 31, 2011, shares of Overlay Fund and SDCF were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP

         
        15


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.9% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 4.5% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation”

         
16
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
U.S. Government
  $ 239,100,661     $ 80,428,831     $      —     $ 319,529,492  
                                 
TOTAL DEBT OBLIGATIONS
    239,100,661       80,428,831             319,529,492  
                                 

         
        17


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 2,397,386,425     $     $     $ 2,397,386,425  
Options Purchased
          18,274,985             18,274,985  
Short-Term Investments
    28,651,918                   28,651,918  
                                 
Total Investments
    2,665,139,004       98,703,816             2,763,842,820  
                                 
Derivatives *
                               
Futures Contracts
                               
Interest rate risk
    3,506,443                   3,506,443  
Swap Agreements
                               
Interest rate risk
          66,749,417             66,749,417  
                                 
Total
  $ 2,668,645,447     $ 165,453,233     $     $ 2,834,098,680  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives *
                               
Written Options
                               
Interest rate risk
  $     $ (8,461,012 )   $     $ (8,461,012 )
Futures Contracts
                               
Interest rate risk
    (6,295,087 )                —       (6,295,087 )
Swap Agreements
                               
Interest rate risk
          (3,454,807 )           (3,454,807 )
                                 
Total
  $ (6,295,087 )   $ (11,915,819 )   $     $ (18,210,906 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative

         
18
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 27.1% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon

         
        19


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. The Fund had no reverse repurchase agreements outstanding at the end of the period.
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United

         
20
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, certain tax attributes consisted of the following:
 
         
Tax Attributes:
       
Post-October currency loss deferral
  $ (30,191,877 )
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (101,247,961 )
February 28, 2018
    (123,451,454 )
         
Total
  $ (224,699,415 )
         

         
        21


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 2,886,038,615     $ 13,138,450     $ (135,334,245 )   $ (122,195,795 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
22
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s

         
        23


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.

         
24
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another creates additional risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also

         
        25


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
Among other trading agreements, the Fund is party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Agreements”) or other similar types of agreements with selected counterparties that generally govern over-the-counter derivative transactions entered into by the Fund. The ISDA Agreements typically include representations and warranties as well as contractual terms related to collateral, events of default, termination events, and other provisions. Termination events may include the decline in the net assets of the Fund below a certain level over a specified period of time and entitle a counterparty to elect to terminate early with respect to some or all the transactions under the ISDA

         
26
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Agreement with that counterparty. Such an election by one or more of the counterparties could have a material adverse effect on the Fund’s operations.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting its investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.

         
        27


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of

         
28
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. During the period ended

         
        29


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
August 31, 2011, the Fund used forward currency contracts to adjust exposure to foreign currencies and otherwise adjust currency exchange rate risk. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest-rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust interest rate exposure. Option contracts purchased by the Fund and outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set

         
30
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust interest rate exposure. Written options outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount
  of Futures
      Amount
  of Futures
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
Outstanding, beginning of period
         —            —     $      —       (1,000,000,000 )     (3,000 )   $ (700,812 )
Options written
                      (2,150,000,000 )           (1,384,579 )
Options bought back
                            3,000       219,000  
Options expired
                                   
Options sold
                                   
                                                 
Outstanding, end of period
              $       (3,150,000,000 )         $ (1,866,391 )
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.

         
        31


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a

         
32
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
“fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to adjust interest rate exposure and adjust its exposure to certain markets. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
        33


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (purchased options)
  $ 18,274,985     $      —     $      —     $      —     $      —     $ 18,274,985  
Unrealized appreciation on futures contracts *
    3,506,443                               3,506,443  
Unrealized appreciation on swap agreements
    66,749,417                               66,749,417  
                                                 
Total
  $ 88,530,845     $     $     $     $     $ 88,530,845  
                                                 
Liabilities:
                                               
Written options outstanding
  $ (8,461,012 )   $     $     $     $     $ (8,461,012 )
Unrealized depreciation
on futures contracts *
    (6,295,087 )                             (6,295,087 )
Unrealized depreciation
on swap agreements
    (3,454,807 )                             (3,454,807 )
                                                 
Total
  $ (18,210,906 )   $     $     $     $     $ (18,210,906 )
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $ 4,801,000     $     $      —     $      —     $      —     $ 4,801,000  
Written options
    (462,000 )                             (462,000 )
Futures contracts
    40,311,926                               40,311,926  
Forward currency contracts
          109,393                         109,393  
Swap agreements
    39,903,513                               39,903,513  
                                                 
Total
  $ 84,554,439     $ 109,393     $     $     $     $ 84,663,832  
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $ 9,171,564     $     $     $     $     $ 9,171,564  
Written options
    (6,158,550 )                             (6,158,550 )
Futures contracts
    14,680,964                               14,680,964  
Swap agreements
    110,250,652                               110,250,652  
                                                 
Total
  $ 127,944,630     $     $     $     $     $ 127,944,630  
                                                 

         
34
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts, futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011.
 
                                 
    Forward
           
    currency
  Futures
  Swap
   
    contracts   contracts   agreements   Options
 
Average amount outstanding
  $ 422,992     $ 9,086,694,856     $ 5,728,697,563     $ 6,094,036,984  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager has contractually agreed through at least June 30, 2012 to waive the Fund’s shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class’s shareholder service fee.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.25% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by

         
        35


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund through its direct or indirect investment in other GMO Funds (excluding those Funds’ Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $23,112 and $8,986, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
    Indirect
           
shareholder service
    Shareholder
    Indirect Interest
    Total Indirect
fees and interest expense)     Service Fees     Expense     Expenses
0.016%
    0.003%     0.008%     0.027%
                   
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $ 102,816,406     $  
Investments (non-U.S. Government securities)
    581,288,441       207,100,500  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
36
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 78.71% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. Two of the shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, no shares of the Fund were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
       
    August 31, 2011
    Year Ended
 
    (Unaudited)     February 28, 2011  
Class III:   Shares     Amount     Shares     Amount  
 
Shares sold
    1,482,957     $ 23,357,595       867,372     $ 13,365,511  
Shares repurchased
    (1,662,428 )     (26,469,348 )     (4,858,048 )     (76,089,247 )
                                 
Net increase (decrease)
    (179,471 )   $ (3,111,753 )     (3,990,676 )   $ (62,723,736 )
                                 
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    53,528,195     $ 854,783,506       42,267,853     $ 643,193,980  
Shares repurchased
    (49,435,534 )     (790,710,330 )     (10,805,287 )     (165,163,619 )
                                 
Net increase (decrease)
    4,092,661     $ 64,073,176       31,462,566     $ 478,030,361  
                                 

         
        37


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Emerging Country Debt Fund, Class IV
  $ 74,177,360     $ 6,200,000     $     $ 1,026,777     $     $     $ 85,451,670  
GMO Short-Duration Collateral Fund
    1,093,999,261                   5,547,728             315,130,215       757,789,469  
GMO U.S. Treasury Fund
    639,615,835       566,515,000       197,950,000       241,567       39,047             1,008,487,531  
GMO World Opportunity Overlay Fund
    539,186,004       1,000,000                               545,657,755  
                                                         
Totals
  $ 2,346,978,460     $ 573,715,000     $ 197,950,000     $ 6,816,072     $ 39,047     $ 315,130,215     $ 2,397,386,425  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined through fiscal year ending February 29, 2012.

         
38
       


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one- and three-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees observed that the Fund’s purpose is to complement broader asset allocation strategies being implemented by the Manager in other asset allocation funds or accounts and noted that the Fund is not separately available. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received

         
        39


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees noted in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for management fees, shareholder servicing fees and most other expenses of the underlying funds that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal

         
40
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        41


 

GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
42
       


 

 
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.42 %   $ 1,000.00     $ 1,080.60     $ 2.20  
2) Hypothetical
    0.42 %   $ 1,000.00     $ 1,023.03     $ 2.14  
                                 
Class VI
                               
                                 
1) Actual
    0.32 %   $ 1,000.00     $ 1,081.30     $ 1.67  
2) Hypothetical
    0.32 %   $ 1,000.00     $ 1,023.53     $ 1.63  
                                 
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        43


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    75.8 %
Short-Term Investments
    13.0  
Debt Obligations
    9.1  
Preferred Stocks
    0.7  
Options Purchased
    0.1  
Investment Funds
    0.1  
Loan Participations
    0.1  
Swap Agreements
    0.0 Ù
Loan Assignments
    0.0 Ù
Rights/Warrants
    0.0 Ù
Promissory Notes
    0.0 Ù
Written Options
    (0.0 )Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.2 )
Reverse Repurchase Agreements
    (0.3 )
Other
    1.6  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    43.6 %
Japan
    14.0  
United Kingdom
    9.6  
Australia
    6.1  
Emerging***
    5.8  
France
    4.2  
Germany
    3.5  
Switzerland
    3.0  
Italy
    1.7  
Netherlands
    1.2  
Canada
    1.0  
Spain
    1.0  
Hong Kong
    0.9  
New Zealand
    0.9  
Singapore
    0.9  
Sweden
    0.9  
Belgium
    0.4  
Denmark
    0.4  
Austria
    0.2  

         
        1


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Country / Region Summary**   % of Investments  
Finland
    0.2 %
Ireland
    0.2  
Greece
    0.1  
Israel
    0.1  
Norway
    0.1  
Portugal
    0.0 Ù
         
      100.0 %
         
 
Ù Rounds to 0.00%.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”) except for GMO Alpha Only Fund.
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund and GMO Special Situations Fund. The table excludes short-term investments and includes exposure through the use of derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Argentina, Brazil, Chile, China, Colombia, Congo, Czech Republic, Egypt, Hungary, India, Indonesia Malaysia, Mexico, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, Turkey and Venezuela.

         
2
       


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 99.2%        
                     
            Affiliated Issuers — 99.2%        
      2,919,863     GMO Alpha Only Fund, Class IV     72,266,610  
      6,170,977     GMO Domestic Bond Fund, Class VI     20,672,774  
      1,270,045     GMO Emerging Country Debt Fund, Class IV     12,319,438  
      6,266,954     GMO Emerging Markets Fund, Class VI     80,593,024  
      5,675,086     GMO Flexible Equities Fund, Class VI     101,697,549  
      12,648,481     GMO International Growth Equity Fund, Class IV     284,337,849  
      13,494,106     GMO International Intrinsic Value Fund, Class IV     275,414,708  
      31,904,525     GMO Quality Fund, Class VI     669,037,885  
      3,689,954     GMO Special Situations Fund, Class VI     99,296,649  
      11,517,493     GMO Strategic Fixed Income Fund, Class VI     191,535,904  
      4,640,884     GMO U.S. Core Equity Fund, Class VI     54,112,711  
      384,516     GMO World Opportunity Overlay Fund     8,809,267  
                     
                     
            TOTAL MUTUAL FUNDS (COST $1,705,577,137)     1,870,094,368  
                     
                     
            DEBT OBLIGATIONS — 0.8%        
                     
            Asset-Backed Securities — 0.8%        
            Auto Financing — 0.1%        
      576,763     Capital Auto Receivable Asset Trust, Series 08-1, Class A4B, 1 mo. LIBOR + 1.35%, 1.56%, due 07/15/14     579,197  
      388,242     Daimler Chrysler Auto Trust, Series 08-B, Class A4B, 1 mo. LIBOR + 1.85%, 2.06%, due 11/10/14     389,985  
                     
            Total Auto Financing     969,182  
                     
                     
            Business Loans — 0.1%        
      842,831     Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, 1 mo. LIBOR + .39%, 0.61%, due 01/25/36     589,982  
      302,532     GE Business Loan Trust, Series 04-1, Class A, 144A, 1 mo. LIBOR + .29%, 0.50%, due 05/15/32     278,329  
      551,068     Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 09/25/30     446,365  
                     
            Total Business Loans     1,314,676  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Par Value ($)     Description   Value ($)  
                     
            CMBS — 0.1%        
      600,000     Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, 1 mo. LIBOR + .13%, 0.34%, due 12/15/20     534,000  
      167,827     GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.31%, due 11/10/45     167,827  
      600,000     GS Mortgage Securities Corp., Series 07-EOP, Class A2, 144A, 1 mo. LIBOR + .57%, 1.32%, due 03/06/20     591,000  
      89,202     J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 06-LDP7, Class A2, 6.06%, due 04/15/45     89,282  
      275,692     Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, 5.82%, due 05/12/39     284,928  
      247,686     Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, 1 mo. LIBOR + .09%, 0.30%, due 09/15/21     235,302  
                     
            Total CMBS     1,902,339  
                     
                     
            Corporate Collateralized Debt Obligations — 0.1%        
      1,100,000     Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, 3 mo. LIBOR + .29%, 0.54%, due 06/20/13     989,560  
                     
                     
            Credit Cards — 0.1%        
      800,000     Cabela’s Master Credit Card Trust, Series 08-4A, Class A2, 144A, 1 mo. LIBOR + 3.00%, 3.21%, due 09/15/14     800,864  
      700,000     Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, 1 mo. LIBOR + 1.25%, 1.46%, due 09/15/17     701,589  
                     
            Total Credit Cards     1,502,453  
                     
                     
            Insured Auto Financing — 0.1%        
      543,190     AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, 1 mo. LIBOR + .80%, 1.01%, due 06/06/14     542,757  
      609,905     Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, 1 mo. LIBOR + 1.20%, 1.41%, due 07/14/14     614,046  
                     
            Total Insured Auto Financing     1,156,803  
                     
                     
            Insured Other — 0.0%        
      900,000     Dominos Pizza Master Issuer LLC, Series 07-1, Class A2, 144A, MBIA, 5.26%, due 04/25/37     904,500  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Par Value ($)     Description   Value ($)  
             
            Insured Residential Asset-Backed Securities (United States) u — 0.0%
      118,033     Residential Asset Mortgage Products, Inc., Series 05-RS9, Class AI3, FGIC, 1 mo. LIBOR + .22%, 0.44%, due 11/25/35     84,984  
                     
             
            Insured Residential Mortgage-Backed Securities (United States) — 0.0%
      430,971     Countrywide Home Equity Loan Trust, Series 07-E, Class A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 06/15/37     270,564  
                     
                     
            Insured Time Share — 0.0%        
      196,565     Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, 1 mo. LIBOR + 1.00%, 1.21%, due 09/20/19     192,839  
                     
                     
            Residential Asset-Backed Securities (United States) u — 0.2%        
      423,485     ACE Securities Corp., Series 06-SL3, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 06/25/36     52,936  
      298,422     ACE Securities Corp., Series 07-WM1, Class A2A, 1 mo. LIBOR + .07%, 0.29%, due 11/25/36     107,432  
      192,920     Argent Securities, Inc., Series 06-W2, Class A2B, 1 mo. LIBOR + .19%, 0.41%, due 03/25/36     60,287  
      154,908     Argent Securities, Inc., Series 06-M2, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 09/25/36     48,409  
      175,839     Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, 1 mo. LIBOR + .22%, 0.44%, due 05/25/37     136,697  
      595,714     Bayview Financial Acquisition Trust, Series 04-B, Class A2, 144A, 1 mo. LIBOR + .65%, 1.52%, due 05/28/39     192,118  
      1,200,000     Carrington Mortgage Loan Trust, Series 07-FRE1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 02/25/37     759,000  
      19,184     Chase Funding Mortgage Loan Trust, Series 03-3, Class 2A2, 1 mo. LIBOR + .27%, 0.76%, due 04/25/33     16,114  
      1,600,000     Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, 1 mo. LIBOR + .14%, 0.36%, due 02/25/37     1,252,000  
      1,015,442     J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, 1 mo. LIBOR + .12%, 0.34%, due 12/25/36     361,700  
      323,640     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     148,874  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      293,562     Morgan Stanley Home Equity Loans, Series 07-2, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 04/25/37     253,931  
      314,399     Residential Asset Securities Corp., Series 05-KS12, Class A2, 1 mo. LIBOR + .25%, 0.47%, due 01/25/36     267,239  
                     
            Total Residential Asset-Backed Securities (United States)     3,656,737  
                     
                     
            Residential Mortgage-Backed Securities (Australian) — 0.0%        
      124,402     Interstar Millennium Trust, Series 05-1G, Class A, 3 mo. LIBOR + .12%, 0.65%, due 12/08/36     113,206  
      103,330     Superannuation Members Home Loans Global Fund, Series 7, Class A1, 3 mo. LIBOR + .14%, 0.53%, due 03/09/36     100,522  
      304,315     Westpac Securitization Trust, Series 07-1G, Class A2A, 3 mo. LIBOR + .05%, 0.35%, due 05/21/38     294,352  
                     
            Total Residential Mortgage-Backed Securities (Australian)     508,080  
                     
                     
            Residential Mortgage-Backed Securities (European) — 0.0%        
      442,413     Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 01/13/39     407,020  
      469,947     Paragon Mortgages Plc, Series 7A, Class A1A, 144A, 3 mo. LIBOR + .42%, 0.71%, due 05/15/34     410,123  
                     
            Total Residential Mortgage-Backed Securities (European)     817,143  
                     
                     
            Student Loans — 0.0%        
      26,898     National Collegiate Student Loan Trust, Series 06-1, Class A2, 1 mo. LIBOR + .14%, 0.36%, due 08/25/23     26,522  
      600,000     Nelnet Student Loan Trust, Series 05-2, Class A4, 3 mo. LIBOR + .08%, 0.33%, due 12/23/19     590,616  
                     
            Total Student Loans     617,138  
                     
            Total Asset-Backed Securities     14,886,998  
                     
                     
            Corporate Debt — 0.0%        
      147,000     Health Care Property Investors, Inc., Series G, MTN, 5.63%, due 02/28/13     153,704  
                     
                     
            U.S. Government Agency — 0.0%        
      175,000     Agency for International Development Floater (Support of Morocco), 6 mo. U.S. Treasury Bill + .45%, 0.50%, due 11/15/14 (a)     171,819  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Par Value ($) /
           
Shares     Description   Value ($)  
            U.S. Government Agency — continued        
      33,334     Agency for International Development Floater (Support of Zimbabwe), 3 mo. U.S. Treasury Bill x 115%, 0.05%, due 01/01/12 (a)     33,160  
                     
            Total U.S. Government Agency     204,979  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $14,207,686)     15,245,681  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Money Market Funds — 0.0%        
      34,190     State Street Institutional U.S. Government Money Market Fund-Institutional Class, 0.00% (b)     34,190  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $34,190)     34,190  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $1,719,819,013)
    1,885,374,239  
            Other Assets and Liabilities (net) — (0.0%)     (107,901 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,885,266,338  
                     
 
Notes to Schedule of Investments:
 
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 investors.
CMBS - Commercial Mortgage Backed Security
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
MTN - Medium Term Note
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
u These securities are primarily backed by subprime mortgages.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   7


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in affiliated issuers, at value (cost $1,705,577,137) (Notes 2 and 10)
  $ 1,870,094,368  
Investments in unaffiliated issuers, at value (cost $14,241,876) (Note 2)
    15,279,871  
Receivable for Fund shares sold
    52,807,039  
Interest receivable
    14,943  
Receivable for expenses reimbursed by Manager (Note 5)
    16,616  
         
Total assets
    1,938,212,837  
         
         
Liabilities:
       
Payable for investments purchased
    52,806,055  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    4,393  
Accrued expenses
    136,051  
         
Total liabilities
    52,946,499  
         
Net assets
  $ 1,885,266,338  
         
Net assets consist of:
       
Paid-in capital
  $ 1,853,419,334  
Accumulated undistributed net investment income
    15,060,259  
Accumulated net realized loss
    (148,768,481 )
Net unrealized appreciation
    165,555,226  
         
    $ 1,885,266,338  
         
Net assets attributable to:
       
Class III shares
  $ 1,885,266,338  
         
Shares outstanding:
       
Class III
    91,921,513  
         
Net asset value per share:
       
Class III
  $ 20.51  
         

         
8
  See accompanying notes to the financial statements.    


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 15,094,504  
Interest
    778,570  
Dividends from unaffiliated issuers
    4  
         
Total investment income
    15,873,078  
         
Expenses:
       
Audit and tax fees
    32,568  
Legal fees
    30,268  
Custodian, fund accounting agent and transfer agent fees
    26,404  
Trustees fees and related expenses (Note 5)
    15,839  
Registration fees
    1,104  
Miscellaneous
    16,117  
         
Total expenses
    122,300  
Fees and expenses reimbursed by Manager (Note 5)
    (100,464 )
Expense reductions (Note 2)
    (330 )
         
Net expenses
    21,506  
         
Net investment income (loss)
    15,851,572  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    441,241  
Investments in affiliated issuers
    47,003,230  
Realized gains distributions from affiliated issuers (Note 10)
    6,315,402  
Foreign currency, forward contracts and foreign currency related transactions
    (2,501 )
         
Net realized gain (loss)
    53,757,372  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (1,464,402 )
Investments in affiliated issuers
    (94,861,038 )
         
Net unrealized gain (loss)
    (96,325,440 )
         
Net realized and unrealized gain (loss)
    (42,568,068 )
         
Net increase (decrease) in net assets resulting from operations
  $ (26,716,496 )
         

         
    See accompanying notes to the financial statements.   9


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 15,851,572     $ 34,181,544  
Net realized gain (loss)
    53,757,372       (95,783,947 )
Change in net unrealized appreciation (depreciation)
    (96,325,440 )     332,543,959  
                 
                 
Net increase (decrease) in net assets from operations
    (26,716,496 )     270,941,556  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (37,205,811 )
                 
Net share transactions (Note 9):
               
Class III
    159,815,044       (332,781,041 )
                 
Total increase (decrease) in net assets
    133,098,548       (99,045,296 )
                 
Net assets:
               
Beginning of period
    1,752,167,790       1,851,213,086  
                 
End of period (including accumulated undistributed net investment income of $15,060,259 and distributions in excess of net investment income of $791,313, respectively)
  $ 1,885,266,338     $ 1,752,167,790  
                 

         
10
  See accompanying notes to the financial statements.    


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 20.78     $ 18.54     $ 14.37     $ 22.70     $ 23.71     $ 22.37  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.18       0.33       0.54       1.57       0.99       0.69  
Net realized and unrealized gain (loss)
    (0.45 )     2.26       4.26       (7.23 )     (0.15 )     2.17  
                                                 
                                                 
Total from investment operations
    (0.27 )     2.59       4.80       (5.66 )     0.84       2.86  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.35 )     (0.63 )     (1.61 )     (1.02 )     (0.90 )
From net realized gains
                      (1.06 )     (0.83 )     (0.62 )
                                                 
                                                 
Total distributions
          (0.35 )     (0.63 )     (2.67 )     (1.85 )     (1.52 )
                                                 
                                                 
Net asset value, end of period
  $ 20.51     $ 20.78     $ 18.54     $ 14.37     $ 22.70     $ 23.71  
                                                 
                                                 
Total Return(b)
    (1.30 )%**     14.02 %     33.44 %     (26.75 )%     3.15 %     12.98 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,885,266     $ 1,752,168     $ 1,851,213     $ 1,107,258     $ 1,100,116     $ 529,374  
Net expenses to average daily net assets(c)(d)
    0.00 %(e)*     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %(e)     0.00 %
Net investment income (loss) to average daily net assets(a)
    1.75 %*     1.73 %     3.04 %     8.05 %     4.05 %     2.98 %
Portfolio turnover rate
    14 %**     36 %     14 %     34 %     47 %     23 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.02 %     0.01 %     0.01 %     0.02 %
Redemption fees consisted of the following per share amounts:
              $ 0.00 (f)   $ 0.01     $ 0.01     $ 0.00 (f)
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) Net expenses to average daily net assets were less than 0.01%.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   11


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Strategic Opportunities Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the GMO Strategic Opportunities Allocation Index. The GMO Strategic Opportunities Allocation Index is an internally maintained composite benchmark computed by the Manager for the Fund consisting of (i) the MSCI World Index and (ii) the Barclays Capital U.S. Aggregate Index, in the following proportions: 75% MSCI World Index and 25% Barclays Capital U.S. Aggregate Index. The Fund is a fund of funds and invests primarily in shares of other GMO Funds, which may include the GMO International Equity Funds, the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Debt Opportunities Fund, GMO High Quality Short-Duration Bond Fund, GMO Special Situations Fund and GMO World Opportunity Overlay Fund (collectively the “underlying funds”). In addition, the Fund may hold securities (particularly asset-backed securities) directly or through one or more subsidiaries or other entities. The Fund may have exposure to foreign and U.S. equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), U.S. and foreign fixed income securities (including asset-backed securities and other fixed income securities of any credit quality and having any maturity or duration), the investment returns of commodities and, from time to time, other alternative asset classes.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., foreign equity, U.S. equity, emerging country equity, emerging country debt, U.S. fixed income, foreign fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The Fund may invest in unaffiliated money market funds. Additionally, the Fund may (but is not required to) invest in GMO U.S. Treasury Fund. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.

         
12
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The financial statements of the underlying funds in which the Fund invests should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com. As of August 31, 2011, shares of GMO Alternative Asset Opportunity Fund, GMO Special Situations Fund, and GMO World Opportunity Overlay Fund were not publicly available for direct purchase.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly and indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.4% of net assets. The Fund and the underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based

         
        13


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or through investments in the underlying funds, that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      41.3 %
           
Futures Contracts
      (0.3 )%
           
Swap Agreements
      0.1 %
           
 
Typically the Fund and the underlying funds value debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although alternative prices are available for securities held by the Fund and the underlying funds, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund and the underlying funds. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund and the underlying funds. As of August 31, 2011, the total value of securities held directly and indirectly for which no alternative pricing source was available represented 0.8% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately

         
14
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
(i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities using quoted prices. The Fund valued certain other debt securities by using an estimated specified spread above the LIBOR rate.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 1,870,094,368     $     $     $ 1,870,094,368  
Debt Obligations
                               
Asset-Backed Securities
          2,416,439       12,470,559       14,886,998  
Corporate Debt
          153,704             153,704  
U.S. Government Agency
                204,979       204,979  
                                 
TOTAL DEBT OBLIGATIONS
          2,570,143       12,675,538       15,245,681  
                                 
Short-Term Investments
    34,190                   34,190  
                                 
Total Investments
    1,870,128,558       2,570,143       12,675,538       1,885,374,239  
                                 
Total
  $ 1,870,128,558     $ 2,570,143     $ 12,675,538     $ 1,885,374,239  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s investments (both direct and indirect) in securities and derivative financial instruments using Level 3 inputs were 4.9% and (0.1)% of total net assets, respectively.

         
        15


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
                                          Investments
    Balances
                  Change in
          Balances
    Still Held
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  as of
    as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3*   level 3*   2011     2011
Debt Obligations
                                                                                 
Asset-Backed Securities
  $ 16,149,456     $      —     $ (3,327,951 )   $ 204,790     $ 565,924     $ (1,121,660 )   $      —     $      —     $ 12,470,559       $ (858,061 )
U.S. Government Agency
    262,453             (58,105 )     151       890       (410 )                 204,979         (410 )
                                                                                   
Total
  $ 16,411,909     $     $ (3,386,056 )   $ 204,941     $ 566,814     $ (1,122,070 )   $     $     $ 12,675,538       $ (858,471 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are

         
16
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital loss of $53,973,722 and post-October currency loss of $789,455.
 
As of February 8, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital and currency losses and future realized losses, if any, subsequent to February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2018
  $ (49,481,317 )
February 28, 2019
    (25,410,999 )
         
Total
  $ (74,892,316 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,792,465,998     $ 94,291,460     $ (1,383,219 )   $ 92,908,241      

         
        17


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.

         
18
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.

         
        19


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.

         
20
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. Below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.

         
        21


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
The Fund invests (including through investment in underlying funds) in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in

         
22
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011

         
        23


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
was $15,839 and $5,997, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
                   
Indirect Net
                 
Expenses
                 
(excluding
                 
shareholder service
    Indirect
           
fees and interest
    Shareholder
    Indirect Interest
    Total Indirect
expense)     Service Fees     Expense     Expenses
0.412%
    0.068%     0.002%     0.482%
                   
 
6. Purchases and sales of securities
 
For the period ended August 31, 2011, cost of purchases and proceeds from sales of securities, other than short-term obligations, were as follows:
 
                 
    Purchases   Sales
 
U.S. Government securities
  $     $ 25,000  
Investments (non-U.S. Government securities)
    447,547,687       259,102,791  
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 28.07% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.02% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 99.97% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
24
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    8,316,365     $ 175,319,358       22,916,081     $ 434,251,778  
Shares issued to shareholders in reinvestment of distributions
                1,812,018       36,365,288  
Shares repurchased
    (732,935 )     (15,504,314 )     (40,255,182 )     (803,398,107 )
                                 
Net increase (decrease)
    7,583,430     $ 159,815,044       (15,527,083 )   $ (332,781,041 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Alpha Only Fund, Class IV
  $ 76,562,509     $ 52,926,307     $ 62,199,634     $     $     $     $ 72,266,610  
GMO Asset Allocation Bond Fund, Class VI
    19,060,719       10,366,213       28,721,459       198,912       1,022,195              
GMO Domestic Bond Fund, Class VI
    28,263,076                   158,441             7,043,436       20,672,774  
GMO Emerging Country Debt Fund, Class IV
    10,590,652       1,014,705             148,048                   12,319,438  
GMO Emerging Markets Fund, Class VI
    71,011,675       18,829,139       1,276,370             5,293,207             80,593,024  
GMO Flexible Equities Fund, Class VI
    30,813,653       73,862,077                               101,697,549  
GMO International Growth Equity Fund, Class IV
    320,270,734       43,379,688       63,458,153       1,984,233                   284,337,849  
GMO International Intrinsic Value Fund, Class IV
    320,384,848       43,180,684       50,971,694       5,524,987                   275,414,708  

         
        25


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                                         
    Value,
              Distributions
  Return
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  of
  end of
Affiliate   period   Purchases   Proceeds   Income*   Gains*   Capital*   period
 
GMO Quality Fund, Class VI
  $ 579,206,834     $ 134,019,362     $ 46,980,591     $ 6,502,546     $     $     $ 669,037,885  
GMO Special Situations Fund, Class VI
    90,321,776       11,460,543                               99,296,649  
GMO Strategic Fixed Income Fund, Class VI
    123,130,167       55,670,834                               191,535,904  
GMO U.S. Core Equity Fund, Class VI
    52,712,842       2,838,135             577,337                   54,112,711  
GMO World Opportunity Overlay Fund
    8,720,829                                     8,809,267  
                                                         
Totals
  $ 1,731,050,314     $ 447,547,687     $ 253,607,901     $ 15,094,504     $ 6,315,402     $ 7,043,436     $ 1,870,094,368  
                                                         
 
            * The table above includes estimated sources of all distributions paid by the underlying funds during the period March 1, 2011 through August 31, 2011 for tax purposes. The actual tax characterization of distributions paid by the underlying funds will be determined at the end of the fiscal year ending February 29, 2012.

         
26
       


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly

         
        27


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant

         
28
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        29


 

GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
30
       


 

 
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.48 %   $ 1,000.00     $ 987.00     $ 2.40  
2) Hypothetical
    0.48 %   $ 1,000.00     $ 1,022.72     $ 2.44  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        31


 

 
GMO Taiwan Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO Taiwan Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    94.3 %
Investment Funds
    2.5  
Mutual Funds
    1.1  
Short-Term Investments
    0.8  
Other
    1.3  
         
      100.0 %
         
 
         
Industry Summary   % of Equity Investments*  
Computer Hardware
    20.0 %
Semiconductors & Semiconductor Equipment
    19.6  
Diversified Telecommunication Services
    13.3  
Chemicals
    9.5  
Commerical Banks
    7.7  
Computers & Peripherals
    7.5  
Wireless Telecommunication Services
    5.2  
Electronic Equipment, Instruments & Components
    5.0  
Metals & Mining
    5.0  
Construction Materials
    2.0  
Machinery
    1.5  
Diversified Financial Services
    1.4  
Communications Equipment
    0.7  
Industrial
    0.7  
Real Estate
    0.5  
Oil, Gas & Consumable Fuels
    0.4  
Building Products
    0.0 Ù
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
        1


 

GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 94.3%        
                     
            Taiwan — 94.3%        
      411,400     Advantech Co Ltd     1,191,979  
      776,220     Asia Cement Corp     1,032,815  
      768,923     Asustek Computer Inc     6,539,055  
      909,448     Catcher Technology Co Ltd     7,193,656  
      1,266,000     China Life Insurance Co Ltd.      1,626,596  
      1,640,650     China Petrochemical Development Corp     2,422,144  
      5,316,938     China Steel Corp     5,799,779  
      3,760,996     Chinatrust Financial Holding Co Ltd     3,090,610  
      3,809,812     Chunghwa Telecom Co Ltd     13,156,003  
      30,700     Chunghwa Telecom Co Ltd ADR     1,067,439  
      5,894,886     Compal Electronics Inc     6,369,300  
      7,952     Compeq Manufacturing Co Ltd *     3,437  
      200,000     Dynapack International Technology Corp     760,666  
      2,164,467     Far Eastone Telecommunications Co Ltd     3,468,045  
      5,194     First Financial Holding Co Ltd     4,019  
      306,000     Formosa Chemicals & Fibre Co     936,237  
      173,605     Formosa Petrochemical Corp     507,902  
      197,400     Foxconn Technology Co Ltd     704,771  
      284,655     Genesis Photonics Inc *     518,034  
      515,531     Gintech Energy Corp     770,113  
      944,000     Grand Pacific Petrochemical Corp     562,703  
      281,000     Highwealth Construction Corp     543,345  
      683,936     Hon Hai Precision Industry Co Ltd     1,742,906  
      30,228     HTC Corp     796,512  
      279,000     Kinsus Interconnect Technology Corp     1,016,805  
      37,000     Largan Precision Co Ltd     1,065,190  
      1,301,852     Lite-On Technology Corp     1,419,886  
      3,434,000     Macronix International Co Ltd     1,455,386  
      4,395,180     Mega Financial Holding Co Ltd     3,911,956  
      2,479,180     Nan Ya Plastics Corp     5,944,339  
      371,000     Neo Solar Power Corp     379,733  
      462,995     Novatek Microelectronics Corp Ltd     1,224,919  
      683,888     Pegatron Corp *     666,846  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Taiwan — continued        
      695,425     Powertech Technology Inc     1,685,463  
      2,912,656     Quanta Computer Inc     5,947,323  
      692,080     Radiant Opto-Electronics Corp     2,297,291  
      4,213,226     Taishin Financial Holding Co Ltd     1,917,855  
      967,000     Taiwan Cement Corp     1,298,783  
      9,350     Taiwan Glass Industrial Corp     12,182  
      926,065     Taiwan Mobile Co Ltd     2,515,190  
      4,460,190     Taiwan Semiconductor Manufacturing Co Ltd     10,696,331  
      122,710     TPK Holding Co Ltd *     3,004,541  
      453,400     TSRC Corp     1,154,511  
      6,528,000     United Microelectronics Corp     2,562,338  
      58,500     United Microelectronics Corp Sponsored ADR     116,415  
      2,347,059     Wistron Corp     2,950,728  
      2,968,195     Ya Hsin Industrial Co Ltd * (a) (b)      
      959,152     Yungtay Engineering Co Ltd     1,713,934  
                     
            Total Taiwan     115,766,011  
                     
                     
            TOTAL COMMON STOCKS (COST $111,706,042)     115,766,011  
                     
                     
            INVESTMENT FUNDS — 2.5%        
                     
            United States — 2.5%        
      224,811     iShares MSCI Taiwan Index Fund (c)     3,088,903  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $2,921,858)     3,088,903  
                     
                     
            MUTUAL FUNDS — 1.1%        
                     
            United States — 1.1%        
            Affiliated Issuers — 1.1%        
      51,980     GMO U.S. Treasury Fund     1,300,026  
                     
                     
            TOTAL MUTUAL FUNDS (COST $1,300,026)     1,300,026  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 0.8%        
                     
            Time Deposits — 0.8%        
USD
    1,000,000     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     1,000,000  
USD
    36,589     JPMorgan Chase (New York) Time Deposit, 0.03%, due 09/01/11     36,589  
                     
            Total Time Deposits     1,036,589  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $1,036,589)     1,036,589  
                     
                     
            TOTAL INVESTMENTS — 98.7%
(Cost $116,964,515)
    121,191,529  
            Other Assets and Liabilities (net) — 1.3%     1,564,766  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 122,756,295  
                     
 
Notes to Schedule of Investments:
 
ADR - American Depositary Receipt
MSCI - Morgan Stanley Capital International
* Non-income producing security.
(a) Bankrupt issuer.
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) Represents an investment to equitize cash in the iShares® MSCI Taiwan Index Fund, which is a separate investment portfolio of iShares, Inc., a registered investment company. The iShares® MSCI Taiwan Index Fund prospectus states that the fund invests in the Taiwanese market and seeks investment results that correspond generally to the price and yield performance, before fees and expenses, of the MSCI Taiwan Index. iShares® is a registered trademark of BlackRock. Neither BlackRock nor the iShares® Funds make any representations regarding the advisability of investing in the iShares® MSCI Taiwan Index Fund.
 
Currency Abbreviations:
 
USD - United States Dollar

         
4
  See accompanying notes to the financial statements.    


 

GMO Taiwan Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $115,664,489) (Note 2)
  $ 119,891,503  
Investments in affiliated issuers, at value (cost $1,300,026) (Notes 2 and 10)
    1,300,026  
Foreign currency, at value (cost $1,071,116) (Note 2)
    1,071,702  
Dividends receivable
    1,194,075  
Receivable for expenses reimbursed by Manager (Note 5)
    1,331  
Miscellaneous receivable
    21  
         
Total assets
    123,458,658  
         
         
Liabilities:
       
Payable for investments purchased
    430,039  
Payable to affiliate for (Note 5):
       
Management fee
    83,084  
Shareholder service fee
    15,386  
Trustees and Trust Officers or agents unaffiliated with the Manager
    89  
Accrued expenses
    173,765  
         
Total liabilities
    702,363  
         
Net assets
  $ 122,756,295  
         
Net assets consist of:
       
Paid-in capital
  $ 114,455,598  
Accumulated undistributed net investment income
    3,852,086  
Accumulated net realized gain
    225,752  
Net unrealized appreciation
    4,222,859  
         
    $ 122,756,295  
         
Net assets attributable to:
       
Class III shares
  $ 122,756,295  
         
Shares outstanding:
       
Class III
    5,080,326  
         
Net asset value per share:
       
Class III
  $ 24.16  
         

         
    See accompanying notes to the financial statements.   5


 

GMO Taiwan Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends (net of withholding taxes of $1,237,233)
  $ 4,738,951  
Interest
    621  
Dividends from affiliated issuers (Note 10)
    93  
         
Total investment income
    4,739,665  
         
Expenses:
       
Management fee (Note 5)
    532,788  
Shareholder service fee – Class III (Note 5)
    98,665  
Custodian and fund accounting agent fees
    146,832  
Audit and tax fees
    42,320  
Transfer agent fees
    13,064  
Legal fees
    2,300  
Registration fees
    1,032  
Trustees fees and related expenses (Note 5)
    985  
Miscellaneous
    8,110  
         
Total expenses
    846,096  
         
Net investment income (loss)
    3,893,569  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    12,758,005  
Realized gains distributions from affiliated issuers (Note 10)
    400  
Foreign currency, forward contracts and foreign currency related transactions
    (192,627 )
         
Net realized gain (loss)
    12,565,778  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (15,206,376 )
Foreign currency, forward contracts and foreign currency related transactions
    (4,404 )
         
Net unrealized gain (loss)
    (15,210,780 )
         
Net realized and unrealized gain (loss)
    (2,645,002 )
         
Net increase (decrease) in net assets resulting from operations
  $ 1,248,567  
         

         
6
  See accompanying notes to the financial statements.    


 

GMO Taiwan Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 3,893,569     $ 679,815  
Net realized gain (loss)
    12,565,778       18,674,667  
Change in net unrealized appreciation (depreciation)
    (15,210,780 )     11,331,871  
                 
                 
Net increase (decrease) in net assets from operations
    1,248,567       30,686,353  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (1,696,633 )
                 
Net share transactions (Note 9):
               
Class III
    (25,511,875 )     26,324,872  
                 
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    162,375       367,043  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (25,349,500 )     26,691,915  
                 
                 
Total increase (decrease) in net assets
    (24,100,933 )     55,681,635  
                 
Net assets:
               
Beginning of period
    146,857,228       91,175,593  
                 
End of period (including accumulated undistributed net investment income of $3,852,086 and distributions in excess of net investment income of $41,483, respectively)
  $ 122,756,295     $ 146,857,228  
                 

         
    See accompanying notes to the financial statements.   7


 

GMO Taiwan Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 23.85     $ 17.75     $ 11.06     $ 22.42     $ 30.98     $ 28.34  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.74       0.16       0.25       0.59       0.61       0.46  
Net realized and unrealized gain (loss)
    (0.43 )     6.30       6.89 (a)     (10.80 )     1.50       4.32  
                                                 
                                                 
Total from investment operations
    0.31       6.46       7.14       (10.21 )     2.11       4.78  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.36 )     (0.45 )     (0.30 )     (0.85 )     (0.39 )
From net realized gains
                      (0.85 )     (9.82 )     (1.75 )
                                                 
                                                 
Total distributions
          (0.36 )     (0.45 )     (1.15 )     (10.67 )     (2.14 )
                                                 
                                                 
Net asset value, end of period
  $ 24.16     $ 23.85     $ 17.75     $ 11.06     $ 22.42     $ 30.98  
                                                 
                                                 
Total Return(b)
    1.30 %**     36.71 %     64.80 %     (47.14 )%     6.97 %(c)     17.12 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 122,756     $ 146,857     $ 91,176     $ 100,176     $ 220,359     $ 316,887  
Net expenses to average daily net assets
    1.29 %*     1.33 %     1.35 %(d)(e)     1.32 %(d)     1.29 %(d)     1.26 %
Net investment income (loss) to average daily net assets
    5.92 %*     0.78 %     1.55 %     3.42 %     1.98 %     1.56 %
Portfolio turnover rate
    44 %**     129 %     106 %     88 %     94 %     41 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.03     $ 0.09     $ 0.06     $ 0.03     $ 0.06     $ 0.03  
 
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain/loss for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.
(b) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder and assumes the effect of reinvested distributions.
(c) The effect of losses in the amount of $56,687, resulting from compliance violations and the Manager’s reimbursement of such losses, had no effect on the total return.
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
8
  See accompanying notes to the financial statements.    


 

GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Taiwan Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return in excess of that of its benchmark, the MSCI Taiwan Index. The Fund typically makes equity investments directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in companies doing business in, or otherwise tied economically to, Taiwan. The Fund may invest in companies of any market capitalization. The term “equity investments” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to Taiwan.
 
The Manager uses proprietary quantitative techniques and fundamental analysis to evaluate and select sectors and equity investments. In evaluating and selecting investments, the Manager may consider many factors, including the Manager’s assessment of a sector’s fundamentals as well as a company’s positioning relative to its competitors.
 
The Fund may invest a significant portion of its assets in securities of issuers in industries with high positive correlations to one another (e.g., different industries within broad sectors, such as technology or financial services).
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives and exchange-traded funds (“ETFs”). The Manager also may use derivatives and ETFs: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include options, futures, warrants, swap contracts and reverse repurchase agreements. The Fund’s foreign currency exposure may differ from the currency exposure represented by its equity investments. In addition, the Fund may take active overweighted and underweighted positions in particular currencies relative to its benchmark. In addition, the Fund may lend its portfolio securities.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.

         
        9


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held directly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.0% of net assets. The Fund classifies such securities (as defined below) as Level 3. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of the closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to

         
10
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      93.3 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund deemed certain bankrupt securities to be worthless.

         
        11


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Taiwan
  $ 1,183,854     $ 114,582,157     $ 0 *   $ 115,766,011  
                                 
TOTAL COMMON STOCKS
    1,183,854       114,582,157       0       115,766,011  
                                 
Investment Funds
                               
United States
    3,088,903                   3,088,903  
                                 
TOTAL INVESTMENT FUNDS
    3,088,903                   3,088,903  
                                 
Mutual Funds
                               
United States
    1,300,026                   1,300,026  
                                 
TOTAL MUTUAL FUNDS
    1,300,026                   1,300,026  
                                 
Short-Term Investments
    1,036,589                   1,036,589  
                                 
Total Investments
    6,609,372       114,582,157       0       121,191,529  
                                 
Total
  $ 6,609,372     $ 114,582,157     $ 0     $ 121,191,529  
                                 
 
            * Represents the interest in securities that have no value at August 31, 2011.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net value of the Fund’s direct investments in securities using Level 3 inputs was 0.0% of total net assets.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the

         
12
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on Taiwan-source interest and dividend income are withheld in accordance with applicable Taiwanese law.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.

         
        13


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October currency losses of $41,483.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (11,177,352 )
         
Total
  $ (11,177,352 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 117,747,332     $ 13,439,961     $ (9,995,764 )   $ 3,444,197      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.

         
14
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis. Taiwanese companies typically declare dividends in the third calendar quarter of each year.
 
Dividend and interest income generated in Taiwan is subject to a 20% withholding tax. Stock dividends received (except those which have resulted from capitalization of capital surplus) are taxable at 20% of the par value of the stock dividends received.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases of Fund shares was 0.15% of the amount invested and the fee on cash redemptions was 0.45% of the amount redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee or modify or eliminate an existing fee at any time.

         
        15


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S.

         
16
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries. Certain characteristics of Taiwan’s economy and geographic location also subject the Fund to risks. For example, Taiwan is a small island state with few raw material resources and limited land area and thus it relies heavily on imports for its commodity needs. Any fluctuations or shortages in the commodity markets could have a negative impact on the Taiwanese economy. Also, rising labor costs and increasing environmental consciousness have led some labor-intensive industries to relocate to countries with cheaper work forces, and continued labor outsourcing may adversely affect the Taiwanese economy. Taiwan’s economy also is intricately linked with economies of other Asian countries, which, like emerging market economies, often experience over-extensions of credit, frequent and pronounced currency fluctuations, devaluations and restrictions, rising unemployment and fluctuations in inflation. Currency devaluations in any one country can have a significant effect on the entire region. Political and social unrest in Asian countries could cause further economic and market uncertainty in Taiwan. In particular, the Taiwanese economy is dependent on the economies of Japan and China, and also the United States, and a reduction in purchases by any of them of Taiwanese products and services or negative changes in their economies would likely have an adverse impact on the Taiwanese economy. Taiwan’s geographic proximity to the People’s Republic of China and Taiwan’s history of political contention with China have resulted in ongoing tensions with China, including the continual risk of war with China. These tensions may materially affect the Taiwanese economy and securities markets. All of these risks could reduce the value of an investment in Taiwan Fund.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments tied economically to Taiwan, creates additional risk.

         
        17


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
18
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in underlying funds, including the risk that the underlying funds in which it invests will not perform as expected.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of

         
        19


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may

         
20
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures

         
        21


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.

         
22
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic

         
        23


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.

         
24
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.81% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for an amount equal to the fees and expenses incurred indirectly by the Fund through its investment in other GMO Funds (excluded those Funds’ Excluded Fund Fees and Expenses). “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. This expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $985 and $497, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        25


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $57,415,357 and $76,175,882, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, all of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, none of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
26
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    302,289     $ 7,925,578       3,812,495     $ 79,643,637  
Shares issued to shareholders
in reinvestment of distributions
                81,938       1,696,633  
Shares repurchased
    (1,379,400 )     (33,437,453 )     (2,872,301 )     (55,015,398 )
Purchase premiums
          11,906             119,645  
Redemption fees
          150,469             247,398  
                                 
Net increase (decrease)
    (1,077,111 )   $ (25,349,500 )     1,022,132     $ 26,691,915  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $      —     $ 5,600,086     $ 4,300,461     $ 93     $ 400     $ 1,300,026  
                                                 
Totals
  $     $ 5,600,086     $ 4,300,461     $ 93     $ 400     $ 1,300,026  
                                                 

         
        27


 

GMO Taiwan Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five- and seven- year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a

         
28
       


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.

         
        29


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
30
       


 

GMO Taiwan Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        31


 

 
GMO Taiwan Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    1.29 %   $ 1,000.00     $ 1,013.00     $ 6.53  
2) Hypothetical
    1.29 %   $ 1,000.00     $ 1,018.65     $ 6.55  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
32
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.6 %
Short-Term Investments
    2.2  
Preferred Stocks
    1.4  
Mutual Funds
    0.0 Ù
Other
    (1.2 )
         
      100.0 %
         
 
         
Country Summary*   % of Equity Investments**  
Japan
    24.5 %
United Kingdom
    21.3  
France
    12.1  
Germany
    9.0  
Italy
    6.2  
Spain
    4.3  
Switzerland
    4.3  
Australia
    3.7  
Canada
    2.5  
Singapore
    2.4  
Sweden
    2.1  
Hong Kong
    1.4  
Ireland
    1.0  
Netherlands
    1.0  
Austria
    0.9  
Belgium
    0.7  
Denmark
    0.7  
Finland
    0.7  
New Zealand
    0.5  
Greece
    0.4  
Norway
    0.3  
Malta
    0.0 Ù
Portugal
    0.0 Ù
         
      100.0 %
         
 
* The table above shows country exposure in the Fund. The table excludes short-term investments. The table excludes exposure through forward currency contracts and includes exposure through other derivative financial instruments, if any. The table takes into account the market value of securities and options and the notional amounts of swap agreements and other derivative financial instruments, if any.
 

         
        1


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
         
Industry Group Summary   % of Equity Investments**  
Pharmaceuticals, Biotechnology & Life Sciences
    15.7 %
Energy
    13.6  
Capital Goods
    10.6  
Telecommunication Services
    8.9  
Materials
    8.9  
Utilities
    6.7  
Automobiles & Components
    5.4  
Banks
    4.5  
Retailing
    3.2  
Food, Beverage & Tobacco
    2.9  
Real Estate
    2.5  
Consumer Durables & Apparel
    2.4  
Diversified Financials
    2.0  
Technology Hardware & Equipment
    2.0  
Insurance
    1.9  
Food & Staples Retailing
    1.6  
Software & Services
    1.5  
Transportation
    1.0  
Semiconductors & Semiconductor Equipment
    1.0  
Consumer Services
    0.9  
Household & Personal Products
    0.9  
Commercial & Professional Services
    0.8  
Media
    0.7  
Health Care Equipment & Services
    0.4  
         
      100.0 %
         
 
** Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
2
       


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.6%        
                     
            Australia — 3.6%        
      59,350     BHP Billiton Ltd     2,525,089  
      301,186     BlueScope Steel Ltd     265,296  
      174,362     Charter Hall Office (REIT)     626,169  
      29,780     Commonwealth Bank of Australia     1,541,534  
      484,938     Dexus Property Group (REIT)     446,348  
      1,147,737     Goodman Group (REIT)     801,472  
      343,612     GPT Group (REIT)     1,149,194  
      302,836     Mirvac Group (REIT)     391,683  
      147,344     QBE Insurance Group Ltd     2,230,791  
      229,609     Stockland (REIT)     736,720  
      95,990     TABCORP Holdings Ltd     290,189  
      982,472     Telstra Corp Ltd     3,183,724  
      44,779     Wesfarmers Ltd     1,476,368  
      32,916     Westfield Group (REIT)     287,359  
      73,649     Westpac Banking Corp     1,631,049  
      27,762     Woodside Petroleum Ltd     1,049,304  
                     
            Total Australia     18,632,289  
                     
                     
            Austria — 0.9%        
      4,995     Andritz AG     462,398  
      115,631     Immofinanz AG *     412,562  
      88,088     Immofinanz AG (Entitlement Shares) *      
      57,730     OMV AG     2,274,977  
      15,218     Raiffeisen International Bank Holding     630,126  
      27,451     Voestalpine AG     1,056,330  
                     
            Total Austria     4,836,393  
                     
                     
            Belgium — 0.7%        
      99,807     Ageas     200,596  
      34,388     Belgacom SA     1,125,653  
      17,172     Colruyt SA     898,551  
      3,768     Delhaize Group     252,495  
      1     Dexia SA *     2  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Belgium — continued        
      6,642     Mobistar SA     430,096  
      13,855     Umicore SA     668,796  
                     
            Total Belgium     3,576,189  
                     
                     
            Canada — 2.5%        
      30,600     BCE Inc     1,230,499  
      32,000     Canadian Natural Resources Ltd     1,209,027  
      16,800     Canadian National Railway Co     1,235,683  
      93,600     EnCana Corp     2,377,037  
      26,000     Husky Energy Inc     647,279  
      16,500     Magna International Inc Class A     626,606  
      47,000     Manulife Financial Corp     642,632  
      10,100     Metro Inc Class A     480,712  
      26,014     Precision Drilling Corp *     362,862  
      32,100     Research In Motion Ltd *     1,038,423  
      15,700     Shoppers Drug Mart Corp     637,587  
      66,500     Sun Life Financial Inc     1,802,216  
      13,000     Valeant Pharmaceuticals International Inc     582,763  
                     
            Total Canada     12,873,326  
                     
                     
            Denmark — 0.7%        
      33,764     Novo-Nordisk A/S Class B     3,596,613  
      1,272     Novozymes A/S Class B     185,749  
                     
            Total Denmark     3,782,362  
                     
                     
            Finland — 0.7%        
      10,529     Kone Oyj Class B     622,359  
      21,391     Metso Oyj     810,379  
      5,205     Nokian Renkaat Oyj     193,020  
      240,245     Nokia Oyj     1,545,321  
      12,300     Sampo Oyj Class A     353,180  
      15,345     UPM — Kymmene Oyj     200,734  
                     
            Total Finland     3,724,993  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            France — 12.0%        
      4,067     Air Liquide SA     528,205  
      246,761     Alcatel-Lucent *     903,482  
      12,932     Arkema     1,000,041  
      45,160     BNP Paribas     2,322,870  
      7,524     Casino Guichard-Perrachon SA     625,942  
      31,669     Compagnie de Saint-Gobain     1,590,653  
      9,737     Compagnie Generale des Etablissements Michelin-Class B     712,576  
      12,581     Dassault Systemes SA     1,018,565  
      12,316     Essilor International SA     943,036  
      1,613     Esso SAF     189,575  
      86,896     France Telecom SA     1,660,187  
      16,002     GDF Suez VVPR Strip *     23  
      5,585     L’Oreal SA     606,173  
      20,102     Lagardere SCA     686,603  
      5,640     Legrand SA     223,379  
      9,419     LVMH Moet Hennessy Louis Vuitton SA     1,589,586  
      2,071     Nexans SA     165,905  
      4,045     NYSE Euronext     109,892  
      48,564     PagesJaunes Groupe     316,207  
      1,206     PPR     200,683  
      32,694     Renault SA     1,328,530  
      45,896     Rhodia SA     2,076,105  
      22,853     Safran SA     884,058  
      274,962     Sanofi     20,052,419  
      9,403     Schneider Electric SA     1,252,279  
      21,229     Societe Generale     710,870  
      322,575     Total SA     15,753,099  
      12,345     Valeo SA     651,595  
      20,175     Vinci SA     1,052,704  
      107,727     Vivendi SA     2,619,306  
                     
            Total France     61,774,548  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Germany — 7.5%        
      10,260     Adidas AG     714,334  
      16,187     Aurubis AG     948,927  
      94,965     BASF AG     6,753,264  
      39,856     Bayerische Motoren Werke AG     3,224,587  
      5,547     Beiersdorf AG     326,073  
      2,676     Bilfinger & Berger SE     224,471  
      9,814     Continental AG *     723,568  
      24,852     Daimler AG (Registered)     1,342,506  
      26,022     Deutsche Lufthansa AG (Registered)     439,148  
      13,832     Deutsche Post AG (Registered)     211,105  
      341,070     E.ON AG     7,448,373  
      21,064     GEA Group AG     616,849  
      230,544     Infineon Technologies AG     1,957,679  
      8,692     K+S AG     610,002  
      23,606     Kloeckner & Co SE     391,494  
      25,633     Lanxess AG     1,594,700  
      6,458     Leoni AG     276,610  
      5,311     Linde AG     812,577  
      14,089     MAN SE     1,841,735  
      2,934     Merck KGaA     262,758  
      20,651     RWE AG     774,540  
      14,923     Salzgitter AG     924,116  
      30,527     SAP AG     1,664,771  
      15,321     Siemens AG (Registered)     1,576,042  
      20,733     Software AG     908,501  
      29,341     Suedzucker AG     1,025,976  
      19,510     ThyssenKrupp AG     655,106  
      1,625     Volkswagen AG     246,828  
                     
            Total Germany     38,496,640  
                     
                     
            Greece — 0.4%        
      60,941     Alpha Bank A.E. *     196,461  
      60,239     National Bank of Greece SA *     266,136  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Greece — continued        
      101,932     OPAP SA     1,236,700  
      34,445     Public Power Corp SA     295,611  
                     
            Total Greece     1,994,908  
                     
                     
            Hong Kong — 1.4%        
      231,900     CLP Holdings Ltd     2,144,793  
      137,365     Esprit Holdings Ltd     386,734  
      265,800     Hong Kong & China Gas     625,452  
      46,000     Hutchison Whampoa Ltd     441,787  
      715,000     Pacific Basin Shipping Ltd     348,275  
      221,000     Power Assets Holdings Ltd     1,710,669  
      158,000     SJM Holdings Ltd     364,204  
      55,000     Swire Pacific Ltd     735,346  
      175,000     Yue Yuen Industrial Holdings     483,449  
                     
            Total Hong Kong     7,240,709  
                     
                     
            Ireland — 0.9%        
      44,303     C&C Group Plc     193,737  
      122,795     CRH Plc     2,168,479  
      27,738     DCC Plc     756,280  
      33,879     Kerry Group Plc Class A     1,312,858  
      3,655     Paddy Power Plc     186,239  
      28,048     Smurfit Kappa Group Plc *     221,547  
                     
            Total Ireland     4,839,140  
                     
                     
            Italy — 6.1%        
      47,666     Benetton Group SPA     342,291  
      1,860,319     Enel SPA     9,073,456  
      530,694     ENI SPA     10,670,278  
      21,239     Exor SPA     507,451  
      62,016     Fiat SPA     384,441  
      95,602     Finmeccanica SPA     709,692  
      225,417     Intesa San Paolo     366,881  
      105,523     Mediaset SPA     408,211  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Italy — continued        
      65,932     Mediobanca SPA     607,737  
      33,093     Pirelli & C SPA     276,855  
      41,959     Recordati SPA     405,698  
      43,434     Saipem SPA     1,946,148  
      250,459     Snam Rete Gas SPA     1,210,081  
      1,190,946     Telecom Italia SPA     1,444,463  
      1,553,914     Telecom Italia SPA-Di RISP     1,702,336  
      315,026     Terna SPA     1,143,014  
      1,727     Tod’s SPA     198,535  
                     
            Total Italy     31,397,568  
                     
                     
            Japan — 24.3%        
      189     Advance Residence Investment Corp (REIT)     395,637  
      130,900     Aeon Co Ltd     1,648,663  
      24,400     Aisin Seiki Co Ltd     818,397  
      76,800     Alps Electric Co Ltd     702,322  
      48,000     Asahi Glass Co Ltd     472,528  
      104,000     Asahi Kasei Corp     694,098  
      75,100     Astellas Pharma Inc     2,838,119  
      32,200     Bridgestone Corp     718,377  
      14,700     Canon Inc     693,670  
      205,000     Cosmo Oil Co Ltd     544,510  
      127     CyberAgent Inc     420,403  
      62,300     Daiei Inc *     232,506  
      184,000     Daikyo Inc *     328,233  
      86,000     Dainippon Screen Manufacturing Co Ltd     568,046  
      45,100     Daito Trust Construction Co Ltd     4,181,727  
      31,900     Dena Co Ltd     1,663,715  
      20,700     Don Quijote Co Ltd     780,168  
      15,500     Edion Corp     135,383  
      34,600     Eisai Co Ltd     1,476,743  
      22,600     Electric Power Development Co Ltd     635,537  
      13,600     Fanuc Ltd     2,263,766  
      7,600     Fast Retailing Co Ltd     1,451,422  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      178,000     Fuji Electric Co Ltd     518,651  
      157,000     Fuji Heavy Industries Ltd     984,940  
      23,500     Fuji Oil Co Ltd     377,055  
      75,000     Hanwa Co Ltd     325,504  
      577,000     Hitachi Ltd     3,121,297  
      60,500     Honda Motor Co Ltd     1,971,393  
      27,200     Hosiden Corp     218,776  
      191     INPEX Corp     1,302,115  
      286,000     Isuzu Motors Ltd     1,287,467  
      252,000     Itochu Corp     2,719,978  
      368     Japan Retail Fund Investment Corp (REIT)     555,073  
      47,400     JFE Holdings Inc     1,101,698  
      20,000     JGC Corp     570,550  
      599,000     JX Holdings Inc     3,813,622  
      29,560     K’s Holdings Corp     1,302,920  
      486,000     Kajima Corp     1,545,131  
      62,000     Kamigumi Co Ltd     561,414  
      88,900     Kao Corp     2,361,749  
      229,000     Kawasaki Kisen Kaisha Ltd     591,584  
      480     KDDI Corp     3,600,953  
      246,000     Kobe Steel Ltd     460,227  
      88,200     Komatsu Ltd     2,352,541  
      13,000     Kyudenko Corp     89,575  
      14,100     Lawson Inc     768,822  
      14,000     Makita Corp     582,402  
      231,000     Marubeni Corp     1,464,783  
      267,000     Mazda Motor Corp *     575,082  
      44,300     Medipal Holdings Corp     409,380  
      180,000     Mitsubishi Heavy Industries Ltd     765,117  
      295,000     Mitsubishi Chemical Holdings Corp     2,076,777  
      34,900     Mitsubishi Corp     839,756  
      116,000     Mitsubishi Electric Corp     1,160,595  
      19,570     Mitsubishi UFJ Lease & Finance Co Ltd     793,133  
      45,600     Mitsui & Co Ltd     782,382  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      329,000     Mitsui Mining & Smelting Co Ltd     997,904  
      198,000     Mitsui OSK Lines Ltd     838,343  
      597,400     Mizuho Financial Group Inc     911,837  
      15,900     Murata Manufacturing Co Ltd     970,444  
      16,100     Nagase & Co     203,481  
      178     Net One Systems Co Ltd     482,646  
      3,100     Nintendo Co Ltd     546,550  
      19,000     Nippon Corp     166,608  
      384,000     Nippon Steel Corp     1,157,861  
      70,800     Nippon Telegraph & Telephone Corp     3,314,915  
      107,000     Nippon Yusen Kabushiki Kaisha     325,204  
      182,300     Nissan Motor Co Ltd     1,676,325  
      24,000     Nisshinbo Holdings Inc     219,706  
      9,550     Nitori Holdings Co Ltd     979,056  
      20,900     Nitto Denko Corp     818,806  
      1,726     NTT Docomo Inc     3,146,420  
      186,000     Obayashi Corp     915,197  
      12,000     Ono Pharmaceutical Co Ltd     693,169  
      23,520     ORIX Corp     2,136,066  
      316,000     Osaka Gas Co Ltd     1,284,528  
      31,000     Pacific Metals Co Ltd     208,445  
      10,440     Point Inc     494,149  
      515,000     Resona Holdings Inc     2,343,933  
      80,100     Round One Corp     702,646  
      14,200     Ryohin Keikaku Co Ltd     760,627  
      7,600     Ryosan Co     170,997  
      22,700     Sankyo Co Ltd     1,165,422  
      19,800     Secom Co Ltd     921,552  
      30,500     Sega Sammy Holdings Inc     708,735  
      4,600     Shimamura Co Ltd     459,785  
      5,700     SMC Corp     903,372  
      20,200     SoftBank Corp     671,547  
      111,000     Sojitz Corp     209,014  
      255,700     Sumitomo Corp     3,351,386  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Japan — continued        
      592,000     Taiheiyo Cement Co Ltd     1,052,444  
      443,000     Taisei Corp     1,181,713  
      14,000     Taisho Pharmaceutical Co Ltd     325,476  
      167,700     Takeda Pharmaceutical Co Ltd     8,122,317  
      118,000     Teijin Ltd     455,020  
      112,000     Tokyo Gas Co Ltd     515,365  
      46,200     Tokyo Steel Manufacturing Co     438,562  
      165,000     Tokyo Tatemono Co Ltd     556,423  
      69,000     TonenGeneral Sekiyu KK     791,721  
      146,000     Toray Industries Inc     1,110,097  
      150,000     Tosoh Corp     577,734  
      58,800     Toyota Motor Corp     2,118,289  
      68,600     Toyota Tsusho Corp     1,148,204  
      108,500     UNY Co Ltd     979,709  
      6,990     USS Co Ltd     606,924  
      2,471     Yahoo Japan Corp     801,421  
      37,870     Yamada Denki Co Ltd     2,784,793  
      47,200     Yamaha Motor Co Ltd *     710,470  
      46,000     Zeon Corp     464,022  
                     
            Total Japan     125,213,792  
                     
                     
            Malta — 0.0%        
      1,718,063     BGP Holdings Plc *      
                     
                     
            Netherlands — 1.0%        
      102,733     Aegon NV *     462,593  
      16,299     CSM     393,279  
      4,124     Heineken Holding NV     175,216  
      364,048     ING Groep NV *     3,158,978  
      56,813     Koninklijke BAM Groep NV     286,243  
      12,353     Koninklijke DSM NV     618,852  
                     
            Total Netherlands     5,095,161  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            New Zealand — 0.5%        
      113,103     Fletcher Building Ltd     753,211  
      742,189     Telecom Corp of New Zealand     1,606,062  
                     
            Total New Zealand     2,359,273  
                     
                     
            Norway — 0.3%        
      23,130     Acergy SA *     535,966  
      15,844     Frontline Ltd     127,685  
      11,446     Statoil ASA     275,030  
      8,264     Yara International ASA     454,670  
                     
            Total Norway     1,393,351  
                     
                     
            Portugal — 0.0%        
      9,565     Jeronimo Martins SGPS SA     178,266  
                     
                     
            Singapore — 2.4%        
      271,000     CapitaCommercial Trust (REIT)     268,711  
      228,000     Cosco Corp     211,956  
      346,000     Ezra Holdings Ltd     285,890  
      490,000     Genting Singapore Plc *     676,936  
      4,598,000     Golden Agri-Resources Ltd     2,518,492  
      198,000     Ho Bee Investment Ltd     223,502  
      370,200     Jaya Holdings Ltd *     152,067  
      169,400     Keppel Corp Ltd     1,308,344  
      45,083     Oversea-Chinese Banking Corp Ltd     327,948  
      384,000     SembCorp Marine Ltd     1,300,296  
      186,000     Singapore Exchange Ltd     1,083,006  
      250,000     Singapore Press Holdings Ltd     788,682  
      932,670     Singapore Telecommunications     2,410,180  
      442,001     Suntec Real Estate Investment Trust (REIT)     495,492  
      341,067     Swiber Holdings Ltd *     158,611  
      38,000     Venture Corp Ltd     235,615  
                     
            Total Singapore     12,445,728  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Spain — 4.2%        
      52,107     Banco Bilbao Vizcaya Argentaria SA     472,799  
      298,464     Banco Popular Espanol SA     1,554,928  
      384,673     Banco Santander SA     3,554,268  
      19,186     Fomento de Construcciones y Contratas SA     498,682  
      122,100     Gas Natural SDG SA     2,231,836  
      212,581     Iberdrola SA     1,563,603  
      22,039     Inditex SA     1,873,002  
      172,906     Mapfre SA     591,779  
      13,989     Red Electrica de Espana     687,332  
      104,342     Repsol YPF SA     3,002,976  
      273,970     Telefonica SA     5,695,875  
                     
            Total Spain     21,727,080  
                     
                     
            Sweden — 2.1%        
      18,275     Alfa Laval AB     358,747  
      42,420     Atlas Copco AB     852,261  
      81,988     Atlas Copco AB Class A     1,847,511  
      39,563     Ericsson LM B Shares     444,002  
      35,038     Hennes & Mauritz AB Class B     1,091,544  
      51,797     Investor AB B Shares     1,019,460  
      106,323     Skandinaviska Enskilda Banken AB Class A     629,130  
      39,128     SKF AB Class B     921,594  
      150,792     Swedbank AB Class A     2,073,079  
      7,209     Swedish Match AB     261,452  
      56,462     Trelleborg AB Class B     475,328  
      47,020     Volvo AB Class B     584,118  
                     
            Total Sweden     10,558,226  
                     
                     
            Switzerland — 4.3%        
      39,932     Compagnie Financiere Richemont SA Class A     2,308,614  
      82,425     Nestle SA (Registered)     5,100,013  
      166,415     Novartis AG (Registered)     9,710,158  
      9,573     Roche Holding AG (Non Voting)     1,673,974  
      4,100     Swatch Group AG     1,865,294  

         
    See accompanying notes to the financial statements.   13


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Switzerland — continued        
      1,802     Swisscom AG (Registered)     807,906  
      1,855     Syngenta AG (Registered) *     587,215  
                     
            Total Switzerland     22,053,174  
                     
                     
            United Kingdom — 21.1%        
      47,044     3i Group Plc     162,323  
      38,511     Aggreko Plc     1,208,777  
      79,832     Amlin Plc     403,328  
      255,800     ARM Holdings Plc     2,346,773  
      22,385     Associated British Foods Plc     388,688  
      332,858     AstraZeneca Plc     15,761,273  
      144,691     Aviva Plc     797,328  
      433,821     BAE Systems Plc     1,935,804  
      68,870     Balfour Beatty Plc     278,945  
      410,863     Barclays Plc     1,135,218  
      153,272     BG Group Plc     3,305,414  
      42,870     BHP Billiton Plc     1,459,113  
      423,815     BP Plc     2,766,252  
      51,310     British American Tobacco Plc     2,282,867  
      1,334,209     BT Group Plc     3,700,386  
      120,692     Burberry Group Plc     2,691,721  
      39,353     Capita Group Plc     452,498  
      53,236     Centrica Plc     257,945  
      197,295     Cobham Plc     612,598  
      26,105     Cookson Group Plc     222,421  
      13,123     Croda International Plc     383,805  
      33,472     Diageo Plc     672,559  
      147,071     Drax Group Plc     1,239,486  
      39,184     Experian Plc     446,610  
      125,029     FirstGroup Plc     743,671  
      25,643     Fresnillo Plc     874,064  
      659,239     GlaxoSmithKline Plc     14,034,787  
      203,695     Home Retail Group Plc     420,730  
      41,712     IMI Plc     603,178  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            United Kingdom — continued        
      92,859     Inchcape Plc     485,860  
      26,347     Intertek Group Plc     862,350  
      20,298     Kazakhmys Plc     357,624  
      20,171     Land Securities Group Plc (REIT)     240,961  
      805,633     Legal & General Group Plc     1,371,387  
      815,705     Lloyds Banking Group Plc *     444,938  
      206,704     Man Group Plc     748,647  
      49,343     Next Plc     1,889,491  
      27,139     Pearson Plc     490,530  
      35,724     Petrofac Ltd     791,635  
      80,884     Prudential Plc     814,774  
      213,300     Punch Taverns Plc *     33,392  
      23,680     Reckitt Benckiser Group Plc     1,256,107  
      74,581     Rio Tinto Plc     4,546,345  
      1,499,092     Royal Bank of Scotland Group Plc *     589,276  
      140,742     Royal Dutch Shell Group Class A (Amsterdam)     4,706,309  
      87,292     Royal Dutch Shell Plc A Shares (London)     2,920,037  
      222,874     Royal Dutch Shell Plc B Shares (London)     7,500,263  
      156,433     Sage Group Plc (The)     638,151  
      63,700     Scottish & Southern Energy Plc     1,341,561  
      21,618     Shire Plc     696,431  
      62,677     Smith & Nephew Plc     637,257  
      213,300     Spirit Pub Co PLC *     150,619  
      52,476     Standard Chartered Plc     1,192,129  
      38,079     Travis Perkins Plc     508,641  
      106,249     TUI Travel Plc     263,581  
      2,768,253     Vodafone Group Plc     7,264,604  
      44,654     Weir Group Plc (The)     1,392,025  
      253,927     William Hill Plc     928,392  
      51,169     Wolseley Plc     1,326,307  
      33,566     Xstrata Plc     582,954  
                     
            Total United Kingdom     108,561,140  
                     
                     
            TOTAL COMMON STOCKS (COST $449,809,457)     502,754,256  
                     

         
    See accompanying notes to the financial statements.   15


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value     Description   Value ($)  
                     
            PREFERRED STOCKS — 1.4%        
                     
            Germany — 1.4%        
      1,846     Hugo Boss AG 2.94%     182,257  
      44,886     Porsche Automobil Holding SE 1.10%     3,021,613  
      36,657     ProSiebenSat.1 Media AG 8.27%     731,733  
      21,154     Volkswagen AG 1.97%     3,516,846  
                     
            Total Germany     7,452,449  
                     
                     
            TOTAL PREFERRED STOCKS (COST $6,268,543)     7,452,449  
                     
                     
            MUTUAL FUNDS — 0.0%        
                     
            United States — 0.0%        
            Affiliated Issuers        
      2     GMO U.S. Treasury Fund     38  
                     
                     
            TOTAL MUTUAL FUNDS (COST $38)     38  
                     
                     
            SHORT-TERM INVESTMENTS — 2.2%        
                     
            Time Deposits — 2.2%        
AUD
    96,505     Brown Brothers Harriman (Grand Cayman) Time Deposit, 4.00%, due 09/01/11     103,159  
CAD
    9,928     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.26%, due 09/01/11     10,138  
CHF
    7,403     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     9,186  
DKK
    52,395     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.20%, due 09/01/11     10,103  
EUR
    3,779,904     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.13%, due 09/01/11     5,429,832  
GBP
    28,028     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.11%, due 09/01/11     45,498  
HKD
    598,031     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     76,810  
JPY
    3,252,350     Brown Brothers Harriman (Grand Cayman) Time Deposit, 0.01%, due 09/01/11     42,476  
NOK
    161,493     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.05%, due 09/01/11     30,105  
NZD
    12,104     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.70%, due 09/01/11     10,312  
SEK
    65,340     Brown Brothers Harriman (Grand Cayman) Time Deposit, 1.10%, due 09/01/11     10,304  
EUR
    555,223     Citibank (New York) Time Deposit, 0.13%, due 09/01/11     797,578  
SGD
    259,324     Citibank (New York) Time Deposit, 0.01%, due 09/01/11     215,332  
USD
    1,484,861     Citibank (New York) Time Deposit, 0.03%, due 09/01/11     1,484,861  

         
16
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value     Description   Value ($)  
            Time Deposits — continued        
USD
    533,358     HSBC Bank (New York) Time Deposit, 0.03%, due 09/01/11     533,358  
EUR
    1,736,292     JPMorgan Chase (New York) Time Deposit, 0.13%, due 09/01/11     2,494,183  
                     
            Total Time Deposits     11,303,235  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $11,303,235)     11,303,235  
                     
                     
            TOTAL INVESTMENTS — 101.2%
(Cost $467,381,273)
    521,509,978  
            Other Assets and Liabilities (net) — (1.2%)     (6,413,712 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 515,096,266  
                     
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar

         
    See accompanying notes to the financial statements.   17


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $467,381,235) (Note 2)
  $ 521,509,940  
Investments in affiliated issuers, at value (cost $38) (Notes 2 and 10)
    38  
Foreign currency, at value (cost $1,121) (Note 2)
    1,123  
Receivable for investments sold
    195,003  
Receivable for Fund shares sold
    200,000  
Dividends receivable
    1,669,184  
Foreign taxes receivable
    427,811  
Receivable for expenses reimbursed by Manager (Note 5)
    46,463  
         
Total assets
    524,049,562  
         
         
Liabilities:
       
Payable for Fund shares repurchased
    8,400,000  
Payable to affiliate for (Note 5):
       
Management fee
    217,750  
Shareholder service fee
    65,325  
Trustees and Trust Officers or agents unaffiliated with the Manager
    480  
Payable for foreign currency purchased
    7,153  
Miscellaneous payable
    213  
Accrued expenses
    262,375  
         
Total liabilities
    8,953,296  
         
Net assets
  $ 515,096,266  
         
Net assets consist of:
       
Paid-in capital
  $ 555,472,257  
Accumulated undistributed net investment income
    5,292,075  
Accumulated net realized loss
    (99,940,129 )
Net unrealized appreciation
    54,272,063  
         
    $ 515,096,266  
         
Net assets attributable to:
       
Class III shares
  $ 515,096,266  
         
Shares outstanding:
       
Class III
    36,651,054  
         
Net asset value per share:
       
Class III
  $ 14.05  
         

         
18
  See accompanying notes to the financial statements.    


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers (net of withholding taxes of $1,406,935)
  $ 12,596,830  
Interest
    13,162  
Dividends from affiliated issuers (Note 10)
    35  
         
Total investment income
    12,610,027  
         
Expenses:
       
Management fee (Note 5)
    1,456,836  
Shareholder service fee – Class III (Note 5)
    437,051  
Custodian and fund accounting agent fees
    195,040  
Audit and tax fees
    42,688  
Transfer agent fees
    13,984  
Legal fees
    10,304  
Trustees fees and related expenses (Note 5)
    4,528  
Registration fees
    1,748  
Miscellaneous
    24,521  
         
Total expenses
    2,186,700  
Fees and expenses reimbursed by Manager (Note 5)
    (283,360 )
Expense reductions (Note 2)
    (4 )
         
Net expenses
    1,903,336  
         
Net investment income (loss)
    10,706,691  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    14,622,938  
Investments in affiliated issuers
    (36 )
Futures contracts
    187,725  
Foreign currency, forward contracts and foreign currency related transactions
    361,615  
         
Net realized gain (loss)
    15,172,242  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (73,490,057 )
Foreign currency, forward contracts and foreign currency related transactions
    32,873  
         
Net unrealized gain (loss)
    (73,457,184 )
         
Net realized and unrealized gain (loss)
    (58,284,942 )
         
Net increase (decrease) in net assets resulting from operations
  $ (47,578,251 )
         

         
    See accompanying notes to the financial statements.   19


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 10,706,691     $ 12,256,266  
Net realized gain (loss)
    15,172,242       5,685,931  
Change in net unrealized appreciation (depreciation)
    (73,457,184 )     93,723,179  
                 
                 
Net increase (decrease) in net assets from operations
    (47,578,251 )     111,665,376  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (3,164,253 )     (12,622,343 )
                 
Net share transactions (Note 9):
               
Class III
    (34,036,823 )     (46,345,846 )
                 
                 
Total increase (decrease) in net assets
    (84,779,327 )     52,697,187  
                 
Net assets:
               
Beginning of period
    599,875,593       547,178,406  
                 
End of period (including accumulated undistributed net investment income of $5,292,075 and distributions in excess of net investment income of $2,250,363, respectively)
  $ 515,096,266     $ 599,875,593  
                 

         
20
  See accompanying notes to the financial statements.    


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 15.41     $ 12.97     $ 9.28     $ 18.73     $ 20.76     $ 18.31  
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.28       0.30       0.26       0.48       0.51       0.36  
Net realized and unrealized gain (loss)
    (1.56 )     2.47       3.80       (8.92 )     0.20 (a)     3.28  
                                                 
                                                 
Total from investment operations
    (1.28 )     2.77       4.06       (8.44 )     0.71       3.64  
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.08 )     (0.33 )     (0.37 )     (0.49 )     (0.57 )     (0.40 )
From net realized gains
                      (0.52 )     (2.17 )     (0.79 )
                                                 
                                                 
Total distributions
    (0.08 )     (0.33 )     (0.37 )     (1.01 )     (2.74 )     (1.19 )
                                                 
                                                 
Net asset value, end of period
  $ 14.05     $ 15.41     $ 12.97     $ 9.28     $ 18.73     $ 20.76  
                                                 
                                                 
Total Return(b)
    (8.31 )%**     21.51 %     43.60 %     (46.71 )%     2.28 %     20.33 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 515,096     $ 599,876     $ 547,178     $ 414,024     $ 1,092,346     $ 1,105,264  
Net expenses to average daily net assets
    0.65 %(c)(d)*     0.65 %(c)(d)     0.65 %(c)     0.67 %(c)     0.69 %(c)     0.69 %
Net investment income (loss) to average daily net assets
    3.67 %*     2.20 %     2.08 %     3.09 %     2.33 %     1.83 %
Portfolio turnover rate
    19 %**     40 %     49 %     67 %     41 %     34 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.10 %*     0.11 %     0.09 %     0.11 %     0.09 %     0.08 %
 
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   21


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Tax-Managed International Equities Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high after-tax total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the MSCI EAFE Index (after tax).
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, market capitalization, and exposure to groups such as industry, sector, country or currency.
 
The Manager considers the tax effects of a proposed trade in conjunction with the return forecast of the identified equities, and their potential contribution to the overall portfolio. The Manager also may consider the Fund’s realized and unrealized gains and losses, and current market conditions, because these factors also influence the decision to buy or sell securities.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options, forward currency contracts and swap contracts. In addition, the Fund may lend its portfolio securities.

         
22
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of companies tied economically to countries other than the U.S. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in equity investments. The terms “equities” and “equity investments” refer to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts. The Manager may make investments tied economically to emerging countries. These investments generally will represent 15% or less of the Fund’s total assets.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of the closing of the NYSE due to time zone differences (including the value of

         
        23


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      95.5 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include: fair value adjustments provided by an independent pricing service applied to equity securities (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) due to market events that have occurred since the local market close but prior to the time of closing of the NYSE.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
24
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
                               
Australia
  $     $ 18,632,289     $      —     $ 18,632,289  
Austria
          4,836,393             4,836,393  
Belgium
          3,576,189             3,576,189  
Canada
    12,873,326                   12,873,326  
Denmark
          3,782,362             3,782,362  
Finland
          3,724,993             3,724,993  
France
    1,660,210       60,114,338             61,774,548  
Germany
    1,841,735       36,654,905             38,496,640  
Greece
          1,994,908             1,994,908  
Hong Kong
          7,240,709             7,240,709  
Ireland
          4,839,140             4,839,140  
Italy
          31,397,568             31,397,568  
Japan
          125,213,792             125,213,792  
Malta
          0 *           0  
Netherlands
          5,095,161             5,095,161  
New Zealand
    1,606,062       753,211             2,359,273  
Norway
          1,393,351             1,393,351  
Portugal
          178,266             178,266  
Singapore
          12,445,728             12,445,728  
Spain
          21,727,080             21,727,080  
Sweden
          10,558,226             10,558,226  
Switzerland
          22,053,174             22,053,174  
United Kingdom
    150,619       108,410,521             108,561,140  
                                 
TOTAL COMMON STOCKS
    18,131,952       484,622,304             502,754,256  
                                 
Preferred Stocks
                               
Germany
          7,452,449             7,452,449  
                                 
TOTAL PREFERRED STOCKS
          7,452,449             7,452,449  
                                 

         
        25


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  ASSET VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
                               
United States
  $ 38     $     $     $ 38  
                                 
TOTAL MUTUAL FUNDS
    38                   38  
                                 
Short-Term Investments
                               
Time Deposits
    11,303,235                   11,303,235  
                                 
Total Short-Term Investments
    11,303,235                   11,303,235  
                                 
Total Investments
    29,435,225       492,074,753             521,509,978  
                                 
Total
  $ 29,435,225     $ 492,074,753     $     $ 521,509,978  
                                 
 
            * Represents the interest in securities that have no value at August 31, 2011.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.

         
26
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country’s tax treaty with the United States. The foreign withholding rates applicable to a Fund’s investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and if the Fund so elects, as if paid by the shareholders of the Fund.
 
The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.

         
        27


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (115,112,358 )
         
Total
  $ (115,112,358 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 472,622,726     $ 79,679,342     $ (30,792,090 )   $ 48,887,252      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on

         
28
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
Brown Brothers Harriman & Co. (“BBH”) serves as the Fund’s custodian and fund accounting agent. State Street Bank and Trust Company (“State Street”) serves as the Fund’s transfer agent. BBH’s and State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. There can be no assurance that the Fund’s tax management strategies will be effective, and you may incur tax liabilities that exceed your economic return. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.

         
        29


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
30
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives. The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). The Fund also may use currency derivatives in an attempt to reduce some aspect of

         
        31


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the currency exposure in its portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index). In adjusting their investment exposure, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposures in excess of its net assets. The Fund’s foreign currency exposure may differ significantly from the currency exposure represented by its investments.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives

         
32
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to

         
        33


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Most forward currency contracts are not collateralized. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded (unless otherwise adjusted due to the time at which foreign markets close, as described in Note 2). The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust exposure to certain securities markets and maintain the diversity and liquidity of the portfolio. The Fund had no futures contracts outstanding at the end of the period.

         
34
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance

         
        35


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the

         
36
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. The Fund held no rights or warrants at the end of the period.

         
        37


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments, at value (rights and/or warrants)
  $      —     $      —     $      —     $ (85,004 )   $      —     $ (85,004 )
Futures contracts
                      187,725             187,725  
                                                 
Total
  $     $     $     $ 102,721     $     $ 102,721  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (futures contracts and rights and/or warrants) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
        Rights
    Futures
  and/or
    contracts   Warrants
 
Average amount outstanding
  $ 3,704,397     $ 83,635  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.50% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.50% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an

         
38
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These contractual expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $4,528 and $1,980, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     <0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $110,525,948 and $132,666,007, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
        39


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 23.82% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.67% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    230,306     $ 3,275,459       3,622,498     $ 45,310,663  
Shares issued to shareholders in reinvestment of distributions
    109,418       1,651,124       471,904       6,752,942  
Shares repurchased
    (2,617,876 )     (38,963,406 )     (7,368,609 )     (98,409,451 )
                                 
Net increase (decrease)
    (2,278,152 )   $ (34,036,823 )     (3,274,207 )   $ (46,345,846 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 263,025     $ 1,197,000     $ 1,459,952     $ 35     $      —     $ 38  
                                                 
Totals
  $ 263,025     $ 1,197,000     $ 1,459,952     $ 35     $     $ 38  
                                                 

         
40
       


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        41


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
42
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        43


 

GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
44
       


 

 
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.65 %   $ 1,000.00     $ 916.90     $ 3.13  
2) Hypothetical
    0.65 %   $ 1,000.00     $ 1,021.87     $ 3.30  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        45


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.7 %
Mutual Funds
    1.9  
Short-Term Investments
    0.4  
Rights and Warrants
    0.0 Ù
Other
    0.0 Ù
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Software & Services
    21.4 %
Pharmaceuticals, Biotechnology & Life Sciences
    20.3  
Food, Beverage & Tobacco
    11.8  
Health Care Equipment & Services
    8.7  
Household & Personal Products
    6.4  
Food & Staples Retailing
    6.4  
Technology Hardware & Equipment
    4.8  
Capital Goods
    3.9  
Energy
    3.8  
Consumer Services
    2.6  
Retailing
    2.4  
Telecommunication Services
    1.7  
Consumer Durables & Apparel
    1.5  
Insurance
    0.9  
Media
    0.8  
Materials
    0.8  
Commercial & Professional Services
    0.6  
Transportation
    0.3  
Diversified Financials
    0.3  
Semiconductors & Semiconductor Equipment
    0.2  
Banks
    0.1  
Real Estate
    0.1  
Automobiles & Components
    0.1  
Utilities
    0.1  
         
      100.0 %
         
 
* Equity investments may consist of common stocks, and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
        1


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.7%        
                     
            Automobiles & Components — 0.1%        
      100     BorgWarner, Inc. *     7,139  
      100     Harley-Davidson, Inc.      3,866  
                     
            Total Automobiles & Components     11,005  
                     
                     
            Banks — 0.2%        
      1,400     CapitalSource, Inc.      8,890  
      300     CIT Group, Inc. *     10,371  
      500     West Coast Bancorp/OR *     7,400  
                     
            Total Banks     26,661  
                     
                     
            Capital Goods — 3.9%        
      2,700     3M Co.      224,046  
      220     Caterpillar, Inc.      20,020  
      100     Cummins, Inc.      9,292  
      2,000     Danaher Corp.      91,620  
      200     Eaton Corp.      8,590  
      900     Fastenal Co.      30,132  
      1,400     General Electric Co.      22,834  
      800     General Dynamics Corp.      51,264  
      300     ITT Industries, Inc.      14,202  
      100     Joy Global, Inc.      8,345  
      100     L-3 Communications Holdings, Inc.      6,782  
      200     Northrop Grumman Corp.      10,924  
      100     Parker Hannifin Corp.      7,343  
      70     Precision Castparts Corp.      11,470  
      200     Primoris Services Corp.      2,300  
      200     Raytheon Co.      8,646  
      200     Rockwell Collins, Inc.      10,092  
      200     Tyco International Ltd.      8,316  
      1,300     United Technologies Corp.      96,525  
      110     WW Grainger, Inc.      16,951  
                     
            Total Capital Goods     659,694  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Commercial & Professional Services — 0.6%        
      300     Copart, Inc. *     12,912  
      200     Dun & Bradstreet Corp.      13,378  
      200     IHS, Inc.-Class A *     15,518  
      500     Pitney Bowes, Inc.      10,155  
      500     Rollins, Inc.      10,455  
      500     RR Donnelley & Sons Co.      7,625  
      300     Stericycle, Inc. *     26,313  
      100     Verisk Analytics, Inc.-Class A *     3,484  
                     
            Total Commercial & Professional Services     99,840  
                     
                     
            Consumer Durables & Apparel — 1.4%        
      900     Coach, Inc.      50,598  
      40     Deckers Outdoor Corp. *     3,558  
      100     Fortune Brands, Inc.      5,712  
      100     Fossil, Inc. *     9,661  
      500     Johnson Outdoors, Inc.-Class A *     7,910  
      1,700     Nike, Inc.-Class B     147,305  
      200     VF Corp.      23,412  
                     
            Total Consumer Durables & Apparel     248,156  
                     
                     
            Consumer Services — 2.6%        
      700     Apollo Group, Inc.-Class A *     32,777  
      30     Chipotle Mexican Grill, Inc. *     9,401  
      100     DeVry, Inc.      4,418  
      500     H&R Block, Inc.      7,560  
      100     ITT Educational Services, Inc. *     7,216  
      200     Las Vegas Sands Corp. *     9,314  
      3,800     McDonald’s Corp.      343,748  
      200     Weight Watchers International, Inc.      12,104  
      40     Wynn Resorts Ltd.      6,189  
      100     Yum! Brands, Inc.      5,437  
                     
            Total Consumer Services     438,164  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Diversified Financials — 0.3%        
      200     American Capital Ltd. *     1,742  
      200     Capital One Financial Corp.      9,210  
      400     Discover Financial Services     10,064  
      300     Leucadia National Corp.      8,889  
      200     Moody’s Corp.      6,166  
      100     Safeguard Scientifics, Inc. *     1,604  
      1,000     SLM Corp.      13,730  
                     
            Total Diversified Financials     51,405  
                     
                     
            Energy — 3.7%        
      200     Anadarko Petroleum Corp.      14,750  
      100     Approach Resources, Inc. *     1,856  
      300     Baker Hughes, Inc.      18,333  
      1,130     Chevron Corp.      111,768  
      1,674     ConocoPhillips     113,949  
      2,600     Exxon Mobil Corp.      192,504  
      600     Halliburton Co.      26,622  
      10     Hess Corp.      594  
      100     HollyFrontier Corp.      7,176  
      250     Marathon Petroleum Corp.      9,265  
      500     Marathon Oil Corp.      13,460  
      500     National Oilwell Varco, Inc.      33,060  
      100     Oil States International, Inc. *     6,608  
      300     Patterson-UTI Energy, Inc.      7,332  
      200     Peabody Energy Corp.      9,760  
      100     Pioneer Natural Resources Co.      7,817  
      100     Rowan Cos, Inc. *     3,607  
      340     Schlumberger Ltd.      26,561  
      300     Tesoro Corp. *     7,218  
      500     Valero Energy Corp.      11,360  
      300     Williams Cos., Inc.      8,097  
                     
            Total Energy     631,697  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Food & Staples Retailing — 6.2%        
      900     Costco Wholesale Corp.      70,686  
      1,100     CVS Caremark Corp.      39,501  
      1,000     Kroger Co. (The)     23,560  
      300     Safeway, Inc.      5,499  
      2,300     Sysco Corp.      64,239  
      4,000     Walgreen Co.      140,840  
      13,500     Wal-Mart Stores, Inc.      718,335  
                     
            Total Food & Staples Retailing     1,062,660  
                     
                     
            Food, Beverage & Tobacco — 11.5%        
      1,700     Altria Group, Inc.      46,223  
      500     Brown-Forman Corp.-Class B     35,875  
      100     Bunge Ltd.      6,471  
      900     Campbell Soup Co.      28,683  
      500     Coca-Cola Enterprises, Inc.      13,810  
      8,600     Coca-Cola Co. (The)     605,870  
      800     Dean Foods Co. *     6,912  
      850     Flowers Foods, Inc.      16,192  
      2,500     General Mills, Inc.      94,775  
      500     Hansen Natural Corp. *     42,660  
      1,000     Hershey Co. (The)     58,650  
      900     HJ Heinz Co.      47,376  
      1,200     Hormel Foods Corp.      33,132  
      200     J.M. Smucker Co. (The)     14,418  
      1,300     Kellogg Co.      70,616  
      580     Lorillard, Inc.      64,624  
      600     McCormick & Co., Inc. (Non Voting)     28,674  
      5,930     PepsiCo, Inc.      382,070  
      4,800     Philip Morris International, Inc.      332,736  
      1,000     Reynolds American, Inc.      37,570  
      100     Sara Lee Corp.      1,804  
                     
            Total Food, Beverage & Tobacco     1,969,141  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Health Care Equipment & Services — 8.5%        
      600     Aetna, Inc.      24,018  
      600     AmerisourceBergen Corp.      23,748  
      2,300     Baxter International, Inc.      128,754  
      900     Becton, Dickinson and Co.      73,242  
      1,200     Boston Scientific Corp. *     8,136  
      400     C.R. Bard, Inc.      38,104  
      600     Cardinal Health, Inc.      25,500  
      300     CareFusion Corp. *     7,683  
      600     Cerner Corp. *     39,576  
      200     Cigna Corp.      9,348  
      300     Coventry Health Care, Inc. *     9,864  
      200     Covidien PLC     10,436  
      500     DENTSPLY International, Inc.      17,600  
      500     Edwards Lifesciences Corp. *     37,725  
      1,500     Express Scripts, Inc. *     70,410  
      200     Gen-Probe, Inc. *     11,994  
      200     Healthspring, Inc. *     7,808  
      400     Henry Schein, Inc. *     26,364  
      300     Humana, Inc.      23,292  
      300     Idexx Laboratories, Inc. *     23,934  
      110     Intuitive Surgical, Inc. *     41,948  
      200     Kinetic Concepts, Inc. *     13,508  
      400     Laboratory Corp. of America Holdings *     33,412  
      300     McKesson Corp.      23,979  
      200     Mednax, Inc. *     13,062  
      4,900     Medtronic, Inc.      171,843  
      100     Omnicare, Inc.      2,971  
      500     Patterson Cos., Inc.      14,610  
      100     Quality Systems, Inc.      9,202  
      700     Quest Diagnostics, Inc.      35,049  
      1,600     Stryker Corp.      78,144  
      1,300     St Jude Medical, Inc.      59,202  
      4,521     UnitedHealth Group, Inc.      214,838  
      500     Varian Medical Systems, Inc. *     28,480  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      800     WellPoint, Inc.      50,640  
      700     Zimmer Holdings, Inc. *     39,823  
                     
            Total Health Care Equipment & Services     1,448,247  
                     
                     
            Household & Personal Products — 6.3%        
      400     Avon Products, Inc.      9,024  
      600     Church & Dwight Co., Inc.      26,124  
      300     Clorox Co.      20,910  
      1,800     Colgate-Palmolive Co.      161,946  
      720     Estee Lauder Cos. (The), Inc.-Class A     70,315  
      600     Herbalife Ltd.      33,480  
      1,500     Kimberly-Clark Corp.      103,740  
      10,200     Procter & Gamble Co. (The)     649,536  
                     
            Total Household & Personal Products     1,075,075  
                     
                     
            Insurance — 0.8%        
      100     ACE, Ltd.      6,458  
      100     American Financial Group, Inc.      3,328  
      100     American International Group, Inc. *     2,533  
      200     Aon Corp.      9,346  
      300     Arch Capital Group Ltd. *     10,104  
      200     Assurant, Inc.      7,034  
      300     Axis Capital Holdings Ltd.      8,598  
      100     Brown & Brown, Inc.      2,101  
      100     Chubb Corp.      6,189  
      300     CNO Financial Group, Inc. *     1,929  
      400     Hartford Financial Services Group, Inc. (The)     7,656  
      300     Kemper Corp.      7,692  
      100     PartnerRe Ltd.      5,699  
      200     Prudential Financial, Inc.      10,042  
      100     RenaissanceRe Holdings Ltd.      6,557  
      200     Symetra Financial Corp.      2,144  
      150     Torchmark Corp.      5,732  

         
    See accompanying notes to the financial statements.   7


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Insurance — continued        
      600     Travelers Cos. (The), Inc.      30,276  
      300     Validus Holdings Ltd.      7,746  
                     
            Total Insurance     141,164  
                     
                     
            Materials — 0.8%        
      500     Alcoa, Inc.      6,405  
      200     Celanese Corp.-Class A     9,402  
      10     CF Industries Holdings, Inc.      1,828  
      400     Dow Chemical Co. (The)     11,380  
      100     Eastman Chemical Co.      8,273  
      700     Ecolab, Inc.      37,520  
      500     Freeport-McMoRan Copper & Gold, Inc.      23,570  
      200     Huntsman Corp.      2,622  
      100     LSB Industries, Inc. *     3,995  
      120     Monsanto Co.      8,272  
      300     Sigma-Aldrich Corp.      19,317  
                     
            Total Materials     132,584  
                     
                     
            Media — 0.8%        
      300     Arbitron, Inc.      11,265  
      100     Cablevision Systems Corp.-Class A     1,806  
      600     CBS Corp.-Class B (Non Voting)     15,030  
      200     Charter Communications, Inc.-Class A *     9,976  
      200     Clear Channel Outdoor Holdings, Inc.-Class A *     2,290  
      300     Comcast Corp.-Class A     6,453  
      100     DirectTV-Class A *     4,397  
      200     Gannett Co., Inc.      2,310  
      100     Liberty Global, Inc.-Class A *     4,039  
      100     Liberty Media Corp. Capital-Class A *     7,131  
      500     McGraw-Hill Cos. (The), Inc.      21,055  
      500     News Corp.-Class A     8,635  
      100     Time Warner Cable, Inc.      6,550  
      500     Time Warner, Inc.      15,830  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Media — continued        
      200     Viacom, Inc.-Class B     9,648  
      21     Washington Post Co. (The)-Class B     7,471  
                     
            Total Media     133,886  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 19.8%        
      6,500     Abbott Laboratories     341,315  
      200     Alexion Pharmaceuticals, Inc. *     11,589  
      1,300     Allergan, Inc.      106,353  
      3,700     Amgen, Inc.      204,999  
      650     Biogen Idec, Inc. *     61,230  
      6,600     Bristol-Myers Squibb Co.      196,350  
      200     Covance, Inc. *     9,912  
      6,400     Eli Lilly & Co.      240,064  
      700     Endo Pharmaceuticals Holdings, Inc. *     22,337  
      900     Enzon Pharmaceuticals, Inc. *     7,695  
      1,700     Forest Laboratories, Inc. *     58,208  
      3,400     Gilead Sciences, Inc. *     135,609  
      9,900     Johnson & Johnson     651,420  
      14,161     Merck & Co., Inc.      469,012  
      120     Mettler-Toledo International, Inc. *     19,112  
      100     Mylan, Inc. *     2,076  
      40,564     Pfizer, Inc.      769,905  
      500     Pharmaceutical Product Development, Inc.      15,740  
      200     Techne Corp.      14,494  
      400     Theravance, Inc. *     7,600  
      100     Thermo Fisher Scientific, Inc. *     5,493  
      400     Waters Corp. *     31,948  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     3,382,461  
                     
                     
            Real Estate — 0.1%        
      500     Annaly Capital Management, Inc. REIT     9,065  
      100     Forest City Enterprises, Inc.-Class A *     1,329  
      510     General Growth Properties, Inc. REIT     6,956  
                     
            Total Real Estate     17,350  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Retailing — 2.3%        
      100     Abercrombie & Fitch Co.-Class A     6,361  
      200     Advance Auto Parts, Inc.      12,144  
      500     Aeropostale, Inc. *     5,590  
      90     Amazon.com, Inc. *     19,376  
      1,100     Audiovox Corp.-Class A *     7,051  
      400     AutoNation, Inc. *     16,152  
      40     AutoZone, Inc. *     12,280  
      500     Best Buy Co., Inc.      12,795  
      100     Dillard’s, Inc.-Class A     4,628  
      500     Dollar Tree, Inc. *     35,710  
      400     Family Dollar Stores, Inc.      21,356  
      400     GameStop Corp.-Class A *     9,572  
      400     Gap (The), Inc.      6,608  
      600     Genuine Parts Co.      33,012  
      300     J.C. Penney Co., Inc.      7,989  
      500     Liberty Media Corp.-Interactive-Class A *     7,910  
      200     Limited Brands, Inc.      7,548  
      200     Macy’s, Inc.      5,190  
      40     Netflix, Inc. *     9,400  
      100     O’Reilly Automotive, Inc. *     6,488  
      40     Priceline.com, Inc. *     21,491  
      600     RadioShack Corp.      7,806  
      400     Ross Stores, Inc.      30,610  
      200     Target Corp.      10,334  
      1,200     TJX Cos. (The), Inc.      65,544  
      200     Tractor Supply Co.      12,274  
                     
            Total Retailing     395,219  
                     
                     
            Semiconductors & Semiconductor Equipment — 0.2%        
      200     Altera Corp.      7,278  
      1,000     ON Semiconductor Corp. *     7,270  
      1,100     Texas Instruments, Inc.      28,831  
                     
            Total Semiconductors & Semiconductor Equipment     43,379  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Software & Services — 20.9%        
      2,800     Accenture Plc.-Class A     150,052  
      1,000     Adobe Systems, Inc. *     25,240  
      700     Amdocs Ltd. *     19,229  
      400     Ansys, Inc. *     21,592  
      500     AOL, Inc. *     7,790  
      1,500     Automatic Data Processing, Inc.      75,045  
      800     BMC Software, Inc. *     32,488  
      400     Broadridge Financial Solutions, Inc.      8,328  
      100     CACI International, Inc.-Class A *     5,506  
      500     Citrix Systems, Inc. *     30,215  
      1,000     Cognizant Technology Solutions Corp.-Class A *     63,450  
      200     Computer Sciences Corp.      6,132  
      100     Convergys Corp. *     1,065  
      4,661     eBay, Inc. *     143,885  
      200     Factset Research Systems, Inc.      17,580  
      100     Fiserv, Inc. *     5,583  
      400     Global Payments, Inc.      18,332  
      1,260     Google, Inc.-Class A *     681,610  
      600     Informatica Corp. *     25,068  
      3,510     International Business Machines Corp.      603,404  
      1,200     Intuit, Inc. *     59,196  
      500     Jack Henry & Associates, Inc.      14,620  
      500     Lender Processing Services, Inc.      8,820  
      70     MasterCard, Inc.-Class A     23,080  
      300     Micros Systems, Inc. *     14,298  
      29,400     Microsoft Corp.      782,040  
      21,900     Oracle Corp.      614,733  
      1,500     Paychex, Inc.      40,470  
      400     Quest Software, Inc. *     6,892  
      500     SAIC, Inc. *     7,500  
      40     Salesforce.com, Inc. *     5,150  
      1,200     Symantec Corp. *     20,580  
      200     Syntel, Inc.      9,152  

         
    See accompanying notes to the financial statements.   11


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Software & Services — continued        
      300     TIBCO Software, Inc. *     6,714  
      700     Total System Services, Inc.      12,705  
                     
            Total Software & Services     3,567,544  
                     
                     
            Technology Hardware & Equipment — 4.7%        
      650     Apple, Inc. *     250,139  
      300     Arrow Electronics, Inc. *     9,360  
      4,600     Cisco Systems, Inc.      72,128  
      1,900     Dell, Inc. *     28,244  
      300     FLIR Systems, Inc.      7,761  
      100     Harris Corp.      4,035  
      800     Hewlett-Packard Co.      20,824  
      500     Ingram Micro, Inc.-Class A *     8,920  
      300     Lexmark International, Inc. *     9,588  
      100     NCR Corp. *     1,723  
      7,000     Qualcomm, Inc.      360,220  
      200     Tech Data Corp. *     9,416  
      200     Viasat, Inc. *     7,100  
      300     Western Digital Corp. *     8,847  
      700     Xerox Corp.      5,810  
                     
            Total Technology Hardware & Equipment     804,115  
                     
                     
            Telecommunication Services — 1.6%        
      3,863     AT&T, Inc.      110,018  
      600     Centurylink, Inc.      21,690  
      4,142     Verizon Communications, Inc.      149,816  
                     
            Total Telecommunication Services     281,524  
                     
                     
            Transportation — 0.3%        
      600     CH Robinson Worldwide, Inc.      42,300  
      200     Expeditors International of Washington, Inc.      9,100  
      600     Hertz Global Holdings, Inc. *     6,720  
                     
            Total Transportation     58,120  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Utilities — 0.1%        
      400     NRG Energy, Inc. *     9,376  
                     
                     
            TOTAL COMMON STOCKS (COST $14,415,170)     16,688,467  
                     
                     
            MUTUAL FUNDS — 1.9%        
                     
            Affiliated Issuers — 1.9%        
      12,680     GMO U.S. Treasury Fund     317,121  
                     
                     
            TOTAL MUTUAL FUNDS (COST $317,062)     317,121  
                     
                     
            RIGHTS AND WARRANTS — 0.0%        
                     
            Insurance — 0.0%        
      533     American International Group, Inc., Warrants, Strike 45.00 *     3,998  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 0.0%        
      100     Sanofi Aventis, Rights, Expires 12/31/20 *     105  
                     
                     
            TOTAL RIGHTS AND WARRANTS (COST $9,296)     4,103  
                     
                     
            SHORT-TERM INVESTMENTS — 0.4%        
                     
            Money Market Funds — 0.4%        
      67,471     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(a)     67,471  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $67,471)     67,471  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(COST $14,808,999)
    17,077,162  
            Other Assets and Liabilities (net) — (0.0%)     (2,506 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 17,074,656  
                     
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   13


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $14,491,937) (Note 2)
  $ 16,760,041  
Investments in affiliated issuers, at value (cost $317,062) (Notes 2 and 10)
    317,121  
Dividends receivable
    47,355  
Receivable for expenses reimbursed by Manager (Note 5)
    8,394  
         
Total assets
    17,132,911  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    4,614  
Shareholder service fee
    2,097  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    51,524  
         
Total liabilities
    58,255  
         
Net assets
  $ 17,074,656  
         
Net assets consist of:
       
Paid-in capital
  $ 33,824,386  
Accumulated undistributed net investment income
    53,026  
Accumulated net realized loss
    (19,070,919 )
Net unrealized appreciation
    2,268,163  
         
    $ 17,074,656  
         
Net assets attributable to:
       
Class III shares
  $ 17,074,656  
         
Shares outstanding:
       
Class III
    1,458,395  
         
Net asset value per share:
       
Class III
  $ 11.71  
         

         
14
  See accompanying notes to the financial statements.    


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 187,702  
Dividends from affiliated issuers (Note 10)
    106  
         
Total investment income
    187,808  
         
Expenses:
       
Management fee (Note 5)
    27,531  
Shareholder service fee – Class III (Note 5)
    12,515  
Audit and tax fees
    28,888  
Custodian, fund accounting agent and transfer agent fees
    13,248  
Registration fees
    736  
Legal fees
    276  
Trustees fees and related expenses (Note 5)
    118  
Miscellaneous
    5,165  
         
Total expenses
    88,477  
Fees and expenses reimbursed by Manager (Note 5)
    (48,300 )
         
Net expenses
    40,177  
         
Net investment income (loss)
    147,631  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    (1,291 )
Investments in affiliated issuers
    62  
Realized gains distributions from affiliated issuers (Note 10)
    15  
Futures contracts
    (29,819 )
         
Net realized gain (loss)
    (31,033 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (241,293 )
Investments in affiliated issuers
    59  
         
Net unrealized gain (loss)
    (241,234 )
         
Net realized and unrealized gain (loss)
    (272,267 )
         
Net increase (decrease) in net assets resulting from operations
  $ (124,636 )
         

         
    See accompanying notes to the financial statements.   15


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 147,631     $ 274,577  
Net realized gain (loss)
    (31,033 )     917,147  
Change in net unrealized appreciation (depreciation)
    (241,234 )     1,130,093  
                 
Net increase (decrease) in net assets from operations
    (124,636 )     2,321,817  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (141,789 )     (267,753 )
                 
Net share transactions (Note 9):
               
Class III
    1,012,064       (1,611,081 )
                 
Total increase (decrease) in net assets
    745,639       442,983  
                 
Net assets:
               
Beginning of period
    16,329,017       15,886,034  
                 
End of period (including accumulated undistributed net investment income of $53,026 and $47,184, respectively)
  $ 17,074,656     $ 16,329,017  
                 

         
16
  See accompanying notes to the financial statements.    


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 11.88     $ 10.49     $ 7.74     $ 12.21     $ 13.48     $ 12.83  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.11       0.18       0.18       0.18       0.21       0.19  
Net realized and unrealized gain (loss)
    (0.18 )     1.39       2.75       (4.45 )     (1.08 )     0.64  
                                                 
                                                 
Total from investment operations
    (0.07 )     1.57       2.93       (4.27 )     (0.87 )     0.83  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.10 )     (0.18 )     (0.18 )     (0.20 )     (0.22 )     (0.18 )
From net realized gains
                            (0.18 )      
                                                 
                                                 
Total distributions
    (0.10 )     (0.18 )     (0.18 )     (0.20 )     (0.40 )     (0.18 )
                                                 
                                                 
Net asset value, end of period
  $ 11.71     $ 11.88     $ 10.49     $ 7.74     $ 12.21     $ 13.48  
                                                 
                                                 
Total Return(a)
    (0.59 )%**     15.18 %     38.22 %     (35.43 )%     (6.78 )%     6.53 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 17,075     $ 16,329     $ 15,886     $ 10,199     $ 88,686     $ 116,725  
Net expenses to average daily net assets
    0.48 %*(c)     0.48 %(b)(c)     0.48 %(b)     0.48 %(b)     0.48 %(b)     0.48 %
Net investment income (loss) to average daily net assets
    1.77 %*     1.71 %     1.86 %     1.55 %     1.55 %     1.46 %
Portfolio turnover rate
    19 %**     70 %     61 %     66 %     62 %     67 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.58 %*     0.56 %     0.84 %     0.17 %     0.12 %     0.11 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   17


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Tax-Managed U.S. Equities Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high after-tax total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the Russell 3000 Index. The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
The Manager considers the tax effects of a proposed trade in conjunction with the return forecast of the identified equities, and their potential contribution to the overall portfolio. The Manager also may consider the Fund’s realized and unrealized gains and losses, and current market conditions, because these factors also influence the decision to buy or sell securities.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in equity investments tied economically to the

         
18
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
U.S. The terms “equities” and “equity investments” refer to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.

         
        19


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 16,688,467     $     $      —     $ 16,688,467  
Mutual Funds
    317,121                   317,121  
Rights/Warrants
          4,103             4,103  
Short-Term Investments
    67,471                   67,471  
                                 
Total Investments
    17,073,059       4,103             17,077,162  
                                 
Total
  $ 17,073,059     $ 4,103     $     $ 17,077,162  
                                 
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.

         
20
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (7,517,802 )
February 28, 2018
    (11,370,066 )
         
Total
  $ (18,887,868 )
         

         
        21


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 14,960,983     $ 2,273,379     $ (157,200 )   $ 2,116,179      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
22
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. There can be no assurance that the Fund’s tax management strategies will be effective, and you may incur tax liabilities that exceed your economic return. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain

         
        23


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
prior market data can fail to predict future market events. Models that have demonstrated an ability to explain prior market data often fail to accurately predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.

         
24
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.

         
        25


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which

         
26
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.

         
        27


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or

         
28
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.

         
        29


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of a corporate action. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $      —     $      —     $ 4,103     $      —     $ 4,103  
                                                 
Total
  $     $     $     $ 4,103     $     $ 4,103  
                                                 

         
30
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $      —     $      —     $ (29,819 )   $      —     $ (29,819 )
                                                 
Total
  $     $     $     $ (29,819 )   $     $ (29,819 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ (2,315 )   $     $ (2,315 )
                                                 
Total
  $     $     $     $ (2,315 )   $     $ (2,315 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (futures contracts and rights and/or warrants) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
    Futures
  Rights and/or
    contracts   Warrants
 
Average amount outstanding
  $ 150,313     $ 5,207  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.33% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940

         
        31


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $118 and $13, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $4,046,409 and $3,100,491, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
32
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 90.80% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.26% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    87,649     $ 1,056,817       25,629     $ 259,479  
Shares issued to shareholders in reinvestment of distributions
    7,409       90,171       15,190       162,189  
Shares repurchased
    (11,040 )     (134,924 )     (181,447 )     (2,032,749 )
                                 
Net increase (decrease)
    84,018     $ 1,012,064       (140,628 )   $ (1,611,081 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasuy Fund
  $ 228,000     $ 244,000     $ 155,000     $ 106     $ 15     $ 317,121  
                                                 
Totals
  $ 228,000     $ 244,000     $ 155,000     $ 106     $ 15     $ 317,121  
                                                 
 
11. Subsequent event
 
The Board of Trustees of GMO Trust has approved the liquidation of the Fund. It is expected that the Fund will be liquidated on or about October 31, 2011.

         
        33


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
34
       


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        35


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
36
       


 

GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        37


 

 
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.48 %   $ 1,000.00     $ 994.10     $ 2.41  
2) Hypothetical
    0.48 %   $ 1,000.00     $ 1,022.72     $ 2.44  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
38
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.8 %
Investment Funds
    1.4  
Mutual Funds
    0.6  
Short-Term Investments
    0.1  
Swap Agreements
    0.0 ^
Other
    0.1  
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Software & Services
    21.0 %
Pharmaceuticals, Biotechnology & Life Sciences
    18.0  
Health Care Equipment & Services
    9.6  
Energy
    8.3  
Technology Hardware & Equipment
    6.8  
Food, Beverage & Tobacco
    6.7  
Food & Staples Retailing
    6.5  
Household & Personal Products
    5.1  
Capital Goods
    3.3  
Telecommunication Services
    3.0  
Retailing
    2.9  
Consumer Services
    2.2  
Insurance
    1.4  
Consumer Durables & Apparel
    1.4  
Materials
    0.8  
Semiconductors & Semiconductor Equipment
    0.6  
Commercial & Professional Services
    0.5  
Media
    0.5  
Diversified Financials
    0.5  
Transportation
    0.4  
Automobiles & Components
    0.2  
Real Estate
    0.2  
Banks
    0.1  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
    See accompanying notes to the financial statements.   1


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.8%        
                     
            Automobiles & Components — 0.1%        
      1,500     General Motors Co. *     36,045  
                     
                     
            Banks — 0.1%        
      900     CIT Group, Inc. *     31,113  
                     
                     
            Capital Goods — 3.3%        
      2,700     3M Co.     224,046  
      200     Alliant Techsystems, Inc.     12,694  
      700     Caterpillar, Inc.     63,700  
      2,100     Danaher Corp.     96,201  
      1,000     Fastenal Co.     33,480  
      1,400     General Dynamics Corp.     89,712  
      500     ITT Industries, Inc.     23,670  
      320     Joy Global, Inc.     26,704  
      400     L-3 Communications Holdings, Inc.     27,128  
      230     Precision Castparts Corp.     37,685  
      100     Rockwell Collins, Inc.     5,046  
      1,300     United Technologies Corp.     96,525  
      200     WESCO International, Inc. *     8,618  
      130     WW Grainger, Inc.     20,033  
                     
            Total Capital Goods     765,242  
                     
                     
            Commercial & Professional Services — 0.5%        
      300     Copart, Inc. *     12,912  
      300     IHS, Inc.-Class A *     23,277  
      1,000     Pitney Bowes, Inc.     20,310  
      750     Rollins, Inc.     15,683  
      700     RR Donnelley & Sons Co.     10,675  
      400     Stericycle, Inc. *     35,084  
                     
            Total Commercial & Professional Services     117,941  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Consumer Durables & Apparel — 1.4%        
      1,400     Coach, Inc.     78,708  
      300     Fossil, Inc. *     28,983  
      3,100     KB Home     20,429  
      1,800     Nike, Inc.-Class B     155,970  
      300     VF Corp.     35,118  
                     
            Total Consumer Durables & Apparel     319,208  
                     
                     
            Consumer Services — 2.1%        
      1,400     Apollo Group, Inc.-Class A *     65,555  
      300     Choice Hotels International, Inc.     9,324  
      1,300     H&R Block, Inc.     19,656  
      100     ITT Educational Services, Inc. *     7,216  
      100     Las Vegas Sands Corp. *     4,657  
      4,100     McDonald’s Corp.     370,886  
      400     Weight Watchers International, Inc.     24,208  
                     
            Total Consumer Services     501,502  
                     
                     
            Diversified Financials — 0.5%        
      4,435     Bank of America Corp.     36,234  
      1,300     Discover Financial Services     32,708  
      500     Leucadia National Corp.     14,815  
      2,200     SLM Corp.     30,206  
                     
            Total Diversified Financials     113,963  
                     
                     
            Energy — 8.1%        
      600     Anadarko Petroleum Corp.     44,250  
      50     Apache Corp.     5,154  
      800     Baker Hughes, Inc.     48,888  
      3,328     Chevron Corp.     329,172  
      5,651     ConocoPhillips     384,664  
      7,900     Exxon Mobil Corp.     584,916  
      1,400     Halliburton Co.     62,118  
      670     Hess Corp.     39,758  
      2,400     Marathon Oil Corp.     64,608  

         
    See accompanying notes to the financial statements.   3


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Energy — continued        
      1,600     National Oilwell Varco, Inc.     105,792  
      326     Occidental Petroleum Corp.     28,277  
      1,750     Schlumberger Ltd.     136,710  
      1,700     Valero Energy Corp.     38,624  
      800     Williams Cos., Inc.     21,592  
                     
            Total Energy     1,894,523  
                     
                     
            Food & Staples Retailing — 6.4%        
      900     Costco Wholesale Corp.     70,686  
      2,500     CVS Caremark Corp.     89,775  
      2,200     Kroger Co. (The)     51,832  
      1,200     Safeway, Inc.     21,996  
      1,065     Supervalu, Inc.     8,488  
      2,100     Sysco Corp.     58,653  
      5,900     Walgreen Co.     207,739  
      18,530     Wal-Mart Stores, Inc.     985,981  
                     
            Total Food & Staples Retailing     1,495,150  
                     
                     
            Food, Beverage & Tobacco — 6.6%        
      500     Brown-Forman Corp.-Class B     35,875  
      1,100     Campbell Soup Co.     35,057  
      1,100     Coca-Cola Enterprises, Inc.     30,382  
      8,900     Coca-Cola Co. (The)     627,005  
      100     Dean Foods Co. *     864  
      600     Flowers Foods, Inc.     11,430  
      2,400     General Mills, Inc.     90,984  
      600     Hansen Natural Corp. *     51,192  
      1,000     Hershey Co. (The)     58,650  
      900     HJ Heinz Co.     47,376  
      1,200     Hormel Foods Corp.     33,132  
      1,400     Kellogg Co.     76,048  
      500     McCormick & Co., Inc. (Non Voting)     23,895  
      6,525     PepsiCo, Inc.     420,406  
                     
            Total Food, Beverage & Tobacco     1,542,296  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Health Care Equipment & Services — 9.4%        
      1,700     Aetna, Inc.     68,051  
      1,850     Alere, Inc. *     46,195  
      300     AMERIGROUP Corp. *     14,841  
      1,500     AmerisourceBergen Corp.     59,370  
      2,600     Baxter International, Inc.     145,548  
      1,000     Becton, Dickinson and Co.     81,380  
      390     C.R. Bard, Inc.     37,151  
      1,300     Cardinal Health, Inc.     55,250  
      800     CareFusion Corp. *     20,488  
      600     Cerner Corp. *     39,576  
      900     Coventry Health Care, Inc. *     29,592  
      700     Covidien PLC     36,526  
      500     DENTSPLY International, Inc.     17,600  
      400     Edwards Lifesciences Corp. *     30,180  
      2,200     Express Scripts, Inc. *     103,268  
      200     Gen-Probe, Inc. *     11,994  
      300     Henry Schein, Inc. *     19,773  
      1,000     Humana, Inc.     77,640  
      300     Idexx Laboratories, Inc. *     23,934  
      130     Intuitive Surgical, Inc. *     49,575  
      400     Kinetic Concepts, Inc. *     27,016  
      500     Laboratory Corp. of America Holdings *     41,765  
      1,406     Lincare Holdings, Inc.     30,271  
      700     McKesson Corp.     55,951  
      200     Mednax, Inc. *     13,062  
      6,000     Medtronic, Inc.     210,420  
      500     Patterson Cos., Inc.     14,610  
      800     Quest Diagnostics, Inc.     40,056  
      600     ResMed, Inc. *     18,582  
      300     STERIS Corp.     9,654  
      1,400     Stryker Corp.     68,376  
      1,500     St Jude Medical, Inc.     68,310  
      1,546     Triple-S Management Corp.-Class B *     26,359  
      7,776     UnitedHealth Group, Inc.     369,516  

         
    See accompanying notes to the financial statements.   5


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      500     Varian Medical Systems, Inc. *     28,480  
      2,100     WellPoint, Inc.     132,930  
      1,500     Zimmer Holdings, Inc. *     85,335  
                     
            Total Health Care Equipment & Services     2,208,625  
                     
                     
            Household & Personal Products — 5.0%        
      1,100     Avon Products, Inc.     24,816  
      600     Church & Dwight Co., Inc.     26,124  
      500     Clorox Co.     34,850  
      1,900     Colgate-Palmolive Co.     170,943  
      810     Estee Lauder Cos. (The), Inc.-Class A     79,104  
      1,000     Herbalife Ltd.     55,800  
      1,500     Kimberly-Clark Corp.     103,740  
      10,648     Procter & Gamble Co. (The)     678,065  
                     
            Total Household & Personal Products     1,173,442  
                     
                     
            Insurance — 1.4%        
      300     Allied World Assurance Co Holdings Ltd.     15,570  
      1,000     American International Group, Inc. *     25,330  
      500     Aon Corp.     23,365  
      570     Arch Capital Group Ltd. *     19,198  
      900     Assurant, Inc.     31,653  
      100     Endurance Specialty Holdings Ltd.     3,616  
      900     Hartford Financial Services Group, Inc. (The)     17,226  
      400     Protective Life Corp.     7,596  
      600     Prudential Financial, Inc.     30,126  
      200     RenaissanceRe Holdings Ltd.     13,114  
      300     Transatlantic Holdings, Inc.     15,189  
      2,000     Travelers Cos. (The), Inc.     100,920  
      700     Validus Holdings Ltd.     18,074  
                     
            Total Insurance     320,977  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Materials — 0.7%        
      1,700     Alcoa, Inc.     21,777  
      50     Eastman Chemical Co.     4,137  
      900     Ecolab, Inc.     48,240  
      1,700     Freeport-McMoRan Copper & Gold, Inc.     80,138  
      300     Sigma-Aldrich Corp.     19,317  
                     
            Total Materials     173,609  
                     
                     
            Media — 0.5%        
      1,400     CBS Corp.-Class B (Non Voting)     35,070  
      500     Charter Communications, Inc.-Class A *     24,940  
      1,000     Gannett Co., Inc.     11,550  
      1,100     McGraw-Hill Cos. (The), Inc.     46,321  
                     
            Total Media     117,881  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 17.6%        
      7,300     Abbott Laboratories     383,323  
      1,200     Allergan, Inc.     98,172  
      4,600     Amgen, Inc.     254,863  
      1,120     Biogen Idec, Inc. *     105,504  
      6,200     Bristol-Myers Squibb Co.     184,450  
      200     Cephalon, Inc. *     16,128  
      8,900     Eli Lilly & Co.     333,839  
      1,200     Endo Pharmaceuticals Holdings, Inc. *     38,292  
      2,300     Forest Laboratories, Inc. *     78,752  
      3,300     Gilead Sciences, Inc. *     131,621  
      9,820     Johnson & Johnson     646,156  
      19,076     Merck & Co., Inc.     631,797  
      190     Mettler-Toledo International, Inc. *     30,261  
      57,386     Pfizer, Inc.     1,089,186  
      400     Pharmaceutical Product Development, Inc.     12,592  
      200     Techne Corp.     14,494  
      2,900     Warner Chilcott Plc.-Class A     49,474  
      400     Waters Corp. *     31,948  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     4,130,852  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Real Estate — 0.1%        
      1,800     Annaly Capital Management, Inc. REIT     32,634  
                     
                     
            Retailing — 2.8%        
      200     Abercrombie & Fitch Co.-Class A     12,722  
      700     Advance Auto Parts, Inc.     42,504  
      400     Aeropostale, Inc. *     4,472  
      700     AutoNation, Inc. *     28,266  
      150     AutoZone, Inc. *     46,050  
      1,900     Best Buy Co., Inc.     48,621  
      700     Dollar Tree, Inc. *     49,994  
      400     Family Dollar Stores, Inc.     21,356  
      1,000     GameStop Corp.-Class A *     23,930  
      800     Genuine Parts Co.     44,016  
      1,000     J.C. Penney Co., Inc.     26,630  
      1,600     Liberty Media Corp.-Interactive-Class A *     25,312  
      2,400     Lowe’s Cos., Inc.     47,832  
      110     Priceline.com, Inc. *     59,099  
      600     Ross Stores, Inc.     45,915  
      1,200     Target Corp.     62,004  
      1,400     TJX Cos. (The), Inc.     76,468  
                     
            Total Retailing     665,191  
                     
                     
            Semiconductors & Semiconductor Equipment — 0.6%        
      2,400     ON Semiconductor Corp. *     17,448  
      4,500     Texas Instruments, Inc.     117,945  
                     
            Total Semiconductors & Semiconductor Equipment     135,393  
                     
                     
            Software & Services — 20.6%        
      3,800     Accenture Plc.-Class A     203,642  
      800     Adobe Systems, Inc. *     20,192  
      1,100     Amdocs Ltd. *     30,217  
      400     Ansys, Inc. *     21,592  
      100     AOL, Inc. *     1,558  
      1,500     Automatic Data Processing, Inc.     75,045  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Software & Services — continued        
      800     BMC Software, Inc. *     32,488  
      500     Broadridge Financial Solutions, Inc.     10,410  
      500     Citrix Systems, Inc. *     30,215  
      1,400     Cognizant Technology Solutions Corp.-Class A *     88,830  
      500     Computer Sciences Corp.     15,330  
      5,800     eBay, Inc. *     179,046  
      300     Factset Research Systems, Inc.     26,370  
      300     Fiserv, Inc. *     16,749  
      500     Global Payments, Inc.     22,915  
      1,510     Google, Inc.-Class A *     816,850  
      600     Informatica Corp. *     25,068  
      4,312     International Business Machines Corp.     741,276  
      1,400     Intuit, Inc. *     69,062  
      400     Jack Henry & Associates, Inc.     11,696  
      310     MasterCard, Inc.-Class A     102,210  
      500     Micros Systems, Inc. *     23,830  
      45,836     Microsoft Corp.     1,219,238  
      31,800     Oracle Corp.     892,626  
      1,300     Paychex, Inc.     35,074  
      800     Quest Software, Inc. *     13,784  
      3,400     Symantec Corp. *     58,310  
      500     TIBCO Software, Inc. *     11,190  
      900     Total System Services, Inc.     16,335  
      300     VeriFone Systems, Inc. *     10,566  
                     
            Total Software & Services     4,821,714  
                     
                     
            Technology Hardware & Equipment — 6.7%        
      400     ADTRAN, Inc.     12,424  
      1,220     Apple, Inc. *     469,492  
      600     Arrow Electronics, Inc. *     18,720  
      10,150     Cisco Systems, Inc.     159,152  
      4,980     Dell, Inc. *     74,028  
      500     Dolby Laboratories, Inc.-Class A *     16,800  
      8,600     Hewlett-Packard Co.     223,858  

         
    See accompanying notes to the financial statements.   9


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Technology Hardware & Equipment — continued        
      1,200     Ingram Micro, Inc.-Class A *     21,408  
      100     NCR Corp. *     1,723  
      9,632     Qualcomm, Inc.     495,663  
      2,700     Seagate Technology Plc     31,266  
      300     Tech Data Corp. *     14,124  
      1,000     Western Digital Corp. *     29,490  
                     
            Total Technology Hardware & Equipment     1,568,148  
                     
                     
            Telecommunication Services — 2.9%        
      8,300     AT&T, Inc.     236,384  
      1,500     Centurylink, Inc.     54,225  
      7,500     Sprint Nextel Corp. *     28,200  
      10,184     Verizon Communications, Inc.     368,354  
                     
            Total Telecommunication Services     687,163  
                     
                     
            Transportation — 0.4%        
      800     CH Robinson Worldwide, Inc.     56,400  
      600     Expeditors International of Washington, Inc.     27,300  
                     
            Total Transportation     83,700  
                     
                     
            TOTAL COMMON STOCKS (COST $21,197,437)     22,936,312  
                     
                     
            INVESTMENT FUNDS — 1.4%        
      2,804     SPDR S&P 500 ETF Trust (a)     342,256  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $356,251)     342,256  
                     
                     
            MUTUAL FUNDS — 0.6%        
                     
            Affiliated Issuers — 0.6%        
      5,280     GMO U.S. Treasury Fund     132,053  
                     
                     
            TOTAL MUTUAL FUNDS (COST $132,053)     132,053  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            SHORT-TERM INVESTMENTS — 0.1%        
                     
            Money Market Funds — 0.1%        
      17,347     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(b)     17,347  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $17,347)     17,347  
                     
                     
            TOTAL INVESTMENTS — 99.9%
(Cost $21,703,088)
    23,427,968  
            Other Assets and Liabilities (net) — 0.1%     26,425  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 23,454,393  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Swap Agreements
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
              Appreciation/
Amount   Date   Counterparty   Fund Receives   Fund (Pays)/Receives   (Depreciation)
 
  35,734     USD   1/19/2012   Deutsche Bank AG   18% of notional amount   Return on Sears
Holding Corp.
  $ 5,116  
                                 
                            $ 5,116  
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
    See accompanying notes to the financial statements.   11


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
ETF - Exchange-Traded Fund
REIT - Real Estate Investment Trust
SPDR - Standard and Poor’s Depositary Receipt
* Non-income producing security.
(a) Represents an investment to equitize cash. The SPDR S&P 500 ETF Trust is a unit investment trust that issues securities called “Trust Units” or “Units” that represent an undivided ownership interest in a portfolio of all of the common stocks of the Standard & Poor’s 500 Composite Stock Price Index®. The SPDR S&P 500 ETF Trust prospectus states that the Trust intends to provide investment results that, before expenses, generally correspond to the price and yield performance of the S&P 500 Index.
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
 
Currency Abbreviations:
 
USD - United States Dollar

         
12
  See accompanying notes to the financial statements.    


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $21,571,035) (Note 2)
  $ 23,295,915  
Investments in affiliated issuers, at value (cost $132,053) (Notes 2 and 10)
    132,053  
Receivable for investments sold
    11,463  
Dividends receivable
    67,566  
Receivable for open swap contracts (Note 4)
    5,116  
Receivable for expenses reimbursed by Manager (Note 5)
    9,999  
         
Total assets
    23,522,112  
         
         
Liabilities:
       
Payable for investments purchased
    2,342  
Payable to affiliate for (Note 5):
       
Management fee
    6,351  
Shareholder service fee
    2,886  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    56,120  
         
Total liabilities
    67,719  
         
Net assets
  $ 23,454,393  
         
Net assets consist of:
       
Paid-in capital
  $ 31,358,471  
Accumulated undistributed net investment income
    94,549  
Accumulated net realized loss
    (9,728,623 )
Net unrealized appreciation
    1,729,996  
         
    $ 23,454,393  
         
Net assets attributable to:
       
Class III shares
  $ 23,454,393  
         
Shares outstanding:
       
Class III
    2,294,407  
         
Net asset value per share:
       
Class III
  $ 10.22  
         

         
    See accompanying notes to the financial statements.   13


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 273,694  
Dividends from affiliated issuers (Note 10)
    62  
Interest
    17  
         
Total investment income
    273,773  
         
Expenses:
       
Management fee (Note 5)
    40,670  
Shareholder service fee – Class III (Note 5)
    18,487  
Audit and tax fees
    32,660  
Custodian, fund accounting agent and transfer agent fees
    15,824  
Registration fees
    1,299  
Legal fees
    368  
Trustees fees and related expenses (Note 5)
    132  
Miscellaneous
    5,258  
         
Total expenses
    114,698  
Fees and expenses reimbursed by Manager (Note 5)
    (55,395 )
         
Net expenses
    59,303  
         
Net investment income (loss)
    214,470  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    911,821  
Investments in affiliated issuers
    80  
Realized gains distributions from affiliated issuers (Note 10)
    4  
Swap contracts
    (25,925 )
         
Net realized gain (loss)
    885,980  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (1,593,835 )
Swap contracts
    13,273  
         
Net unrealized gain (loss)
    (1,580,562 )
         
Net realized and unrealized gain (loss)
    (694,582 )
         
Net increase (decrease) in net assets resulting from operations
  $ (480,112 )
         

         
14
  See accompanying notes to the financial statements.    


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 214,470     $ 365,272  
Net realized gain (loss)
    885,980       692,094  
Change in net unrealized appreciation (depreciation)
    (1,580,562 )     2,445,994  
                 
                 
Net increase (decrease) in net assets from operations
    (480,112 )     3,503,360  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (231,712 )     (338,225 )
                 
Net share transactions (Note 9):
               
Class III
    (937,060 )     314,529  
                 
Total increase (decrease) in net assets
    (1,648,884 )     3,479,664  
                 
Net assets:
               
Beginning of period
    25,103,277       21,623,613  
                 
End of period (including accumulated undistributed net investment income of $94,549 and $111,791, respectively)
  $ 23,454,393     $ 25,103,277  
                 

         
    See accompanying notes to the financial statements.   15


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 10.55     $ 9.22     $ 6.54     $ 10.03     $ 12.88     $ 12.45  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.09       0.15       0.13       0.15       0.19       0.18  
Net realized and unrealized gain (loss)
    (0.32 )     1.32       2.70       (3.50 )     (0.96 )(a)     0.54  
                                                 
                                                 
Total from investment operations
    (0.23 )     1.47       2.83       (3.35 )     (0.77 )     0.72  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.10 )     (0.14 )     (0.15 )     (0.14 )     (0.22 )     (0.23 )
From net realized gains
                            (1.86 )     (0.06 )
                                                 
                                                 
Total distributions
    (0.10 )     (0.14 )     (0.15 )     (0.14 )     (2.08 )     (0.29 )
                                                 
                                                 
Net asset value, end of period
  $ 10.22     $ 10.55     $ 9.22     $ 6.54     $ 10.03     $ 12.88  
                                                 
                                                 
Total Return(b)
    (2.24 )%**     16.17 %     43.63 %     (33.76 )%     (7.30 )%     5.87 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 23,454     $ 25,103     $ 21,624     $ 16,849     $ 45,197     $ 188,133  
Net expenses to average daily net assets
    0.48 %(c)*     0.48 %(c)     0.48 %(d)     0.48 %(d)     0.48 %(d)     0.48 %
Net investment income (loss) to average daily net assets
    1.74 %*     1.62 %     1.63 %     1.67 %     1.52 %     1.46 %
Portfolio turnover rate
    25 %**     87 %     60 %     65 %     74 %     73 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.45 %*     0.53 %     0.39 %     0.39 %     0.08 %     0.06 %
 
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(d) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
16
  See accompanying notes to the financial statements.    


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO Tobacco-Free Core Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing primarily in U.S. equities or groups of U.S. equities that the Manager believes will provide higher returns than the S&P 500 Index. The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets, and expects to invest substantially all of its assets, in investments in tobacco-free companies. For these purposes, the term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts, and the term “tobacco-free companies” refers to companies that are not listed in the Tobacco Producing Issuer industry classification maintained by Ford Investor Services.

         
        17


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The

         
18
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 22,936,312     $     $      —     $ 22,936,312  
Investment Funds
    342,256                   342,256  
Mutual Funds
    132,053                   132,053  
Short-Term Investments
    17,347                   17,347  
                                 
Total Investments
    23,427,968                   23,427,968  
                                 
Derivatives*
                               
Swap Agreements
Equity Risk
          5,116             5,116  
                                 
Total
  $ 23,427,968     $ 5,116     $     $ 23,433,084  
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.

         
        19


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.

         
20
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2017
  $ (5,892,437 )
February 28, 2018
    (3,874,200 )
         
Total
  $ (9,766,637 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 22,470,751     $ 1,687,397     $ (730,180 )   $ 957,217      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the

         
        21


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.

         
22
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.

         
        23


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.

         
24
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which

         
        25


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.

         
26
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or

         
        27


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.

         
28
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used total return swap agreements to achieve returns comparable to holding and lending a direct equity position. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on swap agreements
  $      —     $      —     $      —     $ 5,116     $      —     $ 5,116  
                                                 
Total
  $     $     $     $ 5,116     $     $ 5,116  
                                                 

         
        29


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Swap agreements
  $      —     $      —     $      —     $ (25,925 )   $      —     $ (25,925 )
                                                 
Total
  $     $     $     $ (25,925 )   $     $ (25,925 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Swap agreements
  $     $     $     $ 13,273     $     $ 13,273  
                                                 
Total
  $     $     $     $ 13,273     $     $ 13,273  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
         
    Swap
    agreements
 
Average amount outstanding
  $ 58,162  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.33% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any

         
30
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $132 and $14, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $6,251,448 and $7,149,529, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.

         
        31


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 89.16% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, no shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    215     $ 2,363       896     $ 9,135  
Shares issued to shareholders in reinvestment of distributions
    19,906       214,077       32,483       306,743  
Shares repurchased
    (105,161 )     (1,153,500 )     (135 )     (1,349 )
                                 
Net increase (decrease)
    (85,040 )   $ (937,060 )     33,244     $ 314,529  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
   
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income   Gains   of period
 
GMO U.S. Treasury Fund
  $ 436,973     $ 313,000     $ 618,000     $ 62     $ 4     $ 132,053  
                                                 
Totals
  $ 436,973     $ 313,000     $ 618,000     $ 62     $ 4     $ 132,053  
                                                 
 
11. Subsequent event
 
The Board of Trustees of GMO Trust has approved the liquidation of the Fund. It is expected that the Fund will be liquidated on or about December 31, 2011.

         
32
       


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        33


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
34
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        35


 

GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
36
       


 

 
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.48 %   $ 1,000.00     $ 977.60     $ 2.39  
2) Hypothetical
    0.48 %   $ 1,000.00     $ 1,022.72     $ 2.44  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        37


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.3 %
Investment Funds
    1.2  
Mutual Funds
    1.1  
Short-Term Investments
    0.1  
Swap Agreements
    0.0 Ù
Other
    0.3  
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Software & Services
    20.6 %
Pharmaceuticals, Biotechnology & Life Sciences
    17.7  
Food, Beverage & Tobacco
    9.7  
Health Care Equipment & Services
    9.0  
Energy
    8.1  
Technology Hardware & Equipment
    6.7  
Food & Staples Retailing
    6.4  
Household & Personal Products
    5.0  
Capital Goods
    3.2  
Telecommunication Services
    3.0  
Retailing
    2.6  
Consumer Services
    2.0  
Consumer Durables & Apparel
    1.3  
Insurance
    1.2  
Materials
    0.9  
Semiconductors & Semiconductor Equipment
    0.6  
Media
    0.5  
Diversified Financials
    0.4  
Commercial & Professional Services
    0.4  
Transportation
    0.3  
Automobiles & Components
    0.2  
Banks
    0.1  
Real Estate
    0.1  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.00%.

         
        1


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.3%        
                     
            Automobiles & Components — 0.2%        
      91,000     General Motors Co. *     2,186,730  
                     
                     
            Banks — 0.1%        
      43,600     CIT Group, Inc. *     1,507,252  
      575     Valley National Bancorp     6,837  
                     
            Total Banks     1,514,089  
                     
                     
            Capital Goods — 3.1%        
      158,300     3M Co.     13,135,734  
      4,500     Alliant Techsystems, Inc.     285,615  
      41,900     Caterpillar, Inc.     3,812,900  
      111,500     Danaher Corp.     5,107,815  
      54,800     Fastenal Co.     1,834,704  
      81,500     General Dynamics Corp.     5,222,520  
      31,000     ITT Industries, Inc.     1,467,540  
      19,020     Joy Global, Inc.     1,587,219  
      23,100     L-3 Communications Holdings, Inc.     1,566,642  
      14,320     Precision Castparts Corp.     2,346,332  
      74,700     United Technologies Corp.     5,546,475  
      2,800     WESCO International, Inc. *     120,652  
      8,310     WW Grainger, Inc.     1,280,571  
                     
            Total Capital Goods     43,314,719  
                     
                     
            Commercial & Professional Services — 0.4%        
      15,100     Copart, Inc. *     649,904  
      14,700     IHS, Inc.-Class A *     1,140,573  
      49,400     Pitney Bowes, Inc.     1,003,314  
      35,500     Rollins, Inc.     742,305  
      45,700     RR Donnelley & Sons Co.     696,925  
      19,600     Stericycle, Inc. *     1,719,116  
                     
            Total Commercial & Professional Services     5,952,137  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Consumer Durables & Apparel — 1.3%        
      80,000     Coach, Inc.     4,497,600  
      18,610     Fossil, Inc. *     1,797,912  
      183,500     KB Home     1,209,265  
      101,800     Nike, Inc.-Class B     8,820,970  
      18,330     VF Corp.     2,145,710  
                     
            Total Consumer Durables & Apparel     18,471,457  
                     
                     
            Consumer Services — 2.0%        
      77,500     Apollo Group, Inc.-Class A *     3,628,937  
      4,600     Choice Hotels International, Inc.     142,968  
      81,200     H&R Block, Inc.     1,227,744  
      242,400     McDonald’s Corp.     21,927,504  
      18,600     Weight Watchers International, Inc.     1,125,672  
                     
            Total Consumer Services     28,052,825  
                     
                     
            Diversified Financials — 0.4%        
      212,554     Bank of America Corp.     1,736,566  
      67,600     Discover Financial Services     1,700,816  
      29,300     Leucadia National Corp.     868,159  
      125,200     SLM Corp.     1,718,996  
                     
            Total Diversified Financials     6,024,537  
                     
                     
            Energy — 7.8%        
      32,000     Anadarko Petroleum Corp.     2,360,000  
      2,490     Apache Corp.     256,644  
      48,300     Baker Hughes, Inc.     2,951,613  
      197,475     Chevron Corp.     19,532,252  
      334,368     ConocoPhillips     22,760,430  
      470,500     Exxon Mobil Corp.     34,835,820  
      80,800     Halliburton Co.     3,585,096  
      34,740     Hess Corp.     2,061,472  
      128,400     Marathon Oil Corp.     3,456,528  
      90,700     National Oilwell Varco, Inc.     5,997,084  
      17,598     Occidental Petroleum Corp.     1,526,451  

         
    See accompanying notes to the financial statements.   3


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Energy — continued        
      99,110     Schlumberger Ltd.     7,742,473  
      99,800     Valero Energy Corp.     2,267,456  
      48,900     Williams Cos., Inc.     1,319,811  
                     
            Total Energy     110,653,130  
                     
                     
            Food & Staples Retailing — 6.2%        
      53,900     Costco Wholesale Corp.     4,233,306  
      149,900     CVS Caremark Corp.     5,382,909  
      135,600     Kroger Co. (The)     3,194,736  
      56,800     Safeway, Inc.     1,041,144  
      16,225     Supervalu, Inc.     129,313  
      128,900     Sysco Corp.     3,600,177  
      347,000     Walgreen Co.     12,217,870  
      1,093,745     Wal–Mart Stores, Inc.     58,198,172  
                     
            Total Food & Staples Retailing     87,997,627  
                     
                     
            Food, Beverage & Tobacco — 9.5%        
      138,700     Altria Group, Inc.     3,771,253  
      31,600     Brown-Forman Corp.-Class B     2,267,300  
      63,200     Campbell Soup Co.     2,014,184  
      48,200     Coca-Cola Enterprises, Inc.     1,331,284  
      531,800     Coca-Cola Co. (The)     37,465,310  
      12,700     Dean Foods Co. *     109,728  
      32,250     Flowers Foods, Inc.     614,362  
      138,800     General Mills, Inc.     5,261,908  
      34,200     Hansen Natural Corp. *     2,917,944  
      49,800     Hershey Co. (The)     2,920,770  
      50,100     HJ Heinz Co.     2,637,264  
      64,100     Hormel Foods Corp.     1,769,801  
      75,900     Kellogg Co.     4,122,888  
      34,880     Lorillard, Inc.     3,886,330  
      29,200     McCormick & Co., Inc. (Non Voting)     1,395,468  
      384,575     PepsiCo, Inc.     24,778,167  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Food, Beverage & Tobacco — continued        
      453,637     Philip Morris International, Inc.     31,446,117  
      125,200     Reynolds American, Inc.     4,703,764  
                     
            Total Food, Beverage & Tobacco     133,413,842  
                     
                     
            Health Care Equipment & Services — 8.8%        
      102,000     Aetna, Inc.     4,083,060  
      98,900     Alere, Inc. *     2,469,533  
      9,800     AMERIGROUP Corp. *     484,806  
      81,500     AmerisourceBergen Corp.     3,225,770  
      148,300     Baxter International, Inc.     8,301,834  
      53,200     Becton, Dickinson and Co.     4,329,416  
      20,270     C.R. Bard, Inc.     1,930,920  
      77,300     Cardinal Health, Inc.     3,285,250  
      34,100     CareFusion Corp. *     873,301  
      37,280     Cerner Corp. *     2,458,989  
      53,000     Coventry Health Care, Inc. *     1,742,640  
      39,000     Covidien PLC     2,035,020  
      28,000     DENTSPLY International, Inc.     985,600  
      22,460     Edwards Lifesciences Corp. *     1,694,607  
      129,750     Express Scripts, Inc. *     6,090,465  
      10,500     Gen-Probe, Inc. *     629,685  
      17,600     Henry Schein, Inc. *     1,160,016  
      51,000     Humana, Inc.     3,959,640  
      15,300     Idexx Laboratories, Inc. *     1,220,634  
      6,320     Intuitive Surgical, Inc. *     2,410,132  
      26,200     Kinetic Concepts, Inc. *     1,769,548  
      28,900     Laboratory Corp. of America Holdings *     2,414,017  
      71,363     Lincare Holdings, Inc.     1,536,445  
      39,400     McKesson Corp.     3,149,242  
      11,800     Mednax, Inc. *     770,658  
      351,400     Medtronic, Inc.     12,323,598  
      23,300     Patterson Cos., Inc.     680,826  
      37,900     Quest Diagnostics, Inc.     1,897,653  
      29,100     ResMed, Inc. *     901,227  

         
    See accompanying notes to the financial statements.   5


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      5,200     STERIS Corp.     167,336  
      81,800     Stryker Corp.     3,995,112  
      75,500     St Jude Medical, Inc.     3,438,270  
      81,532     Triple-S Management Corp.-Class B *     1,390,121  
      467,474     UnitedHealth Group, Inc.     22,214,365  
      23,100     Varian Medical Systems, Inc. *     1,315,776  
      121,800     WellPoint, Inc.     7,709,940  
      83,325     Zimmer Holdings, Inc. *     4,740,359  
                     
            Total Health Care Equipment & Services     123,785,811  
                     
                     
            Household & Personal Products — 4.8%        
      57,400     Avon Products, Inc.     1,294,944  
      31,600     Church & Dwight Co., Inc.     1,375,864  
      31,073     Clorox Co.     2,165,788  
      109,600     Colgate–Palmolive Co.     9,860,712  
      47,440     Estee Lauder Cos. (The), Inc.-Class A     4,632,990  
      50,000     Herbalife Ltd.     2,790,000  
      87,800     Kimberly–Clark Corp.     6,072,248  
      629,200     Procter & Gamble Co. (The)     40,067,456  
                     
            Total Household & Personal Products     68,260,002  
                     
                     
            Insurance — 1.2%        
      8,300     Allied World Assurance Co Holdings Ltd.     430,770  
      68,700     American International Group, Inc. *     1,740,171  
      28,400     Aon Corp.     1,327,132  
      28,140     Arch Capital Group Ltd. *     947,755  
      49,700     Assurant, Inc.     1,747,948  
      7,300     Endurance Specialty Holdings Ltd.     263,968  
      57,100     Hartford Financial Services Group, Inc. (The)     1,092,894  
      6,300     Protective Life Corp.     119,637  
      34,000     Prudential Financial, Inc.     1,707,140  
      10,600     RenaissanceRe Holdings Ltd.     695,042  
      12,800     Transatlantic Holdings, Inc.     648,064  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Insurance — continued        
      110,200     Travelers Cos. (The), Inc.     5,560,692  
      29,000     Validus Holdings Ltd.     748,780  
                     
            Total Insurance     17,029,993  
                     
                     
            Materials — 0.8%        
      99,400     Alcoa, Inc.     1,273,314  
      44,000     Ecolab, Inc.     2,358,400  
      95,800     Freeport–McMoRan Copper & Gold, Inc.     4,516,012  
      37,881     Schweitzer-Mauduit International, Inc.     2,272,102  
      18,600     Sigma–Aldrich Corp.     1,197,654  
                     
            Total Materials     11,617,482  
                     
                     
            Media — 0.5%        
      86,100     CBS Corp.-Class B (Non Voting)     2,156,805  
      30,400     Charter Communications, Inc.-Class A *     1,516,352  
      61,800     Gannett Co., Inc.     713,790  
      55,000     McGraw-Hill Cos. (The), Inc.     2,316,050  
                     
            Total Media     6,702,997  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 17.3%        
      437,800     Abbott Laboratories     22,988,878  
      69,200     Allergan, Inc.     5,661,252  
      273,200     Amgen, Inc.     15,136,646  
      61,550     Biogen Idec, Inc. *     5,798,010  
      371,200     Bristol–Myers Squibb Co.     11,043,200  
      13,000     Cephalon, Inc. *     1,048,320  
      527,100     Eli Lilly & Co.     19,771,521  
      60,700     Endo Pharmaceuticals Holdings, Inc. *     1,936,937  
      138,200     Forest Laboratories, Inc. *     4,731,968  
      195,500     Gilead Sciences, Inc. *     7,797,518  
      585,700     Johnson & Johnson     38,539,060  
      1,118,662     Merck & Co., Inc.     37,050,085  
      9,240     Mettler-Toledo International, Inc. *     1,471,655  
      3,432,936     Pfizer, Inc.     65,157,125  

         
    See accompanying notes to the financial statements.   7


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Pharmaceuticals, Biotechnology & Life Sciences — continued        
      21,800     Pharmaceutical Product Development, Inc.     686,264  
      7,800     Techne Corp.     565,266  
      158,800     Warner Chilcott Plc.-Class A     2,709,128  
      18,100     Waters Corp. *     1,445,647  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     243,538,480  
                     
                     
            Real Estate — 0.1%        
      83,100     Annaly Capital Management, Inc. REIT     1,506,603  
                     
                     
            Retailing — 2.5%        
      11,800     Abercrombie & Fitch Co.-Class A     750,598  
      32,400     Advance Auto Parts, Inc.     1,967,328  
      9,200     Aeropostale, Inc. *     102,856  
      39,000     AutoNation, Inc. *     1,574,820  
      7,854     AutoZone, Inc. *     2,411,178  
      98,400     Best Buy Co., Inc.     2,518,056  
      35,500     Dollar Tree, Inc. *     2,535,410  
      24,300     Family Dollar Stores, Inc.     1,297,377  
      36,400     GameStop Corp.-Class A *     871,052  
      37,400     Genuine Parts Co.     2,057,748  
      53,500     J.C. Penney Co., Inc.     1,424,705  
      92,000     Liberty Media Corp.-Interactive-Class A *     1,455,440  
      141,600     Lowe’s Cos., Inc.     2,822,088  
      5,610     Priceline.com, Inc. *     3,014,029  
      35,200     Ross Stores, Inc.     2,693,680  
      70,500     Target Corp.     3,642,735  
      85,000     TJX Cos. (The), Inc.     4,642,700  
                     
            Total Retailing     35,781,800  
                     
                     
            Semiconductors & Semiconductor Equipment — 0.5%        
      81,500     ON Semiconductor Corp. *     592,505  
      266,900     Texas Instruments, Inc.     6,995,449  
                     
            Total Semiconductors & Semiconductor Equipment     7,587,954  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Software & Services — 20.1%        
      222,400     Accenture Plc.-Class A     11,918,416  
      51,900     Adobe Systems, Inc. *     1,309,956  
      56,400     Amdocs Ltd. *     1,549,308  
      15,400     Ansys, Inc. *     831,292  
      8,100     AOL, Inc. *     126,198  
      89,700     Automatic Data Processing, Inc.     4,487,691  
      49,200     BMC Software, Inc. *     1,998,012  
      34,700     Broadridge Financial Solutions, Inc.     722,454  
      31,900     Citrix Systems, Inc. *     1,927,717  
      76,300     Cognizant Technology Solutions Corp.-Class A *     4,841,235  
      27,400     Computer Sciences Corp.     840,084  
      346,000     eBay, Inc. *     10,681,020  
      13,900     Factset Research Systems, Inc.     1,221,810  
      18,100     Fiserv, Inc. *     1,010,523  
      20,700     Global Payments, Inc.     948,681  
      90,000     Google, Inc.-Class A *     48,686,400  
      36,500     Informatica Corp. *     1,524,970  
      257,944     International Business Machines Corp.     44,343,153  
      78,100     Intuit, Inc. *     3,852,673  
      23,300     Jack Henry & Associates, Inc.     681,292  
      16,950     MasterCard, Inc.-Class A     5,588,585  
      19,100     Micros Systems, Inc. *     910,306  
      2,719,657     Microsoft Corp.     72,342,876  
      1,900,630     Oracle Corp.     53,350,684  
      80,000     Paychex, Inc.     2,158,400  
      20,600     Quest Software, Inc. *     354,938  
      178,100     Symantec Corp. *     3,054,415  
      32,200     TIBCO Software, Inc. *     720,636  
      38,500     Total System Services, Inc.     698,775  
      17,100     VeriFone Systems, Inc. *     602,262  
                     
            Total Software & Services     283,284,762  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Technology Hardware & Equipment — 6.5%        
      4,200     ADTRAN, Inc.     130,452  
      73,140     Apple, Inc. *     28,146,466  
      30,200     Arrow Electronics, Inc. *     942,240  
      603,734     Cisco Systems, Inc.     9,466,549  
      275,306     Dell, Inc. *     4,092,424  
      23,500     Dolby Laboratories, Inc.-Class A *     789,600  
      518,700     Hewlett-Packard Co.     13,501,761  
      65,300     Ingram Micro, Inc.-Class A *     1,164,952  
      573,500     Qualcomm, Inc.     29,512,310  
      137,200     Seagate Technology Plc     1,588,776  
      7,200     Tech Data Corp. *     338,976  
      61,600     Western Digital Corp. *     1,816,584  
                     
            Total Technology Hardware & Equipment     91,491,090  
                     
                     
            Telecommunication Services — 2.9%        
      491,400     AT&T, Inc.     13,995,072  
      76,300     Centurylink, Inc.     2,758,245  
      470,600     Sprint Nextel Corp. *     1,769,456  
      607,922     Verizon Communications, Inc.     21,988,539  
                     
            Total Telecommunication Services     40,511,312  
                     
                     
            Transportation — 0.3%        
      41,000     CH Robinson Worldwide, Inc.     2,890,500  
      28,300     Expeditors International of Washington, Inc.     1,287,651  
                     
            Total Transportation     4,178,151  
                     
                     
            TOTAL COMMON STOCKS (COST $1,265,174,988)     1,372,857,530  
                     
                     
            INVESTMENT FUNDS — 1.2%        
      133,060     SPDR S&P 500 ETF Trust (a)     16,241,303  
                     
                     
            TOTAL INVESTMENT FUNDS (COST $16,962,601)     16,241,303  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            MUTUAL FUNDS — 1.1%        
                     
            Affiliated Issuers — 1.1%        
      618,874     GMO U.S. Treasury Fund     15,478,032  
                     
                     
            TOTAL MUTUAL FUNDS (COST $15,478,032)     15,478,032  
                     
                     
            SHORT-TERM INVESTMENTS — 0.1%        
                     
            Money Market Funds — 0.1%        
      2,097,161     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(b)     2,097,161  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $2,097,161)     2,097,161  
                     
                     
            TOTAL INVESTMENTS — 99.7%
(Cost $1,299,712,782)
    1,406,674,026  
            Other Assets and Liabilities (net) — 0.3%     4,873,729  
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,411,547,755  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Swap Agreements
 
Total Return Swaps
 
                                 
                        Net Unrealized
Notional
  Expiration
          Fund
  Appreciation/
Amount   Date   Counterparty   Fund Receives   (Pays)/Receives   (Depreciation)
 
  2,204,998     USD   1/19/2012   Deutsche Bank AG   18% of notional amount   Return on Sears Holding Corp.   $ 315,704  
                                 
Premiums to (Pay) Receive
  $  
         
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
    See accompanying notes to the financial statements.   11


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited
 
Notes to Schedule of Investments:
 
ETF - Exchange-Traded Fund
REIT - Real Estate Investment Trust
SPDR - Standard and Poor’s Depositary Receipt
 
* Non-income producing security.
(a) Represents an investment to equitize cash. The SPDR S&P 500 ETF Trust is a unit investment trust that issues securities called “Trust Units” or “Units” that represent an undivided ownership interest in a portfolio of all of the common stocks of the Standard & Poor’s 500 Composite Stock Price Index®. The SPDR S&P 500 ETF Trust prospectus states that the Trust intends to provide investment results that, before expenses, generally correspond to the price and yield performance of the S&P 500 Index.
(b) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
 
Currency Abbreviations:
 
USD - United States Dollar

         
12
  See accompanying notes to the financial statements.    


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $1,284,234,750) (Note 2)
  $ 1,391,195,994  
Investments in affiliated issuers, at value (cost $15,478,032) (Notes 2 and 10)
    15,478,032  
Receivable for investments sold
    700,576  
Receivable for Fund shares sold
    16,115,890  
Dividends receivable
    4,040,184  
Receivable for open swap contracts (Note 4)
    315,704  
Receivable for expenses reimbursed by Manager (Note 5)
    33,542  
         
Total assets
    1,427,879,922  
         
         
Liabilities:
       
Payable for investments purchased
    15,688,762  
Payable for Fund shares repurchased
    6,809  
Payable to affiliate for (Note 5):
       
Management fee
    361,311  
Shareholder service fee
    87,672  
Administration fee – Class M
    185  
Trustees and Trust Officers or agents unaffiliated with the Manager
    3,872  
Payable for 12b-1 fee – Class M
    483  
Accrued expenses
    183,073  
         
Total liabilities
    16,332,167  
         
Net assets
  $ 1,411,547,755  
         

         
    See accompanying notes to the financial statements.   13


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited) — (Continued)
 
         
Net assets consist of:
       
Paid-in capital
  $ 2,040,654,021  
Accumulated undistributed net investment income
    6,109,711  
Accumulated net realized loss
    (742,492,925 )
Net unrealized appreciation
    107,276,948  
         
    $ 1,411,547,755  
         
Net assets attributable to:
       
Class III shares
  $ 274,609,009  
         
Class IV shares
  $ 58,868,973  
         
Class VI shares
  $ 1,076,941,685  
         
Class M shares
  $ 1,128,088  
         
Shares outstanding:
       
Class III
    23,493,290  
         
Class IV
    5,045,318  
         
Class VI
    92,386,872  
         
Class M
    96,573  
         
Net asset value per share:
       
Class III
  $ 11.69  
         
Class IV
  $ 11.67  
         
Class VI
  $ 11.66  
         
Class M
  $ 11.68  
         

         
14
  See accompanying notes to the financial statements.    


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 18,105,613  
Dividends from affiliated issuers (Note 10)
    5,787  
Interest
    1,030  
         
Total investment income
    18,112,430  
         
Expenses:
       
Management fee (Note 5)
    2,439,437  
Shareholder service fee – Class III (Note 5)
    257,074  
Shareholder service fee – Class IV (Note 5)
    40,162  
Shareholder service fee – Class VI (Note 5)
    316,132  
12b-1 fee – Class M (Note 5)
    1,464  
Administration fee – Class M (Note 5)
    1,171  
Custodian, fund accounting agent and transfer agent fees
    127,236  
Audit and tax fees
    29,992  
Legal fees
    28,612  
Registration fees
    16,744  
Trustees fees and related expenses (Note 5)
    14,723  
Miscellaneous
    19,990  
         
Total expenses
    3,292,737  
Fees and expenses reimbursed by Manager (Note 5)
    (216,752 )
Expense reductions (Note 2)
    (7 )
         
Net expenses
    3,075,978  
         
Net investment income (loss)
    15,036,452  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    85,298,489  
Futures contracts
    (1,399,543 )
Swap contracts
    (1,734,453 )
         
Net realized gain (loss)
    82,164,493  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (120,295,288 )
Swap contracts
    919,770  
         
Net unrealized gain (loss)
    (119,375,518 )
         
Net realized and unrealized gain (loss)
    (37,211,025 )
         
Net increase (decrease) in net assets resulting from operations
  $ (22,174,573 )
         

         
    See accompanying notes to the financial statements.   15


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 15,036,452     $ 31,620,885  
Net realized gain (loss)
    82,164,493       38,243,288  
Change in net unrealized appreciation (depreciation)
    (119,375,518 )     159,934,405  
                 
                 
Net increase (decrease) in net assets from operations
    (22,174,573 )     229,798,578  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (3,561,903 )     (7,688,037 )
Class IV
    (688,552 )     (3,460,876 )
Class VI
    (12,318,229 )     (18,917,318 )
Class M
    (10,287 )     (15,852 )
                 
Total distributions from net investment income
    (16,578,971 )     (30,082,083 )
                 
Net share transactions (Note 9):
               
Class III
    (113,771,141 )     (177,852,017 )
Class IV
    (104,098,612 )     (250,904,445 )
Class VI
    (20,115,460 )     (87,292,204 )
Class M
    (36,630 )     (235,395 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (238,021,843 )     (516,284,061 )
                 
                 
Total increase (decrease) in net assets
    (276,775,387 )     (316,567,566 )
                 
Net assets:
               
Beginning of period
    1,688,323,142       2,004,890,708  
                 
End of period (including accumulated undistributed net investment income of $6,109,711 and $7,652,230, respectively)
  $ 1,411,547,755     $ 1,688,323,142  
                 

         
16
  See accompanying notes to the financial statements.    


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 12.00     $ 10.57     $ 7.65     $ 12.05     $ 14.77     $ 14.50  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.11       0.18       0.17       0.18       0.22       0.22  
Net realized and unrealized gain (loss)
    (0.30 )     1.43       2.93       (4.40 )     (1.10 )     0.64  
                                                 
                                                 
Total from investment operations
    (0.19 )     1.61       3.10       (4.22 )     (0.88 )     0.86  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.12 )     (0.18 )     (0.18 )     (0.18 )     (0.25 )     (0.22 )
From net realized gains
                            (1.59 )     (0.37 )
                                                 
                                                 
Total distributions
    (0.12 )     (0.18 )     (0.18 )     (0.18 )     (1.84 )     (0.59 )
                                                 
                                                 
Net asset value, end of period
  $ 11.69     $ 12.00     $ 10.57     $ 7.65     $ 12.05     $ 14.77  
                                                 
                                                 
Total Return(a)
    (1.60 )%**     15.42 %     40.85 %     (35.39 )%     (7.33 )%     5.97 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 274,609     $ 393,523     $ 519,309     $ 509,120     $ 1,131,800     $ 1,789,872  
Net expenses to average daily net assets
    0.46 %(b) (c)*     0.46 %(b) (c)     0.46 %(b)     0.46 %(b)     0.46 %(b)     0.46 %
Net investment income (loss) to average daily net assets
    1.81 %*     1.68 %     1.73 %     1.70 %     1.55 %     1.51 %
Portfolio turnover rate
    32 %**     96 %     52 %     62 %     71 %     78 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.03 %     0.03 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   17


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class IV share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 11.98     $ 10.55     $ 7.63     $ 12.02     $ 14.75     $ 14.48  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.11       0.18       0.17       0.19       0.22       0.22  
Net realized and unrealized gain (loss)
    (0.30 )     1.43       2.93       (4.39 )     (1.10 )     0.65  
                                                 
                                                 
Total from investment operations
    (0.19 )     1.61       3.10       (4.20 )     (0.88 )     0.87  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.12 )     (0.18 )     (0.18 )     (0.19 )     (0.26 )     (0.23 )
From net realized gains
                            (1.59 )     (0.37 )
                                                 
                                                 
Total distributions
    (0.12 )     (0.18 )     (0.18 )     (0.19 )     (1.85 )     (0.60 )
                                                 
                                                 
Net asset value, end of period
  $ 11.67     $ 11.98     $ 10.55     $ 7.63     $ 12.02     $ 14.75  
                                                 
                                                 
Total Return(a)
    (1.60 )%**     15.47 %     41.04 %     (35.36 )%     (7.36 )%     6.05 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 58,869     $ 163,627     $ 415,267     $ 286,333     $ 478,084     $ 602,048  
Net expenses to average daily net assets
    0.41 %(b) (c)*     0.41 %(b) (c)     0.41 %(b)     0.41 %(b)     0.41 %(b)     0.41 %
Net investment income (loss) to average daily net assets
    1.89 %*     1.68 %     1.76 %     1.78 %     1.57 %     1.55 %
Portfolio turnover rate
    32 %**     96 %     52 %     62 %     71 %     78 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.03 %     0.03 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
18
  See accompanying notes to the financial statements.    


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class VI share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 11.97     $ 10.54     $ 7.63     $ 12.02     $ 14.75     $ 14.47  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.12       0.20       0.17       0.19       0.23       0.23  
Net realized and unrealized gain (loss)
    (0.30 )     1.42       2.93       (4.38 )     (1.11 )     0.65  
                                                 
                                                 
Total from investment operations
    (0.18 )     1.62       3.10       (4.19 )     (0.88 )     0.88  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.13 )     (0.19 )     (0.19 )     (0.20 )     (0.26 )     (0.23 )
From net realized gains
                            (1.59 )     (0.37 )
                                                 
                                                 
Total distributions
    (0.13 )     (0.19 )     (0.19 )     (0.20 )     (1.85 )     (0.60 )
                                                 
                                                 
Net asset value, end of period
  $ 11.66     $ 11.97     $ 10.54     $ 7.63     $ 12.02     $ 14.75  
                                                 
                                                 
Total Return(a)
    (1.55 )%**     15.59 %     40.96 %     (35.33 )%     (7.32 )%     6.17 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,076,942     $ 1,129,978     $ 1,069,030     $ 858,170     $ 2,031,659     $ 3,671,926  
Net expenses to average daily net assets
    0.37 %(b) (c)*     0.37 %(b) (c)     0.37 %(b)     0.37 %(b)     0.37 %(b)     0.37 %
Net investment income (loss) to average daily net assets
    1.94 % *     1.80 %     1.80 %     1.78 %     1.63 %     1.61 %
Portfolio turnover rate
    32 % **     96 %     52 %     62 %     71 %     78 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 % *     0.03 %     0.03 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   19


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class M share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 12.00     $ 10.57     $ 7.65     $ 12.03     $ 14.75     $ 14.47  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.09       0.15       0.14       0.15       0.18       0.18  
Net realized and unrealized gain (loss)
    (0.30 )     1.43       2.94       (4.40 )     (1.11 )     0.64  
                                                 
                                                 
Total from investment operations
    (0.21 )     1.58       3.08       (4.25 )     (0.93 )     0.82  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.11 )     (0.15 )     (0.16 )     (0.13 )     (0.20 )     (0.17 )
From net realized gains
                            (1.59 )     (0.37 )
                                                 
                                                 
Total distributions
    (0.11 )     (0.15 )     (0.16 )     (0.13 )     (1.79 )     (0.54 )
                                                 
                                                 
Net asset value, end of period
  $ 11.68     $ 12.00     $ 10.57     $ 7.65     $ 12.03     $ 14.75  
                                                 
                                                 
Total Return(a)
    (1.82 )%**     15.08 %     40.51 %     (35.61 )%     (7.64 )%     5.73 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,128     $ 1,195     $ 1,285     $ 1,786     $ 56,422     $ 131,640  
Net expenses to average daily net assets
    0.76 %(b) (c)*     0.76 %(b) (c)     0.76 %(b)     0.76 %(b)     0.76 %(b)     0.76 %
Net investment income (loss) to average daily net assets
    1.54 %*     1.40 %     1.51 %     1.29 %     1.23 %     1.22 %
Portfolio turnover rate
    32 %**     96 %     52 %     62 %     71 %     78 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.03 %*     0.03 %     0.03 %     0.02 %     0.02 %     0.02 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions (Note 2).
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
20
  See accompanying notes to the financial statements.    


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Core Equity Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks high total return. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the S&P 500 Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
Under normal circumstances, the Fund invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) at least 80% of its assets in equity investments tied economically to the U.S. The terms “equities” and “equity investments” refer to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.

         
        21


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the period ended August 31, 2011, the Fund had four classes of shares outstanding: Class III, Class IV, Class VI, and Class M. Class M shares bear an administration fee and a 12b-1 fee while Classes III, IV and VI bear a shareholder service fee (See Note 5). The principal economic difference among the classes of shares is the type and level of fees they bear.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011 the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.

         
22
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 1,372,857,530     $     $      —     $ 1,372,857,530  
Investment Funds
    16,241,303                   16,241,303  
Mutual Funds
    15,478,032                   15,478,032  
Short-Term Investments
    2,097,161                   2,097,161  
                                 
Total Investments
    1,406,674,026                   1,406,674,026  
                                 
Derivatives*
                               
Swap Agreements
Equity Risk
          315,704             315,704  
                                 
Total
  $ 1,406,674,026     $ 315,704     $     $ 1,406,989,730  
                                 

         
        23


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
* Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.

         
24
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
         
February 28, 2017
  $ (240,726,835 )
February 28, 2018
    (511,404,531 )
         
Total
  $ (752,131,366 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,358,141,781     $ 86,879,187     $ (38,346,942 )   $ 48,532,245      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.

         
        25


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons,

         
26
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
one of which may be the Manager’s overestimation of the value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.

         
        27


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its

         
28
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.

         
        29


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a

         
30
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.

         
        31


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated

         
32
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used total return swap agreements to achieve returns comparable to holding and lending a direct equity position. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.

         
        33


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Unrealized appreciation on swap agreements
  $      —     $      —     $      —     $ 315,704     $      —     $ 315,704  
                                                 
Total
  $     $     $     $ 315,704     $     $ 315,704  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $      —     $      —     $ (1,399,543 )   $      —     $ (1,399,543 )
Swap agreements
                      (1,734,453 )           (1,734,453 )
                                                 
Total
  $     $     $     $ (3,133,996 )   $     $ (3,133,996 )
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Swap agreements
  $     $     $     $ 919,770     $     $ 919,770  
                                                 
Total
  $     $     $     $ 919,770     $     $ 919,770  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (futures contracts) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
    Futures contracts   Swap agreements
 
Average amount outstanding
  $ 814,530*     $ 4,127,559  
 
            * During the period ended August 31, 2011, the Fund did not hold futures contracts at any month-end, therefore, the average amount outstanding was calculated using daily outstanding absolute values.

         
34
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.10% for Class IV shares and 0.055% for Class VI shares.
 
Holders of Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily net assets of Class M shares. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, holders of Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily net assets of Class M shares, for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund’s average daily net assets of Class M shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.31% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means the administration fee and distribution (12b-1) fee (Class M Shares only), shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $14,723 and $5,638, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        35


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $498,312,808 and $740,862,453, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 50.46% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the Fund’s outstanding shares of the Fund.
 
As of August 31, 2011, 0.02% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 63.37% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
36
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    311,906     $ 3,716,802       1,742,656     $ 18,918,171  
Shares issued to shareholders in reinvestment of distributions
    256,102       3,125,514       607,138       6,494,451  
Shares repurchased
    (9,859,910 )     (120,613,457 )     (18,693,019 )     (203,264,639 )
                                 
Net increase (decrease)
    (9,291,902 )   $ (113,771,141 )     (16,343,225 )   $ (177,852,017 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class IV:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $           $  
Shares issued to shareholders in reinvestment of distributions
    56,423       688,552       294,993       3,208,274  
Shares repurchased
    (8,667,259 )     (104,787,164 )     (26,016,665 )     (254,112,719 )
                                 
Net increase (decrease)
    (8,610,836 )   $ (104,098,612 )     (25,721,672 )   $ (250,904,445 )
                                 
                                 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class VI:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    16,244,625     $ 194,011,654       19,230,775     $ 200,810,712  
Shares issued to shareholders in reinvestment of distributions
    1,008,862       12,318,229       1,768,755       18,917,318  
Shares repurchased
    (19,251,356 )     (226,445,343 )     (28,000,574 )     (307,020,234 )
                                 
Net increase (decrease)
    (1,997,869 )   $ (20,115,460 )     (7,001,044 )   $ (87,292,204 )
                                 
                                 
                                 

         
        37


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class M:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $           $  
Shares issued to shareholders in reinvestment of distributions
    842       10,287       1,484       15,851  
Shares repurchased
    (3,846 )     (46,917 )     (23,519 )     (251,246 )
                                 
Net increase (decrease)
    (3,004 )   $ (36,630 )     (22,035 )   $ (235,395 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 23,221,000     $ 133,797,000     $ 141,539,968     $ 5,787     $     $ 15,478,032  
                                                 
Totals
  $ 23,221,000     $ 133,797,000     $ 141,539,968     $ 5,787     $     $ 15,478,032  
                                                 

         
38
       


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        39


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
40
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        41


 

GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
42
       


 

 
GMO U.S. Core Equity Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.46 %   $ 1,000.00     $ 984.00     $ 2.29  
2) Hypothetical
    0.46 %   $ 1,000.00     $ 1,022.82     $ 2.34  
                                 
Class IV
                               
                                 
1) Actual
    0.41 %   $ 1,000.00     $ 984.00     $ 2.04  
2) Hypothetical
    0.41 %   $ 1,000.00     $ 1,023.08     $ 2.08  
                                 
Class VI
                               
                                 
1) Actual
    0.37 %   $ 1,000.00     $ 984.50     $ 1.85  
2) Hypothetical
    0.37 %   $ 1,000.00     $ 1,023.28     $ 1.88  
                                 
Class M
                               
                                 
1) Actual
    0.76 %   $ 1,000.00     $ 981.80     $ 3.79  
2) Hypothetical
    0.76 %   $ 1,000.00     $ 1,021.32     $ 3.86  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        43


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    96.1 %
Short-Term Investments
    2.7  
Investment Funds
    0.6  
Swap Agreements
    0.0 Ù
Futures Contracts
    0.0 Ù
Rights/Warrants
    0.0 Ù
Other
    0.6  
         
      100.0 %
         
 
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
Ù Rounds to 0.0%.

         
        1


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
      1,543,028     GMO Quality Fund, Class VI     32,357,289  
      2,674,449     GMO U.S. Core Equity Fund, Class VI     31,184,075  
      64,777     GMO U.S. Small/Mid Cap Growth Fund, Class III     779,261  
      87,739     GMO U.S. Small/Mid Cap Value Fund, Class III     682,613  
                     
                     
            TOTAL MUTUAL FUNDS (COST $52,556,993)     65,003,238  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      28,613     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     28,613  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $28,613)     28,613  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $52,585,606)
    65,031,851  
            Other Assets and Liabilities (net) — (0.0%)     (30,376 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 65,001,475  
                     

         
2
  See accompanying notes to the financial statements.    


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $28,613) (Note 2)
  $ 28,613  
Investments in affiliated issuers, at value (cost $52,556,993) (Notes 2 and 10)
    65,003,238  
Receivable for expenses reimbursed by Manager (Note 5)
    6,776  
         
Total assets
    65,038,627  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    55  
Accrued expenses
    37,097  
         
Total liabilities
    37,152  
         
Net assets
  $ 65,001,475  
         
Net assets consist of:
       
Paid-in capital
  $ 67,836,064  
Accumulated undistributed net investment income
    249,074  
Accumulated net realized loss
    (15,529,908 )
Net unrealized appreciation
    12,446,245  
         
    $ 65,001,475  
         
Net assets attributable to:
       
Class III shares
  $ 65,001,475  
         
Shares outstanding:
       
Class III
    2,585,227  
         
Net asset value per share:
       
Class III
  $ 25.14  
         

         
    See accompanying notes to the financial statements.   3


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 891,158  
Interest
    2  
         
Total investment income
    891,160  
         
Expenses:
       
Audit and tax fees
    16,192  
Custodian, fund accounting agent and transfer agent fees
    7,360  
Registration fees
    2,944  
Legal fees
    1,656  
Trustees fees and related expenses (Note 5)
    678  
Miscellaneous
    5,733  
         
Total expenses
    34,563  
Fees and expenses reimbursed by Manager (Note 5)
    (33,488 )
Expense reductions (Note 2)
    (1 )
         
Net expenses
    1,074  
         
Net investment income (loss)
    890,086  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    1,810,534  
Realized gains distributions from affiliated issuers (Note 10)
    253,457  
         
Net realized gain (loss)
    2,063,991  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (2,095,124 )
         
Net realized and unrealized gain (loss)
    (31,133 )
         
Net increase (decrease) in net assets resulting from operations
  $ 858,953  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 890,086     $ 2,161,519  
Net realized gain (loss)
    2,063,991       (8,686,789 )
Change in net unrealized appreciation (depreciation)
    (2,095,124 )     22,834,512  
                 
                 
Net increase (decrease) in net assets from operations
    858,953       16,309,242  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (1,400,089 )     (2,513,176 )
                 
Net share transactions (Note 9):
               
Class III
    (30,380,535 )     (46,437,467 )
                 
Total increase (decrease) in net assets
    (30,921,671 )     (32,641,401 )
                 
Net assets:
               
Beginning of period
    95,923,146       128,564,547  
                 
End of period (including accumulated undistributed net investment income of $249,074 and $759,077, respectively)
  $ 65,001,475     $ 95,923,146  
                 

         
    See accompanying notes to the financial statements.   5


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011(a)   2010(a)   2009(a)   2008(a)   2007(a)
 
Net asset value, beginning of period
  $ 25.51     $ 22.80     $ 16.55     $ 25.55     $ 31.90     $ 32.80  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(b)†
    0.27       0.43       0.40       0.45       0.55       0.50  
Net realized and unrealized gain (loss)
    (0.26 )     2.73       6.05       (8.50 )     (2.10 )     1.40  
                                                 
                                                 
Total from investment operations
    0.01       3.16       6.45       (8.05 )     (1.55 )     1.90  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.38 )     (0.45 )     (0.20 )     (0.40 )     (1.60 )     (0.75 )
From net realized gains
                      (0.55 )     (3.20 )     (2.05 )
                                                 
                                                 
Total distributions
    (0.38 )     (0.45 )     (0.20 )     (0.95 )     (4.80 )     (2.80 )
                                                 
                                                 
Net asset value, end of period
  $ 25.14     $ 25.51     $ 22.80     $ 16.55     $ 25.55     $ 31.90  
                                                 
                                                 
Total Return(c)
    (0.01 )%**     14.13 %     38.94 %     (32.42 )%     (6.43 )%     6.48 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 65,001     $ 95,923     $ 128,565     $ 69,415     $ 95,067     $ 149,312  
Net expenses to average daily net assets(d)
    0.00 %(f)*     0.00 %(e)(f)     0.00 %(e)(f)     0.00 %(e)(f)     0.00 %(e)(f)     0.04 %
Net investment income (loss) to average daily net assets(b)
    2.05 %*     1.86 %     1.99 %     1.94 %     1.78 %     1.63 %
Portfolio turnover rate
    4 %**     7 %     2 %     39 %     26 %     35 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.08 %*     0.06 %     0.05 %     0.06 %     0.04 %     0.18 %
Purchase premiums and redemption fees consisted of the following per share amounts: (Note 2)
              $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)   $ 0.00 (g)
 
(a) Per share amounts were adjusted to reflect a 1:5 reverse stock split effective November 15, 2010.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Net expenses to average daily net assets were less than 0.01%.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
6
  See accompanying notes to the financial statements.    


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Equity Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the Russell 3000 Index. The Fund is a fund of funds and invests primarily in shares of the GMO U.S. Equity Funds. The Fund also may invest in shares of GMO Flexible Equities Fund (together with the GMO U.S. Equity Funds, the “underlying funds”). In addition, the Fund may hold securities directly. The Fund primarily seeks exposure to U.S. equity investments (which may include both growth and value style equities and equities of any market capitalization). The Fund also may have exposure to foreign equity investments. Under normal circumstances, the Fund invests (including through investment in the underlying funds) at least 80% of its assets in equity investments tied economically to the U.S. The term “equity investments” refers to direct and indirect (e.g., through the underlying funds) investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among major sectors in the U.S. equity market (large-cap value, large-cap growth, large-cap core, small- and mid-cap value, small- and mid-cap growth and real estate/REIT) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in

         
        7


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or through investments in the underlying funds, that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      7.0 %
           
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation”

         
8
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 65,003,238     $      —     $      —     $ 65,003,238  
Short-Term Investments
    28,613                   28,613  
                                 
Total Investments
    65,031,851                   65,031,851  
                                 
Total
  $ 65,031,851     $     $     $ 65,031,851  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.

         
        9


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $6,771,334.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to

         
10
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 29, 2012
  $ (136,192 )
February 28, 2017
    (4,328,424 )
February 28, 2018
    (176,824 )
February 28, 2019
    (1,290,769 )
         
Total
  $ (5,932,209 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 54,336,347     $ 10,696,910     $ (1,406 )   $ 10,695,504      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.

         
        11


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. The Fund and some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund or an underlying fund may affect the Fund’s or the underlying fund’s performance more than if the Fund or the underlying fund were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an

         
12
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding

         
        13


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Leveraging Risk — The use of derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.

         
14
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $677 and $397, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        15


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.323%
    0.057%     0.380%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $3,019,615 and $33,654,446, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 83.91% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, less than 0.01% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
16
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares*   Amount
 
Shares sold
    77,734     $ 2,003,967       254,234     $ 5,528,576  
Shares issued to shareholders in
reinvestment of distributions
    36,972       954,607       83,316       1,906,115  
Shares repurchased
    (1,289,985 )     (33,339,109 )     (2,211,666 )     (53,872,158 )
                                 
Net increase (decrease)
    (1,175,279 )   $ (30,380,535 )     (1,874,116 )   $ (46,437,467 )
                                 
 
            * Shares were adjusted to reflect a 1:5 reverse stock split effective November 15, 2010.
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO Quality Fund, Class VI
  $ 46,703,245     $ 1,392,846     $ 16,277,376     $ 442,845     $     $ 32,357,289  
GMO U.S. Core Equity Fund, Class VI
    46,968,900       1,367,500       16,613,249       442,500             31,184,075  
GMO U.S. Small/Mid Cap Growth Fund, Class III
    1,194,609       254,097       411,569       640       253,457       779,261  
GMO U.S. Small/Mid Cap Value Fund, Class III
    1,055,906       5,172       352,252       5,173             682,613  
                                                 
Totals
  $ 95,922,660     $ 3,019,615     $ 33,654,446     $ 891,158     $ 253,457     $ 65,003,238  
                                                 

         
        17


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
18
       


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the

         
        19


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
20
       


 

GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        21


 

 
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.38 %   $ 1,000.00     $ 999.90     $ 1.91  
2) Hypothetical
    0.38 %   $ 1,000.00     $ 1,023.23     $ 1.93  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
22
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Growth Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    98.4 %
Mutual Funds
    2.6  
Short-Term Investments
    0.6  
Other
    (1.6 )
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Software & Services
    17.7 %
Technology Hardware & Equipment
    16.8  
Food, Beverage & Tobacco
    13.9  
Household & Personal Products
    7.5  
Energy
    6.6  
Retailing
    6.2  
Pharmaceuticals, Biotechnology & Life Sciences
    5.7  
Food & Staples Retailing
    5.1  
Capital Goods
    4.3  
Consumer Services
    4.2  
Health Care Equipment & Services
    3.2  
Semiconductors & Semiconductor Equipment
    2.1  
Media
    1.7  
Consumer Durables & Apparel
    1.4  
Telecommunication Services
    1.2  
Materials
    0.9  
Transportation
    0.7  
Automobiles & Components
    0.4  
Insurance
    0.2  
Diversified Financials
    0.2  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
        1


 

GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 98.4%        
                     
            Automobiles & Components — 0.4%        
      300     Johnson Controls, Inc.      9,564  
                     
                     
            Capital Goods — 4.2%        
      486     3M Co.      40,328  
      200     Emerson Electric Co.      9,310  
      62     Goodrich Corp.      5,529  
      100     Owens Corning, Inc. *     2,906  
      136     TransDigm Group, Inc. *     12,493  
      450     United Technologies Corp.      33,413  
                     
            Total Capital Goods     103,979  
                     
                     
            Consumer Durables & Apparel — 1.4%        
      236     Nike, Inc.-Class B     20,449  
      100     Ralph Lauren Corp.      13,711  
                     
            Total Consumer Durables & Apparel     34,160  
                     
                     
            Consumer Services — 4.1%        
      260     Apollo Group, Inc.-Class A *     12,175  
      200     H&R Block, Inc.      3,024  
      72     Las Vegas Sands Corp. *     3,353  
      666     McDonald’s Corp.      60,246  
      419     Yum! Brands, Inc.      22,781  
                     
            Total Consumer Services     101,579  
                     
                     
            Diversified Financials — 0.2%        
      5     BlackRock, Inc.      824  
      299     TD Ameritrade Holding Corp.      4,598  
                     
            Total Diversified Financials     5,422  
                     
                     
            Energy — 6.5%        
      200     Chevron Corp.      19,782  
      1,544     Exxon Mobil Corp.      114,318  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Energy — continued        
      305     Range Resources Corp.      19,752  
      100     Schlumberger Ltd.      7,812  
                     
            Total Energy     161,664  
                     
                     
            Food & Staples Retailing — 5.1%        
      219     Costco Wholesale Corp.      17,200  
      165     CVS Caremark Corp.      5,925  
      362     Kroger Co. (The)     8,529  
      648     Sysco Corp.      18,099  
      578     Walgreen Co.      20,351  
      1,037     Wal-Mart Stores, Inc.      55,179  
                     
            Total Food & Staples Retailing     125,283  
                     
                     
            Food, Beverage & Tobacco — 13.7%        
      579     Altria Group, Inc.      15,743  
      157     Brown-Forman Corp.-Class B     11,265  
      330     Campbell Soup Co.      10,517  
      1,065     Coca-Cola Co. (The)     75,029  
      200     ConAgra Foods, Inc.      4,884  
      549     Flowers Foods, Inc.      10,459  
      576     General Mills, Inc.      21,836  
      219     Hansen Natural Corp. *     18,685  
      304     Hershey Co. (The)     17,830  
      272     HJ Heinz Co.      14,318  
      345     Kellogg Co.      18,740  
      361     McCormick & Co., Inc. (Non Voting)     17,252  
      19     Mead Johnson Nutrition Co.      1,354  
      698     PepsiCo, Inc.      44,972  
      813     Philip Morris International, Inc.      56,357  
                     
            Total Food, Beverage & Tobacco     339,241  
                     
                     
            Health Care Equipment & Services — 3.2%        
      38     Baxter International, Inc.      2,127  
      189     DaVita, Inc. *     13,907  

         
    See accompanying notes to the financial statements.   3


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      354     Express Scripts, Inc. *     16,617  
      236     Health Management Associates, Inc.-Class A *     1,940  
      155     Lincare Holdings, Inc.      3,337  
      100     McKesson Corp.      7,993  
      100     Medco Health Solutions, Inc. *     5,414  
      563     Medtronic, Inc.      19,744  
      100     St Jude Medical, Inc.      4,554  
      100     Thoratec Corp. *     3,426  
                     
            Total Health Care Equipment & Services     79,059  
                     
                     
            Household & Personal Products — 7.3%        
      540     Avon Products, Inc.      12,182  
      324     Church & Dwight Co., Inc.      14,107  
      314     Clorox Co.      21,886  
      344     Colgate-Palmolive Co.      30,950  
      383     Estee Lauder Cos. (The), Inc.-Class A     37,404  
      232     Herbalife Ltd.      12,945  
      319     Kimberly-Clark Corp.      22,062  
      475     Procter & Gamble Co. (The)     30,248  
                     
            Total Household & Personal Products     181,784  
                     
                     
            Insurance — 0.2%        
      200     Marsh & McLennan Cos., Inc.      5,944  
                     
                     
            Materials — 0.9%        
      100     International Flavors & Fragrances, Inc.      5,802  
      100     Monsanto Co.      6,893  
      116     Sherwin-Williams Co. (The)     8,786  
                     
            Total Materials     21,481  
                     
                     
            Media — 1.6%        
      439     DirectTV-Class A *     19,303  
      200     Discovery Communications, Inc. *     8,456  
      200     News Corp.-Class A     3,454  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Media — continued        
      100     Scripps Networks Interactive Inc-Class A     4,285  
      100     Viacom, Inc.-Class B     4,824  
                     
            Total Media     40,322  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 5.6%        
      1,008     Abbott Laboratories     52,930  
      443     Eli Lilly & Co.      16,617  
      295     Gilead Sciences, Inc. *     11,766  
      99     Illumina, Inc. *     5,158  
      751     Johnson & Johnson     49,416  
      100     Life Technologies Corp. *     4,200  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     140,087  
                     
                     
            Retailing — 6.1%        
      189     Amazon.com, Inc. *     40,690  
      42     Dick’s Sporting Goods, Inc. *     1,475  
      520     Dollar General Corp. *     19,032  
      217     Dollar Tree, Inc. *     15,498  
      89     Family Dollar Stores, Inc.      4,752  
      331     Home Depot, Inc.      11,049  
      100     Lowe’s Cos., Inc.      1,993  
      116     Netflix, Inc. *     27,261  
      100     O’Reilly Automotive, Inc. *     6,488  
      26     Priceline.com, Inc. *     13,969  
      94     Target Corp.      4,857  
      200     Urban Outfitters, Inc. *     5,235  
                     
            Total Retailing     152,299  
                     
                     
            Semiconductors & Semiconductor Equipment — 2.1%        
      100     Broadcom Corp.-Class A *     3,565  
      1,428     Intel Corp.      28,745  
      772     Marvell Technology Group Ltd *     10,152  

         
    See accompanying notes to the financial statements.   5


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Semiconductors & Semiconductor Equipment — continued        
      100     Skyworks Solutions, Inc. *     2,063  
      247     Texas Instruments, Inc.      6,474  
                     
            Total Semiconductors & Semiconductor Equipment     50,999  
                     
                     
            Software & Services — 17.4%        
      200     Accenture Plc.-Class A     10,718  
      100     Amdocs Ltd. *     2,747  
      119     Autodesk, Inc. *     3,356  
      220     Citrix Systems, Inc. *     13,295  
      200     Cognizant Technology Solutions Corp.-Class A *     12,690  
      326     eBay, Inc. *     10,064  
      120     Equinix, Inc. *     11,285  
      300     Genpact Ltd. *     4,971  
      136     Google, Inc.-Class A *     73,570  
      100     Informatica Corp. *     4,178  
      519     International Business Machines Corp.      89,221  
      41     MasterCard, Inc.-Class A     13,518  
      3,511     Microsoft Corp.      93,393  
      2,185     Oracle Corp.      61,333  
      305     Visa, Inc.-Class A     26,803  
                     
            Total Software & Services     431,142  
                     
                     
            Technology Hardware & Equipment — 16.5%        
      585     Apple, Inc. *     225,126  
      2,661     Cisco Systems, Inc.      41,724  
      77     Corning, Inc.      1,157  
      1,316     EMC Corp. *     29,729  
      1,160     Hewlett-Packard Co.      30,195  
      31     Itron, Inc. *     1,234  
      300     NetApp, Inc. *     11,286  
      1,350     Qualcomm, Inc.      69,471  
                     
            Total Technology Hardware & Equipment     409,922  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Telecommunication Services — 1.2%        
      226     American Tower Corp.-Class A *     12,172  
      383     Crown Castle International Corp. *     16,634  
      300     Level 3 Communications, Inc. *     540  
                     
            Total Telecommunication Services     29,346  
                     
                     
            Transportation — 0.7%        
      241     United Parcel Service, Inc.-Class B     16,241  
                     
                     
            TOTAL COMMON STOCKS (COST $2,200,636)     2,439,518  
                     
                     
            MUTUAL FUNDS — 2.6%        
                     
            Affiliated Issuers — 2.6%        
      2,600     GMO U.S. Treasury Fund     65,023  
                     
                     
            TOTAL MUTUAL FUNDS (COST $65,023)     65,023  
                     
                     
            SHORT-TERM INVESTMENTS — 0.6%        
                     
            Money Market Funds — 0.6%        
      14,526     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(a)     14,526  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $14,526)     14,526  
                     
                     
            TOTAL INVESTMENTS — 101.6%
(Cost $2,280,185)
    2,519,067  
            Other Assets and Liabilities (net) — (1.6%)     (38,878 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 2,480,189  
                     
 
Notes to Schedule of Investments:
 
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   7


 

GMO U.S. Growth Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $2,215,162) (Note 2)
  $ 2,454,044  
Investments in affiliated issuers, at value (cost $65,023) (Notes 2 and 10)
    65,023  
Dividends receivable
    5,913  
Receivable for expenses reimbursed by Manager (Note 5)
    10,173  
         
Total assets
    2,535,153  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    634  
Shareholder service fee
    241  
Administration fee – Class M
    87  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Payable for 12b-1 fee – Class M
    229  
Accrued expenses
    53,753  
         
Total liabilities
    54,964  
         
Net assets
  $ 2,480,189  
         
Net assets consist of:
       
Paid-in capital
  $ 2,791,791  
Accumulated undistributed net investment income
    5,953  
Accumulated net realized loss
    (556,437 )
Net unrealized appreciation
    238,882  
         
    $ 2,480,189  
         
Net assets attributable to:
       
Class III shares
  $ 1,949,770  
         
Class M shares
  $ 530,419  
         
Shares outstanding:
       
Class III
    108,381  
         
Class M
    29,550  
         
Net asset value per share:
       
Class III
  $ 17.99  
         
Class M
  $ 17.95  
         

         
8
  See accompanying notes to the financial statements.    


 

GMO U.S. Growth Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 21,583  
Dividends from affiliated issuers (Note 10)
    28  
         
Total investment income
    21,611  
         
Expenses:
       
Management fee (Note 5)
    3,915  
Shareholder service fee – Class III (Note 5)
    1,475  
12b-1 fee – Class M (Note 5)
    698  
Administration fee – Class M (Note 5)
    558  
Audit and tax fees
    28,888  
Registration fees
    12,696  
Custodian, fund accounting agent and transfer agent fees
    8,832  
Trustees fees and related expenses (Note 5)
    21  
Miscellaneous
    5,438  
         
Total expenses
    62,521  
Fees and expenses reimbursed by Manager (Note 5)
    (55,844 )
         
Net expenses
    6,677  
         
Net investment income (loss)
    14,934  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    128,299  
Investments in affiliated issuers
    24  
Realized gains distributions from affiliated issuers (Note 10)
    4  
Futures contracts
    (2,267 )
         
Net realized gain (loss)
    126,060  
         
Change in net unrealized appreciation (depreciation) on investments
    (71,804 )
         
Net realized and unrealized gain (loss)
    54,256  
         
Net increase (decrease) in net assets resulting from operations
  $ 69,190  
         

         
    See accompanying notes to the financial statements.   9


 

GMO U.S. Growth Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 14,934     $ 87,133  
Net realized gain (loss)
    126,060       6,249,056  
Change in net unrealized appreciation (depreciation)
    (71,804 )     (3,041,663 )
                 
                 
Net increase (decrease) in net assets from operations
    69,190       3,294,526  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (10,715 )     (163,264 )
Class M
    (2,204 )     (4,666 )
                 
Total distributions from net investment income
    (12,919 )     (167,930 )
                 
Net share transactions (Note 9):
               
Class III
    (1,852 )     (41,634,045 )
Class M
    (69,635 )     (119,482 )
                 
Increase (decrease) in net assets resulting from net share transactions
    (71,487 )     (41,753,527 )
                 
Total increase (decrease) in net assets
    (15,216 )     (38,626,931 )
                 
Net assets:
               
Beginning of period
    2,495,405       41,122,336  
                 
End of period (including accumulated undistributed net investment income of $5,953 and $3,938, respectively)
  $ 2,480,189     $ 2,495,405  
                 

         
10
  See accompanying notes to the financial statements.    


 

GMO U.S. Growth Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 17.59     $ 14.61     $ 10.47     $ 15.82     $ 17.24     $ 18.17  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.11       0.16       0.21       0.18       0.17       0.15  
Net realized and unrealized gain (loss)
    0.39       3.00       4.15       (5.32 )     (1.06 )     0.07  
                                                 
                                                 
Total from investment operations
    0.50       3.16       4.36       (5.14 )     (0.89 )     0.22  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.10 )     (0.18 )     (0.22 )     (0.21 )     (0.17 )     (0.15 )
From net realized gains
                            (0.36 )     (1.00 )
                                                 
                                                 
Total distributions
    (0.10 )     (0.18 )     (0.22 )     (0.21 )     (0.53 )     (1.15 )
                                                 
                                                 
Net asset value, end of period
  $ 17.99     $ 17.59     $ 14.61     $ 10.47     $ 15.82     $ 17.24  
                                                 
                                                 
Total Return(a)
    2.83 %**(b)     21.76 %(c)     41.94 %     (32.84 )%     (5.49 )%     1.24 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,950     $ 1,908     $ 40,521     $ 34,758     $ 129,666     $ 224,554  
Net expenses to average daily net assets
    0.46 %(d)*     0.46 %(d) (e)     0.46 %     0.46 %(e)     0.46 %(e)     0.46 %
Net investment income (loss) to average daily net assets
    1.25 %*     1.09 %     1.60 %     1.19 %     0.94 %     0.85 %
Portfolio turnover rate
    20 %**     61 %     118 %     70 %     97 %     111 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    4.42 %*     1.40 %     0.33 %     0.19 %     0.07 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) Litigation proceeds received during the period ended had a positive impact on total return adding 3.39%.
(c) Litigation proceeds received during the fiscal year had a positive impact on total return 3.84%.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   11


 

GMO U.S. Growth Fund
(A Series of GMO Trust)

Financial Highlights — (Continued)
(For a Class M share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 17.55     $ 14.58     $ 10.45     $ 15.76     $ 17.16     $ 18.10  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.09       0.15       0.17       0.13       0.11       0.10  
Net realized and unrealized gain (loss)
    0.38       2.95       4.14       (5.30 )     (1.05 )     0.06  
                                                 
                                                 
Total from investment operations
    0.47       3.10       4.31       (5.17 )     (0.94 )     0.16  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.07 )     (0.13 )     (0.18 )     (0.14 )     (0.10 )     (0.10 )
From net realized gains
                            (0.36 )     (1.00 )
                                                 
                                                 
Total distributions
    (0.07 )     (0.13 )     (0.18 )     (0.14 )     (0.46 )     (1.10 )
                                                 
                                                 
Net asset value, end of period
  $ 17.95     $ 17.55     $ 14.58     $ 10.45     $ 15.76     $ 17.16  
                                                 
                                                 
Total Return(a)
    2.68 %(b)**     21.36 %(c)     41.50 %     (33.01 )%     (5.79 )%     0.91 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 530     $ 587     $ 601     $ 525     $ 68,732     $ 85,714  
Net expenses to average daily net assets
    0.76 %(d)*     0.76 %(d)(e)     0.76 %     0.76 %(e)     0.76 %(e)     0.76 %
Net investment income (loss) to average daily net assets
    0.95 %*     1.00 %     1.31 %     0.80 %     0.64 %     0.56 %
Portfolio turnover rate
    20 %**     61 %     118 %     70 %     97 %     111 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    4.43 %*     5.15 %     0.34 %     0.10 %     0.07 %     0.05 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) Litigation proceeds received during the period ended had a positive impact on total return adding 3.39%.
(c) Litigation proceeds received during the fiscal year had a positive impact on total return 3.84%.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
12
  See accompanying notes to the financial statements.    


 

GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Growth Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks long-term capital growth. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the Russell 1000 Growth Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to the U.S. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.

         
        13


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
Throughout the year ended August 31, 2011, the Fund had two classes of shares outstanding: Class III and Class M. Class M shares bear an administration fee and a 12b-1 fee, while Class III shares bear a shareholder service fee (See Note 5). The principal economic difference between the classes of shares is the type and level of fees they bear.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.

         
14
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 2,439,518     $      —     $      —     $ 2,439,518  
Mutual Funds
    65,023                   65,023  
Short-Term Investments
    14,526                   14,526  
                                 
Total Investments
    2,519,067                   2,519,067  
                                 
Total
  $ 2,519,067     $     $     $ 2,519,067  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.

         
        15


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $1,416.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. As of February 28, 2011, the capital loss carryforwards disclosed below were permanently reduced by $18,702,667 due to share ownership activity. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any,

         
16
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2017
  $ (557,487 )
February 28, 2018
    (91,367 )
         
Total
  $ (648,854 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 2,306,137     $ 304,191     $ (91,261 )   $ 212,930      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security

         
        17


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. Investment income, common expenses and realized and unrealized gains and losses are allocated among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class’s operations. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. The Fund may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.

         
18
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.

         
        19


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.

         
20
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which

         
        21


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.

         
22
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or

         
        23


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.

         
24
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011^:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Futures contracts
  $      —     $      —     $      —     $ (2,267 )   $      —     $ (2,267 )
                                                 
Total
  $     $     $     $ (2,267 )   $     $ (2,267 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.

         
        25


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The volume of derivative activity, based on absolute values (futures contracts), outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
         
    Futures contracts
 
Average amount outstanding
  $ 22,530  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
Holders of Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily net assets of Class M shares. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, holders of Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily net assets of Class M shares, for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund’s average daily net assets of Class M shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.31% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means the administration fee and distribution (12b-1) fee (Class M Shares only) shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.

         
26
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $21 and $10, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $534,844 and $508,509, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 90.89% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.39% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and none of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        27


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    297     $ 5,421       3,949     $ 66,528  
Shares issued to shareholders in reinvestment of distributions
    575       10,473       10,490       162,806  
Shares repurchased
    (978 )     (17,746 )     (2,679,550 )     (41,863,379 )
                                 
Net increase (decrease)
    (106 )   $ (1,852 )     (2,665,111 )   $ (41,634,045 )
                                 
                                 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class M:   Shares   Amount   Shares   Amount
                 
 
Shares sold
        $           $  
Shares issued to shareholders in reinvestment of distributions
    121       2,203       294       4,665  
Shares repurchased
    (4,016 )     (71,838 )     (8,092 )     (124,147 )
                                 
Net increase (decrease)
    (3,895 )   $ (69,635 )     (7,798 )   $ (119,482 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
   
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income   Gains   of period
 
GMO U.S. Treasury Fund
  $ 100,999     $ 97,000     $ 133,000     $ 28     $ 4     $ 65,023  
                                                 
Totals
  $ 100,999     $ 97,000     $ 133,000     $ 28     $ 4     $ 65,023  
                                                 

         
28
       


 

GMO U.S. Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        29


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
30
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        31


 

GMO U.S. Growth Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
32
       


 

 
GMO U.S. Growth Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
   
    Net Expense
  Account
  Account
  Net Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.46 %   $ 1,000.00     $ 1,028.30     $ 2.35  
2) Hypothetical
    0.46 %   $ 1,000.00     $ 1,022.82     $ 2.34  
                                 
Class M
                               
                                 
1) Actual
    0.76 %   $ 1,000.00     $ 1,026.80     $ 3.87  
2) Hypothetical
    0.76 %   $ 1,000.00     $ 1,021.32     $ 3.86  
                                 
 
            * Expenses are calculated using each Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        33


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    97.6 %
Mutual Funds
    2.0  
Short-Term Investments
    0.6  
Rights and Warrants
    0.0 ^
Other
    (0.2 )
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Energy
    16.7 %
Pharmaceuticals, Biotechnology & Life Sciences
    15.1  
Health Care Equipment & Services
    12.1  
Software & Services
    11.0  
Insurance
    7.4  
Technology Hardware & Equipment
    7.1  
Food, Beverage & Tobacco
    5.9  
Telecommunication Services
    5.2  
Food & Staples Retailing
    4.9  
Capital Goods
    3.8  
Diversified Financials
    3.3  
Household & Personal Products
    1.4  
Retailing
    1.4  
Utilities
    0.9  
Materials
    0.7  
Transportation
    0.6  
Consumer Services
    0.6  
Consumer Durables & Apparel
    0.4  
Media
    0.4  
Semiconductors & Semiconductor Equipment
    0.3  
Real Estate
    0.3  
Banks
    0.2  
Commercial & Professional Services
    0.2  
Automobiles & Components
    0.1  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.
Ù Rounds to 0.0%.

         
        1


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 97.6%        
                     
            Automobiles & Components — 0.1%        
      100     Autoliv, Inc.     5,582  
                     
                     
            Banks — 0.2%        
      1,100     CapitalSource, Inc.     6,985  
      200     Prosperity Bancshares, Inc.     7,570  
      100     SVB Financial Group *     4,608  
                     
            Total Banks     19,163  
                     
                     
            Capital Goods — 3.7%        
      300     3M Co.     24,894  
      200     AGCO Corp. *     8,568  
      40     Cummins, Inc.     3,717  
      180     Eaton Corp.     7,731  
      200     Fluor Corp.     12,144  
      200     General Cable Corp. *     6,030  
      2,200     General Electric Co.     35,882  
      1,300     General Dynamics Corp.     83,304  
      100     ITT Industries, Inc.     4,734  
      200     KBR, Inc.     6,010  
      300     L-3 Communications Holdings, Inc.     20,346  
      170     Lockheed Martin Corp.     12,612  
      400     Northrop Grumman Corp.     21,848  
      100     Parker Hannifin Corp.     7,343  
      40     Precision Castparts Corp.     6,554  
      300     Raytheon Co.     12,969  
      100     Roper Industries, Inc.     7,695  
      100     Timken Co. (The)     3,935  
      100     United Technologies Corp.     7,425  
      200     WESCO International, Inc. *     8,618  
                     
            Total Capital Goods     302,359  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Commercial & Professional Services — 0.2%        
      200     Pitney Bowes, Inc.     4,062  
      800     RR Donnelley & Sons Co.     12,200  
                     
            Total Commercial & Professional Services     16,262  
                     
                     
            Consumer Durables & Apparel — 0.4%        
      100     Coach, Inc.     5,622  
      70     Fossil, Inc. *     6,763  
      200     Garmin Ltd     6,706  
      400     Newell Rubbermaid, Inc.     5,536  
      100     Nike, Inc.-Class B     8,665  
                     
            Total Consumer Durables & Apparel     33,292  
                     
                     
            Consumer Services — 0.5%        
      500     McDonald’s Corp.     45,230  
                     
                     
            Diversified Financials — 3.2%        
      70     Affiliated Managers Group, Inc. *     6,101  
      4,100     Bank of America Corp.     33,497  
      120     BlackRock, Inc.     19,770  
      400     Capital One Financial Corp.     18,420  
      1,800     Citigroup, Inc.     55,890  
      1,300     Discover Financial Services     32,708  
      170     Goldman Sachs Group (The), Inc.     19,758  
      300     Invesco Ltd.     5,490  
      400     Leucadia National Corp.     11,852  
      200     Moody’s Corp.     6,166  
      900     Morgan Stanley     15,750  
      700     NASDAQ OMX Group, Inc. (The) *     16,583  
      800     SLM Corp.     10,984  
      200     Stifel Financial Corp. *     6,016  
      400     TD Ameritrade Holding Corp.     6,152  
                     
            Total Diversified Financials     265,137  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Energy — 16.3%        
      400     Anadarko Petroleum Corp.     29,500  
      100     Atwood Oceanics, Inc. *     4,209  
      500     Baker Hughes, Inc.     30,555  
      200     Bill Barrett Corp. *     9,590  
      400     Chesapeake Energy Corp.     12,956  
      3,420     Chevron Corp.     338,272  
      4,629     ConocoPhillips     315,096  
      100     Devon Energy Corp.     6,783  
      400     El Paso Corp.     7,656  
      3,600     Exxon Mobil Corp.     266,544  
      100     Helmerich & Payne, Inc.     5,702  
      170     Hess Corp.     10,088  
      750     Marathon Petroleum Corp.     27,795  
      1,800     Marathon Oil Corp.     48,456  
      200     Murphy Oil Corp.     10,716  
      200     Nabors Industries Ltd. *     3,688  
      1,200     National Oilwell Varco, Inc.     79,344  
      200     Oceaneering International, Inc.     8,538  
      100     Oil States International, Inc. *     6,608  
      400     Patterson-UTI Energy, Inc.     9,776  
      100     Peabody Energy Corp.     4,880  
      200     Plains Exploration & Production Co. *     5,882  
      200     Rowan Cos, Inc. *     7,214  
      80     Schlumberger Ltd.     6,250  
      500     Sunoco, Inc.     19,070  
      100     Tidewater, Inc.     5,360  
      1,500     Valero Energy Corp.     34,080  
      300     Weatherford International Ltd. *     5,139  
      600     Williams Cos., Inc.     16,194  
      200     World Fuel Services Corp.     7,428  
                     
            Total Energy     1,343,369  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Food & Staples Retailing — 4.8%        
      100     BJ’s Wholesale Club, Inc. *     5,082  
      1,200     CVS Caremark Corp.     43,092  
      1,500     Kroger Co. (The)     35,340  
      500     Safeway, Inc.     9,165  
      2,700     Walgreen Co.     95,067  
      3,900     Wal–Mart Stores, Inc.     207,519  
                     
            Total Food & Staples Retailing     395,265  
                     
                     
            Food, Beverage & Tobacco — 5.8%        
      1,600     Altria Group, Inc.     43,504  
      200     Archer-Daniels-Midland Co.     5,696  
      100     Bunge Ltd.     6,471  
      2,700     Coca-Cola Co. (The)     190,215  
      600     Dean Foods Co. *     5,184  
      200     General Mills, Inc.     7,582  
      200     Hansen Natural Corp. *     17,064  
      407     Kraft Foods, Inc.-Class A     14,253  
      80     Lorillard, Inc.     8,914  
      1,097     PepsiCo, Inc.     70,680  
      1,500     Philip Morris International, Inc.     103,980  
      224     Tyson Foods, Inc.-Class A     3,913  
                     
            Total Food, Beverage & Tobacco     477,456  
                     
                     
            Health Care Equipment & Services — 11.8%        
      1,500     Aetna, Inc.     60,045  
      100     AMERIGROUP Corp. *     4,947  
      600     AmerisourceBergen Corp.     23,748  
      100     Baxter International, Inc.     5,598  
      2,000     Boston Scientific Corp. *     13,560  
      1,400     Cardinal Health, Inc.     59,500  
      600     Cigna Corp.     28,044  
      600     Coventry Health Care, Inc. *     19,728  
      280     Express Scripts, Inc. *     13,143  
      400     Health Net, Inc. *     9,876  

         
    See accompanying notes to the financial statements.   5


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      900     Humana, Inc.     69,876  
      300     Kinetic Concepts, Inc. *     20,262  
      800     McKesson Corp.     63,944  
      2,200     Medtronic, Inc.     77,154  
      100     Omnicare, Inc.     2,971  
      200     Quest Diagnostics, Inc.     10,014  
      200     Stryker Corp.     9,768  
      6,667     UnitedHealth Group, Inc.     316,816  
      1,800     WellPoint, Inc.     113,940  
      800     Zimmer Holdings, Inc. *     45,512  
                     
            Total Health Care Equipment & Services     968,446  
                     
                     
            Household & Personal Products — 1.4%        
      300     Colgate–Palmolive Co.     26,991  
      100     Energizer Holdings, Inc. *     7,548  
      100     Herbalife Ltd.     5,580  
      1,200     Procter & Gamble Co. (The)     76,416  
                     
            Total Household & Personal Products     116,535  
                     
                     
            Insurance — 7.2%        
      900     ACE, Ltd.     58,122  
      1,000     AFLAC, Inc.     37,720  
      100     Allied World Assurance Co Holdings Ltd.     5,190  
      1,400     Allstate Corp. (The)     36,722  
      400     American Financial Group, Inc.     13,312  
      1,500     American International Group, Inc. *     37,995  
      600     Arch Capital Group Ltd. *     20,208  
      200     Aspen Insurance Holdings Ltd.     4,802  
      400     Assurant, Inc.     14,068  
      400     Axis Capital Holdings Ltd.     11,464  
      300     Brown & Brown, Inc.     6,303  
      700     Chubb Corp.     43,323  
      900     CNO Financial Group, Inc. *     5,787  
      200     Endurance Specialty Holdings Ltd.     7,232  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Insurance — continued        
      100     Everest Re Group Ltd.     8,070  
      800     Hartford Financial Services Group, Inc. (The)     15,312  
      400     HCC Insurance Holdings, Inc.     11,696  
      500     Lincoln National Corp.     10,375  
      100     PartnerRe Ltd.     5,699  
      400     Principal Financial Group, Inc.     10,144  
      1,400     Progressive Corp. (The)     26,852  
      300     Protective Life Corp.     5,697  
      100     Prudential Financial, Inc.     5,021  
      200     Reinsurance Group of America, Inc.     10,674  
      200     RenaissanceRe Holdings Ltd.     13,114  
      200     StanCorp Financial Group, Inc.     6,110  
      450     Torchmark Corp.     17,194  
      100     Transatlantic Holdings, Inc.     5,063  
      1,900     Travelers Cos. (The), Inc.     95,874  
      600     Unum Group     14,124  
      300     W.R. Berkley Corp.     9,267  
      900     XL Group Plc     18,729  
                     
            Total Insurance     591,263  
                     
                     
            Materials — 0.7%        
      1,200     Alcoa, Inc.     15,372  
      300     Dow Chemical Co. (The)     8,535  
      700     Du Pont (E.I.) de Nemours & Co.     33,789  
                     
            Total Materials     57,696  
                     
                     
            Media — 0.4%        
      700     CBS Corp.-Class B (Non Voting)     17,535  
      100     Liberty Media Corp. Capital-Class A *     7,131  
      400     News Corp.-Class A     6,908  
                     
            Total Media     31,574  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 14.7%        
      1,900     Abbott Laboratories     99,769  
      2,300     Amgen, Inc.     127,431  
      1,100     Biogen Idec, Inc. *     103,620  
      400     Bristol–Myers Squibb Co.     11,900  
      4,900     Eli Lilly & Co.     183,799  
      500     Endo Pharmaceuticals Holdings, Inc. *     15,955  
      1,500     Forest Laboratories, Inc. *     51,360  
      900     Gilead Sciences, Inc. *     35,897  
      2,500     Johnson & Johnson     164,500  
      1,600     Merck & Co., Inc.     52,992  
      100     Mylan, Inc. *     2,076  
      18,976     Pfizer, Inc.     360,164  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     1,209,463  
                     
                     
            Real Estate — 0.3%        
      800     Annaly Capital Management, Inc. REIT     14,504  
      300     ProLogis, Inc. REIT     8,169  
                     
            Total Real Estate     22,673  
                     
                     
            Retailing — 1.3%        
      100     Abercrombie & Fitch Co.-Class A     6,361  
      100     Advance Auto Parts, Inc.     6,072  
      450     Aeropostale, Inc. *     5,031  
      200     AutoNation, Inc. *     8,076  
      30     AutoZone, Inc. *     9,210  
      200     Best Buy Co., Inc.     5,118  
      200     Dollar Tree, Inc. *     14,284  
      100     Family Dollar Stores, Inc.     5,339  
      400     Foot Locker, Inc.     8,348  
      100     Genuine Parts Co.     5,502  
      100     Guess?, Inc.     3,411  
      200     J.C. Penney Co., Inc.     5,326  
      500     Lowe’s Cos., Inc.     9,965  
      100     O’Reilly Automotive, Inc. *     6,488  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Retailing — continued        
      200     Rent-A-Center, Inc.     5,636  
      100     Target Corp.     5,167  
                     
            Total Retailing     109,334  
                     
                     
            Semiconductors & Semiconductor Equipment — 0.3%        
      200     KLA-Tencor Corp.     7,336  
      600     Texas Instruments, Inc.     15,726  
                     
            Total Semiconductors & Semiconductor Equipment     23,062  
                     
                     
            Software & Services — 10.8%        
      200     Cognizant Technology Solutions Corp.-Class A *     12,690  
      3,000     eBay, Inc. *     92,610  
      100     Fiserv, Inc. *     5,583  
      380     Google, Inc.-Class A *     205,565  
      330     International Business Machines Corp.     56,730  
      9,300     Microsoft Corp.     247,380  
      8,400     Oracle Corp.     235,788  
      1,700     Symantec Corp. *     29,155  
                     
            Total Software & Services     885,501  
                     
                     
            Technology Hardware & Equipment — 7.0%        
      640     Apple, Inc. *     246,291  
      200     Arrow Electronics, Inc. *     6,240  
      2,800     Cisco Systems, Inc.     43,904  
      700     Dell, Inc. *     10,406  
      3,900     Hewlett-Packard Co.     101,517  
      700     Ingram Micro, Inc.-Class A *     12,488  
      200     Juniper Networks, Inc. *     4,186  
      400     Lexmark International, Inc. *     12,784  
      200     Motorola Solutions, Inc. *     8,418  
      1,700     Qualcomm, Inc.     87,482  
      200     Tech Data Corp. *     9,416  
      1,000     Western Digital Corp. *     29,490  
                     
            Total Technology Hardware & Equipment     572,622  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Telecommunication Services — 5.1%        
      8,558     AT&T, Inc.     243,732  
      200     Centurylink, Inc.     7,230  
      200     MetroPCS Communications, Inc. *     2,232  
      4,652     Verizon Communications, Inc.     168,263  
                     
            Total Telecommunication Services     421,457  
                     
                     
            Transportation — 0.6%        
      200     Con-way, Inc.     5,118  
      450     Union Pacific Corp.     41,476  
                     
            Total Transportation     46,594  
                     
                     
            Utilities — 0.8%        
      300     Aqua America, Inc.     6,624  
      500     Exelon Corp.     21,560  
      300     NextEra Energy, Inc.     17,016  
      600     Southern Co.     24,816  
                     
            Total Utilities     70,016  
                     
                     
            TOTAL COMMON STOCKS (COST $7,404,833)     8,029,351  
                     
                     
            MUTUAL FUNDS — 2.0%        
                     
            Affiliated Issuers — 2.0%        
      6,720     GMO U.S. Treasury Fund     168,068  
                     
                     
            TOTAL MUTUAL FUNDS (COST $168,001)     168,068  
                     
                     
            RIGHTS AND WARRANTS — 0.0%        
                     
            Insurance — 0.0%        
      160     American International Group, Inc., Warrants, Strike 45.00 *     1,200  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 0.0%        
      400     Sanofi Aventis, Rights, Expires 12/31/20 *     420  
                     
                     
            TOTAL RIGHTS AND WARRANTS (COST $3,659)     1,620  
                     
                     
            SHORT-TERM INVESTMENTS — 0.6%        
                     
            Money Market Funds — 0.6%        
      49,123     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00%(a)     49,123  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $49,123)     49,123  
                     
                     
            TOTAL INVESTMENTS — 100.2%
(Cost $7,625,616)
    8,248,162  
            Other Assets and Liabilities (net) — (0.2%)     (19,039 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 8,229,123  
                     
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   11


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $7,457,615) (Note 2)
  $ 8,080,094  
Investments in affiliated issuers, at value (cost $168,001) (Notes 2 and 10)
    168,068  
Dividends receivable
    25,636  
Receivable for expenses reimbursed by Manager (Note 5)
    8,494  
         
Total assets
    8,282,292  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    2,101  
Shareholder service fee
    1,017  
Trustees and Trust Officers or agents unaffiliated with the Manager
    21  
Accrued expenses
    50,030  
         
Total liabilities
    53,169  
         
Net assets
  $ 8,229,123  
         
Net assets consist of:
       
Paid-in capital
  $ 10,397,112  
Accumulated undistributed net investment income
    31,458  
Accumulated net realized loss
    (2,821,993 )
Net unrealized appreciation
    622,546  
         
    $ 8,229,123  
         
Net assets attributable to:
       
Class III shares
  $ 8,229,123  
         
Shares outstanding:
       
Class III
    1,103,021  
         
Net asset value per share:
       
Class III
  $ 7.46  
         

         
12
  See accompanying notes to the financial statements.    


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 95,306  
Dividends from affiliated issuers (Note 10)
    60  
Interest
    1  
         
Total investment income
    95,367  
         
Expenses:
       
Management fee (Note 5)
    13,386  
Shareholder service fee – Class III (Note 5)
    6,477  
Audit and tax fees
    28,888  
Custodian, fund accounting agent and transfer agent fees
    8,648  
Registration fees
    372  
Legal fees
    184  
Trustees fees and related expenses (Note 5)
    16  
Miscellaneous
    5,164  
         
Total expenses
    63,135  
Fees and expenses reimbursed by Manager (Note 5)
    (43,244 )
         
Net expenses
    19,891  
         
Net investment income (loss)
    75,476  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    371,753  
Investments in affiliated issuers
    (30 )
Realized gains distributions from affiliated issuers (Note 10)
    8  
Swap contracts
    (1,283 )
         
Net realized gain (loss)
    370,448  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (793,477 )
Investments in affiliated issuers
    106  
Swap contracts
    960  
         
Net unrealized gain (loss)
    (792,411 )
         
Net realized and unrealized gain (loss)
    (421,963 )
         
Net increase (decrease) in net assets resulting from operations
  $ (346,487 )
         

         
    See accompanying notes to the financial statements.   13


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 75,476     $ 117,163  
Net realized gain (loss)
    370,448       280,327  
Change in net unrealized appreciation (depreciation)
    (792,411 )     1,142,182  
                 
                 
Net increase (decrease) in net assets from operations
    (346,487 )     1,539,672  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (67,906 )     (114,113 )
                 
Net share transactions (Note 9):
               
Class III
    69,793       127,830  
                 
Total increase (decrease) in net assets
    (344,600 )     1,553,389  
                 
Net assets:
               
Beginning of period
    8,573,723       7,020,334  
                 
End of period (including accumulated undistributed net investment income of $31,458 and $23,888, respectively)
  $ 8,229,123     $ 8,573,723  
                 

         
14
  See accompanying notes to the financial statements.    


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 7.83     $ 6.53     $ 4.55     $ 7.86     $ 9.68     $ 10.78  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.07       0.11       0.10       0.14       0.18       0.21  
Net realized and unrealized gain (loss)
    (0.38 )     1.30       1.98       (3.31 )     (1.23 )     0.80  
                                                 
                                                 
Total from investment operations
    (0.31 )     1.41       2.08       (3.17 )     (1.05 )     1.01  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.06 )     (0.11 )     (0.10 )     (0.14 )     (0.18 )     (0.23 )
From net realized gains
                            (0.59 )     (1.88 )
                                                 
                                                 
Total distributions
    (0.06 )     (0.11 )     (0.10 )     (0.14 )     (0.77 )     (2.11 )
                                                 
                                                 
Net asset value, end of period
  $ 7.46     $ 7.83     $ 6.53     $ 4.55     $ 7.86     $ 9.68  
                                                 
                                                 
Total Return(a)
    (3.99 )%**     21.81 %(b)     45.95 %     (40.83 )%     (11.88 )%     9.80 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 8,229     $ 8,574     $ 7,020     $ 4,838     $ 29,358     $ 35,726  
Net expenses to average daily net assets
    0.46 %(d)*     0.46 %(d)     0.46 %     0.46 %(c)     0.46 %     0.46 %
Net investment income (loss) to average daily net assets
    1.75 %*     1.59 %     1.70 %     1.94 %     1.93 %     1.91 %
Portfolio turnover rate
    23 %**     53 %     54 %     57 %     75 %     72 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    1.00 %*     1.30 %     1.22 %     0.43 %     0.23 %     0.13 %
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) Litigation proceeds received during the fiscal year had a positive impact on total return adding 1.35%.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   15


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Intrinsic Value Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks long-term capital growth.  The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the Russell 1000 Value Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities. Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments tied economically to the U.S. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.

         
16
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

         
        17


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 8,029,351     $     $      —     $ 8,029,351  
Mutual Funds
    168,068                   168,068  
Rights and Warrants
          1,620             1,620  
Short-Term Investments
    49,123                   49,123  
                                 
Total Investments
    8,246,542       1,620             8,248,162  
                                 
Total
  $ 8,246,542     $ 1,620     $     $ 8,248,162  
                                 
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
18
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. As of February 28, 2011, the capital loss carryforwards disclosed below were permanently reduced by $290,942 due to share ownership activity. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2017
  $ (2,533,619 )
February 28, 2018
    (290,942 )
February 28, 2019
    (44,588 )
         
Total
  $ (2,869,149 )
         

         
        19


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 7,898,725     $ 697,543     $ (348,106 )   $ 349,437      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
20
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be

         
        21


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.

         
22
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its’ net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives).  Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives

         
        23


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.

         
24
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.

         
        25


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon

         
26
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used total return swap agreements to achieve returns comparable to holding and lending a direct equity position. The Fund had no swap agreements outstanding at the end of the period.

         
        27


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $      —     $      —     $ 1,620     $      —     $ 1,620  
                                                 
Total
  $     $     $     $ 1,620     $     $ 1,620  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Swap agreements
  $      —     $      —     $      —     $ (1,283 )   $      —     $ (1,283 )
                                                 
Total
  $     $     $     $ (1,283 )   $     $ (1,283 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ (1,328 )   $     $ (1,328 )
Swap agreements
                      960             960  
                                                 
Total
  $     $     $     $ (368 )   $     $ (368 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for

         
28
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
 
The volume of derivative activity, based on absolute values (rights and/or warrants) or notional amounts (swap agreements) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
    Swap
  Rights and/or
    Agreements   Warrants
 
Average amount outstanding
  $ 5,130     $ 2,149  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.31% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $16 and $12, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
        29


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $2,107,560 and $2,013,869, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 97.67% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.36% of the Fund’s shares were held by senior management of the Manager and GMO Trust officers and 0.20% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
30
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    923     $ 7,224       5,305     $ 39,149  
Shares issued to shareholders in reinvestment of distributions
    8,430       67,569       16,949       113,504  
Shares repurchased
    (638 )     (5,000 )     (3,472 )     (24,823 )
                                 
Net increase (decrease)
    8,715     $ 69,793       18,782     $ 127,830  
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
   
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
Affiliate   period   Purchases   Proceeds   Income   Gains   of period
 
GMO U.S. Treasury Fund
  $ 205,992     $ 75,000     $ 113,000     $ 60     $ 8     $ 168,068  
                                                 
Totals
  $ 205,992     $ 75,000     $ 113,000     $ 60     $ 8     $ 168,068  
                                                 

         
        31


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
32
       


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
        33


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
34
       


 

GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        35


 

 
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.46 %   $ 1,000.00     $ 960.10     $ 2.27  
2) Hypothetical
    0.46 %   $ 1,000.00     $ 1,022.82     $ 2.34  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
36
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    99.5 %
Mutual Funds
    1.3  
Short-Term Investments
    0.2  
Other
    (1.0 )
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Capital Goods
    14.0 %
Software & Services
    11.3  
Energy
    9.4  
Health Care Equipment & Services
    8.9  
Consumer Durables & Apparel
    7.6  
Materials
    6.6  
Technology Hardware & Equipment
    6.6  
Retailing
    5.8  
Pharmaceuticals, Biotechnology & Life Sciences
    5.1  
Semiconductors & Semiconductor Equipment
    4.5  
Diversified Financials
    4.0  
Consumer Services
    3.3  
Commercial & Professional Services
    2.6  
Household & Personal Products
    2.3  
Insurance
    1.8  
Automobiles & Components
    1.6  
Food, Beverage & Tobacco
    1.5  
Transportation
    1.2  
Food & Staples Retailing
    0.9  
Telecommunication Services
    0.7  
Banks
    0.1  
Media
    0.1  
Real Estate
    0.1  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
        1


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 99.5%        
                     
            Automobiles & Components — 1.6%        
      800     Dana Holding Corp. *     10,200  
      500     Dorman Products, Inc. *     16,175  
      400     Exide Technologies *     2,256  
      1,300     Goodyear Tire & Rubber Co. (The) *     16,198  
      100     Standard Motor Products, Inc.     1,317  
      800     Tenneco, Inc. *     26,248  
                     
            Total Automobiles & Components     72,394  
                     
                     
            Banks — 0.1%        
      100     Signature Bank/New York NY *     5,561  
      100     ViewPoint Financial Group     1,201  
                     
            Total Banks     6,762  
                     
                     
            Capital Goods — 13.9%        
      1,100     Ametek, Inc.     42,988  
      200     Applied Industrial Technologies, Inc.     6,124  
      100     Armstrong World Industries, Inc.     4,027  
      400     Astronics Corp. *     11,932  
      40     Astronics Corp.-Class B *     1,000  
      300     Blount International, Inc. *     4,716  
      200     CAI International, Inc. *     3,026  
      800     Chicago Bridge & Iron Co NV (NY Shares)     28,600  
      600     Colfax Corp. *     15,048  
      400     DXP Enterprises, Inc. *     9,636  
      100     EnPro Industries, Inc. *     3,882  
      800     Gardner Denver, Inc.     63,032  
      100     General Cable Corp. *     3,015  
      600     Graco, Inc.     23,688  
      100     Hubbell, Inc.-Class B     5,913  
      100     KBR, Inc.     3,005  
      300     Kennametal, Inc.     11,058  
      400     Lincoln Electric Holdings, Inc.     13,612  
      800     Manitowoc Co. (The), Inc.     8,888  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Capital Goods — continued        
      300     Middleby Corp. *     24,169  
      100     MSC Industrial Direct Co., Inc.-Class A     6,167  
      100     Nordson Corp.     4,390  
      1,100     Pall Corp.     56,243  
      1,400     Polypore International, Inc. *     86,338  
      100     Raven Industries, Inc.     5,433  
      900     Sauer-Danfoss, Inc. *     38,907  
      100     Textainer Group Holdings Ltd.     2,371  
      100     Thomas & Betts Corp. *     4,368  
      900     Timken Co. (The)     35,415  
      200     Titan International, Inc.     4,300  
      100     Titan Machinery, Inc. *     2,651  
      100     Toro Co. (The)     5,457  
      1,000     Trimas Corp. *     19,330  
      1,400     WABCO Holdings, Inc. *     65,310  
      400     WESCO International, Inc. *     17,236  
                     
            Total Capital Goods     641,275  
                     
                     
            Commercial & Professional Services — 2.6%        
      200     Acacia Research – Acacia Technologies *     8,740  
      300     Brink’s Co. (The)     7,710  
      400     Clean Harbors, Inc. *     21,548  
      200     CompX International, Inc.     2,886  
      100     Copart, Inc. *     4,304  
      500     Deluxe Corp.     11,065  
      400     IHS, Inc.-Class A *     31,036  
      300     Insperity, Inc.     7,470  
      400     Knoll, Inc.     6,328  
      800     Rollins, Inc.     16,728  
      100     SFN Group, Inc. *     1,401  
      100     Steelcase, Inc.-Class A     828  
                     
            Total Commercial & Professional Services     120,044  
                     

         
    See accompanying notes to the financial statements.   3


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Consumer Durables & Apparel — 7.5%        
      1,600     Fossil, Inc. *     154,576  
      300     Oxford Industries, Inc.     10,746  
      400     Polaris Industries, Inc.     43,948  
      300     Steven Madden Ltd. *     10,836  
      1,100     Tempur-Pedic International, Inc. *     64,064  
      500     Timberland Co.-Class A *     21,470  
      600     Under Armour, Inc.-Class A *     42,516  
                     
            Total Consumer Durables & Apparel     348,156  
                     
                     
            Consumer Services — 3.3%        
      100     AFC Enterprises, Inc. *     1,299  
      100     BJ’s Restaurants, Inc. *     4,617  
      400     Brinker International, Inc.     9,032  
      100     DineEquity, Inc. *     4,190  
      200     Domino’s Pizza, Inc. *     5,546  
      500     Krispy Kreme Doughnuts, Inc. *     4,545  
      200     Papa John’s International, Inc. *     5,950  
      1,900     Weight Watchers International, Inc.     114,988  
                     
            Total Consumer Services     150,167  
                     
                     
            Diversified Financials — 4.0%        
      200     Affiliated Managers Group, Inc. *     17,432  
      1,200     BGC Partners, Inc.-Class A     7,884  
      200     Credit Acceptance Corp. *     13,828  
      1,000     DFC Global Corp. *     22,070  
      500     EZCORP, Inc.-Class A *     16,775  
      400     Financial Engines, Inc. *     8,912  
      900     First Cash Financial Services, Inc. *     42,039  
      102     Kohlberg Capital Corp.     664  
      100     Stifel Financial Corp. *     3,008  
      200     Virtus Investment Partners, Inc. *     12,262  
      800     Waddell and Reed Financial, Inc.     24,976  
      200     World Acceptance Corp. *     13,030  
                     
            Total Diversified Financials     182,880  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Energy — 9.4%        
      200     Apco Oil and Gas International, Inc.     15,828  
      100     Atwood Oceanics, Inc. *     4,209  
      500     Callon Petroleum Co. *     2,875  
      100     CARBO Ceramics, Inc.     16,015  
      400     Clayton Williams Energy, Inc. *     22,696  
      400     CVR Energy, Inc. *     11,388  
      1,000     Golar LNG Ltd.     32,990  
      300     Gulfport Energy Corp. *     8,670  
      2,100     HollyFrontier Corp.     150,696  
      900     ION Geophysical Corp. *     6,363  
      300     Lufkin Industries, Inc.     18,669  
      100     Oil States International, Inc. *     6,608  
      100     Rowan Cos, Inc. *     3,607  
      1,350     RPC, Inc.     34,965  
      300     SandRidge Energy, Inc. *     2,202  
      300     St Mary Land & Exploration Co.     22,950  
      1,100     Stone Energy Corp. *     29,051  
      300     Superior Energy Services, Inc. *     10,596  
      700     W&T Offshore, Inc.     14,784  
      600     Western Refining, Inc. *     10,464  
      200     World Fuel Services Corp.     7,428  
                     
            Total Energy     433,054  
                     
                     
            Food & Staples Retailing — 0.9%        
      600     PriceSmart, Inc.     39,276  
                     
                     
            Food, Beverage & Tobacco — 1.5%        
      200     B&G Foods, Inc.     3,642  
      200     Boston Beer Co., Inc.-Class A *     16,214  
      1,900     Darling International, Inc. *     32,015  
      200     Hansen Natural Corp. *     17,064  
                     
            Total Food, Beverage & Tobacco     68,935  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Health Care Equipment & Services — 8.8%        
      200     Accretive Health, Inc. *     5,368  
      100     Air Methods Corp. *     6,655  
      400     AMERIGROUP Corp. *     19,788  
      100     athenahealth, Inc. *     5,800  
      200     Chemed Corp.     11,610  
      500     Cooper Cos, Inc. (The)     37,635  
      400     CorVel Corp. *     18,248  
      400     Delcath Systems, Inc. *     1,656  
      300     Ensign Group, Inc. (The)     6,999  
      900     Gen-Probe, Inc. *     53,973  
      100     Haemonetics Corp. *     6,251  
      1,500     Health Management Associates, Inc.-Class A *     12,330  
      200     Healthspring, Inc. *     7,808  
      500     Hill-Rom Holdings, Inc.     15,150  
      300     HMS Holdings Corp. *     7,869  
      200     IPC The Hospitalist Co., Inc. *     8,020  
      200     Kinetic Concepts, Inc. *     13,508  
      400     Masimo Corp.     9,868  
      200     Medidata Solutions, Inc. *     3,300  
      700     Mednax, Inc. *     45,717  
      200     National Research Corp.     6,754  
      500     Neogen Corp. *     17,360  
      300     Providence Service Corp. (The) *     3,192  
      900     PSS World Medical, Inc. *     21,222  
      300     Quality Systems, Inc.     27,606  
      200     Sirona Dental Systems, Inc. *     9,332  
      1,300     Sunrise Senior Living, Inc. *     9,646  
      100     Team Health Holdings, Inc. *     1,869  
      100     WellCare Health Plans, Inc. *     4,583  
      100     West Pharmaceutical Services, Inc.     4,012  
      100     Zoll Medical Corp. *     4,468  
                     
            Total Health Care Equipment & Services     407,597  
                     

         
6
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Household & Personal Products — 2.3%        
      1,900     Herbalife Ltd.     106,020  
      64     USANA Health Sciences, Inc. *     1,647  
                     
            Total Household & Personal Products     107,667  
                     
                     
            Insurance — 1.7%        
      400     Brown & Brown, Inc.     8,404  
      913     Erie Indemnity Co.-Class A     67,133  
      200     Validus Holdings Ltd.     5,164  
                     
            Total Insurance     80,701  
                     
                     
            Materials — 6.6%        
      400     Albemarle Corp.     20,284  
      100     Balchem Corp.-Class B     4,130  
      100     Clearwater Paper Corp. *     3,682  
      1,300     Crown Holdings, Inc. *     46,111  
      100     Eastman Chemical Co.     8,273  
      300     Flotek Industries, Inc. *     2,079  
      1,200     Globe Specialty Metals, Inc.     20,100  
      300     Hawkins, Inc.     10,875  
      300     International Flavors & Fragrances, Inc.     17,406  
      300     Koppers Holdings, Inc.     9,969  
      400     Kraton Performance Polymers, Inc. *     9,588  
      500     LSB Industries, Inc. *     19,975  
      100     NewMarket Corp.     16,768  
      300     Noranda Aluminum Holding Corp. *     3,411  
      900     Omnova Solutions, Inc. *     3,969  
      600     PolyOne Corp.     7,578  
      700     Rockwood Holdings, Inc. *     35,700  
      400     RPM International, Inc.     8,336  
      100     Schnitzer Steel Industries, Inc.-Class A     4,554  
      100     Silgan Holdings, Inc.     3,793  
      1,000     Solutia, Inc. *     17,380  
      3,300     US Gold Corp. *     20,427  

         
    See accompanying notes to the financial statements.   7


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Materials — continued        
      200     W.R. Grace & Co. *     7,884  
      100     Worthington Industries, Inc.     1,625  
                     
            Total Materials     303,897  
                     
                     
            Media — 0.1%        
      100     Arbitron, Inc.     3,755  
      100     Madison Square Garden Co. (The)-Class A *     2,416  
                     
            Total Media     6,171  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 5.0%        
      3,300     Akorn, Inc. *     26,532  
      400     ARIAD Pharmaceuticals, Inc. *     3,936  
      600     Bruker Corp. *     8,538  
      600     Charles River Laboratories International, Inc. *     19,872  
      1,000     Depomed, Inc. *     6,220  
      400     Exelixis, Inc. *     2,992  
      300     Impax Laboratories, Inc. *     5,901  
      1,400     Jazz Pharmaceuticals, Inc. *     60,046  
      400     Medicines Co. *     5,832  
      460     Mettler-Toledo International, Inc. *     73,264  
      300     PerkinElmer, Inc.     6,861  
      400     Questcor Pharmaceuticals, Inc. *     12,020  
      100     ZIOPHARM Oncology, Inc. *     573  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     232,587  
                     
                     
            Real Estate — 0.1%        
      100     Getty Realty Corp. REIT     1,901  
      100     Rayonier, Inc. REIT     4,194  
                     
            Total Real Estate     6,095  
                     
                     
            Retailing — 5.8%        
      100     Aaron’s, Inc.     2,664  
      600     Abercrombie & Fitch Co.-Class A     38,166  
      800     ANN, Inc. *     18,856  
      100     Cato Corp. (The)-Class A     2,538  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Retailing — continued        
      300     Chico’s FAS, Inc.     4,176  
      100     Destination Maternity Corp.     1,405  
      100     Group 1 Automotive, Inc.     4,175  
      200     Hibbett Sports, Inc. *     7,492  
      150     Jos. A. Bank Clothiers, Inc. *     7,688  
      100     Lithia Motors, Inc.-Class A     1,887  
      300     Penske Auto Group, Inc.     5,472  
      2,200     Sally Beauty Holdings, Inc. *     37,180  
      400     Select Comfort Corp. *     6,352  
      1,600     Tractor Supply Co.     98,192  
      500     Ulta Salon Cosmetics & Fragrance, Inc. *     29,540  
                     
            Total Retailing     265,783  
                     
                     
            Semiconductors & Semiconductor Equipment — 4.5%        
      9,200     Atmel Corp. *     83,812  
      500     AXT, Inc. *     3,885  
      1,500     Cypress Semiconductor Corp. *     23,760  
      300     Entegris, Inc. *     2,256  
      400     GSI Technology, Inc. *     2,012  
      700     GT Advanced Technologies, Inc. *     8,547  
      400     IXYS Corp. *     4,800  
      300     Micrel, Inc.     3,033  
      200     MIPS Technologies, Inc. *     1,120  
      200     National Semiconductor Corp.     4,980  
      100     NVE Corp. *     6,606  
      1,200     ON Semiconductor Corp. *     8,724  
      2,600     Silicon Image, Inc. *     13,858  
      1,400     Skyworks Solutions, Inc. *     28,882  
      1,300     TriQuint Semiconductor, Inc. *     9,854  
                     
            Total Semiconductors & Semiconductor Equipment     206,129  
                     
                     
            Software & Services — 11.3%        
      300     ACI Worldwide, Inc. *     8,973  
      600     Alliance Data Systems Corp. *     56,046  
      500     Ancestry.com, Inc. *     17,855  

         
    See accompanying notes to the financial statements.   9


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Software & Services — continued        
      100     Ariba, Inc. *     2,713  
      2,400     Compuware Corp. *     20,304  
      300     DemandTec, Inc. *     1,974  
      400     DST Systems, Inc.     18,768  
      100     Factset Research Systems, Inc.     8,790  
      1,900     Fortinet, Inc. *     36,347  
      700     Global Cash Access Holdings, Inc. *     2,100  
      200     Global Payments, Inc.     9,166  
      1,100     Informatica Corp. *     45,958  
      300     Liquidity Services, Inc. *     7,200  
      300     LivePerson, Inc. *     3,525  
      1,000     Magma Design Automation, Inc. *     5,090  
      200     MAXIMUS, Inc.     7,398  
      200     Mentor Graphics Corp. *     2,238  
      300     Micros Systems, Inc. *     14,298  
      400     Netscout Systems, Inc. *     5,520  
      700     NIC, Inc.     8,134  
      400     Opnet Technologies, Inc.     13,800  
      50     Progress Software Corp. *     1,041  
      200     Quest Software, Inc. *     3,446  
      700     Rackspace Hosting, Inc. *     25,592  
      1,000     Smith Micro Software, Inc. *     1,890  
      100     Solera Holdings, Inc.     5,865  
      300     Support.com, Inc. *     747  
      500     Syntel, Inc.     22,880  
      600     TeleTech Holdings, Inc. *     10,644  
      4,100     TIBCO Software, Inc. *     91,758  
      400     Travelzoo, Inc. *     14,612  
      200     Valueclick, Inc. *     3,060  
      1,000     VeriFone Systems, Inc. *     35,220  
      200     Virtusa Corp. *     3,154  
      100     VistaPrint NV *     2,943  
                     
            Total Software & Services     519,049  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Technology Hardware & Equipment — 6.6%        
      400     Acme Packet, Inc. *     18,836  
      400     ADTRAN, Inc.     12,424  
      400     Anixter International, Inc.     23,604  
      300     Arrow Electronics, Inc. *     9,360  
      100     Cognex Corp.     3,200  
      500     DDi Corp.     3,790  
      100     Faro Technologies, Inc. *     3,797  
      200     FEI Co. *     6,398  
      1,000     Finisar Corp. *     18,460  
      400     InterDigital, Inc.     28,160  
      600     IPG Photonics Corp. *     34,788  
      600     Ixia *     5,154  
      500     National Instruments Corp.     12,715  
      1,900     NCR Corp. *     32,737  
      100     Newport Corp. *     1,294  
      100     Oplink Communications, Inc. *     1,653  
      600     Polycom, Inc. *     14,280  
      400     Riverbed Technology, Inc. *     9,912  
      100     Rofin-Sinar Technologies, Inc. *     2,309  
      400     Trimble Navigation Ltd. *     14,856  
      400     Universal Display Corp. *     19,628  
      64     Vishay Precision Group, Inc. *     960  
      700     Zebra Technologies Corp. *     25,151  
                     
            Total Technology Hardware & Equipment     303,466  
                     
                     
            Telecommunication Services — 0.7%        
      600     Cogent Communications Group, Inc. *     8,508  
      1,700     MetroPCS Communications, Inc. *     18,972  
      100     Neutral Tandem, Inc. *     1,189  
      200     USA Mobility, Inc.     3,034  
                     
            Total Telecommunication Services     31,703  
                     
                     
            Transportation — 1.2%        
      700     Avis Budget Group, Inc. *     9,205  
      800     Old Dominion Freight Line, Inc. *     25,696  

         
    See accompanying notes to the financial statements.   11


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Transportation — continued        
      100     Park-Ohio Holdings Corp. *     1,587  
      100     Ryder System, Inc.     4,708  
      1,100     UTi Worldwide, Inc.     14,900  
                     
            Total Transportation     56,096  
                     
                     
            TOTAL COMMON STOCKS (COST $4,469,199)     4,589,884  
                     
                     
            MUTUAL FUNDS — 1.3%        
                     
            Affiliated Issuers — 1.3%        
      2,320     GMO U.S. Treasury Fund     58,034  
                     
                     
            TOTAL MUTUAL FUNDS (COST $58,034)     58,034  
                     
                     
            SHORT-TERM INVESTMENTS — 0.2%        
                     
            Money Market Funds — 0.2%        
      11,625     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00% (a)     11,625  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $11,625)     11,625  
                     
                     
            TOTAL INVESTMENTS — 101.0%
(Cost $4,538,858)
    4,659,543  
            Other Assets and Liabilities (net) — (1.0%)     (46,496 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 4,613,047  
                     
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
12
  See accompanying notes to the financial statements.    


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $4,480,824) (Note 2)
  $ 4,601,509  
Investments in affiliated issuers, at value (cost $58,034) (Notes 2 and 10)
    58,034  
Receivable for investments sold
    79,016  
Dividends receivable
    1,054  
Receivable for expenses reimbursed by Manager (Note 5)
    12,681  
         
Total assets
    4,752,294  
         
         
Liabilities:
       
Payable for investments purchased
    75,973  
Payable to affiliate for (Note 5):
       
Management fee
    1,177  
Shareholder service fee
    570  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    61,507  
         
Total liabilities
    139,247  
         
Net assets
  $ 4,613,047  
         
Net assets consist of:
       
Paid-in capital
  $ 4,708,633  
Accumulated undistributed net investment income
    1,123  
Accumulated net realized loss
    (217,394 )
Net unrealized appreciation
    120,685  
         
    $ 4,613,047  
         
Net assets attributable to:
       
Class III shares
  $ 4,613,047  
         
Shares outstanding:
       
Class III
    383,500  
         
Net asset value per share:
       
Class III
  $ 12.03  
         

         
    See accompanying notes to the financial statements.   13


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers (net of withholding taxes of $17)
  $ 20,525  
Dividends from affiliated issuers (Note 10)
    20  
         
Total investment income
    20,545  
         
Expenses:
       
Management fee (Note 5)
    10,471  
Shareholder service fee – Class III (Note 5)
    5,067  
Custodian, fund accounting agent and transfer agent fees
    37,352  
Audit and tax fees
    28,888  
Registration fees
    1,104  
Legal fees
    92  
Trustees fees and related expenses (Note 5)
    43  
Miscellaneous
    5,164  
         
Total expenses
    88,181  
Fees and expenses reimbursed by Manager (Note 5)
    (72,589 )
         
Net expenses
    15,592  
         
Net investment income (loss)
    4,953  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    2,895,878  
         
Net realized gain (loss)
    2,895,878  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (2,709,760 )
         
Net unrealized gain (loss)
    (2,709,760 )
         
Net realized and unrealized gain (loss)
    186,118  
         
Net increase (decrease) in net assets resulting from operations
  $ 191,071  
         

         
14
  See accompanying notes to the financial statements.    


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 4,953     $ 28,459  
Net realized gain (loss)
    2,895,878       1,455,161  
Change in net unrealized appreciation (depreciation)
    (2,709,760 )     2,511,716  
                 
                 
Net increase (decrease) in net assets from operations
    191,071       3,995,336  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (7,086 )     (37,472 )
Net realized gains
               
Class III
    (2,806,995 )      
                 
      (2,814,081 )     (37,472 )
                 
Net share transactions (Note 9):
               
Class III
    (6,042,431 )     (583,571 )
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    44,736       4,754  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (5,997,695 )     (578,817 )
                 
Total increase (decrease) in net assets
    (8,620,705 )     3,379,047  
                 
Net assets:
               
Beginning of period
    13,233,752       9,854,705  
                 
End of period (including accumulated undistributed net investment income of $1,123 and $3,256, respectively)
  $ 4,613,047     $ 13,233,752  
                 

         
    See accompanying notes to the financial statements.   15


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 15.87     $ 11.17     $ 7.54     $ 13.59     $ 18.93     $ 19.67  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.01       0.03       0.03       0.04       0.06       0.07  
Net realized and unrealized gain (loss)
    (0.47 )(a)     4.71       3.63       (6.05 )     (1.79 )     0.79  
                                                 
                                                 
Total from investment operations
    (0.46 )     4.74       3.66       (6.01 )     (1.73 )     0.86  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.01 )     (0.04 )     (0.03 )     (0.04 )     (0.06 )     (0.09 )
From net realized gains
    (3.37 )                       (3.49 )     (1.51 )
Return of capital
                            (0.06 )      
                                                 
                                                 
Total distributions
    (3.38 )     (0.04 )     (0.03 )     (0.04 )     (3.61 )     (1.60 )
                                                 
                                                 
Net asset value, end of period
  $ 12.03     $ 15.87     $ 11.17     $ 7.54     $ 13.59     $ 18.93  
                                                 
                                                 
Total Return(b)
    (4.25 )%**     42.57 %     48.53 %     (44.27 )%     (11.74 )%     4.86 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 4,613     $ 13,234     $ 9,855     $ 3,882     $ 8,198     $ 25,314  
Net expenses to average daily net assets
    0.46 %*     0.46 %(c)     0.46 %     0.46 %     0.46 %     0.46 %
Net investment income (loss) to average daily net assets
    0.15 %*     0.26 %     0.28 %     0.35 %     0.30 %     0.38 %
Portfolio turnover rate
    61 %**     136 %     140 %     127 %     118 %     109 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    2.15 %*     1.39 %     1.94 %     1.74 %     0.48 %     0.60 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.09     $ 0.01     $ 0.06     $ 0.01     $ 0.07     $ 0.03  
 
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
16
  See accompanying notes to the financial statements.    


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Small/Mid Cap Growth Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks long-term capital growth. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the Russell 2500 Growth Index. The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of U.S. companies that issue stocks included in the Russell 2500 Index, a U.S. stock index, and in companies with similar market capitalizations (“small- and mid-cap companies”). Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments in small- and mid-cap companies tied economically to the U.S. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.

         
        17


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The

         
18
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 4,589,884     $      —     $      —     $ 4,589,884  
Mutual Funds
    58,034                   58,034  
Short-Term Investments
    11,625                   11,625  
                                 
Total Investments
    4,659,543                   4,659,543  
                                 
Total
  $ 4,659,543     $     $     $ 4,659,543  
                                 
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.

         
        19


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains, if any, to the extent permitted by the Code. As of February 28, 2011, the capital loss carryforwards disclosed below were permanently reduced by $244,044 due to share ownership activity. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carryforwards expire as follows:
 
         
February 28, 2017
  $ (1,278,606 )
February 28, 2018
    (213,101 )
         
Total
  $ (1,491,707 )
         

         
20
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 4,544,982     $ 546,859     $ (432,298 )   $ 114,561      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
        21


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee, or modify or eliminate an existing fee, at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.

         
22
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. The Fund may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
        23


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.

         
24
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater

         
        25


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.

         
26
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the

         
        27


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.

         
28
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type

         
        29


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.31% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.

         
30
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $43 and $12, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
< 0.001%
    0.000%     < 0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $4,024,327 and $12,758,991, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 86.79% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.71% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 91.90% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        31


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    12,271     $ 152,325       11,204     $ 166,147  
Shares issued to shareholders in reinvestment of distributions
    219,285       2,813,431       2,617       34,039  
Shares repurchased
    (681,861 )     (9,008,187 )     (62,535 )     (783,757 )
Purchase premiums
          229             835  
Redemption fees
          44,507             3,919  
                                 
Net increase (decrease)
    (450,305 )   $ (5,997,695 )     (48,714 )   $ (578,817 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S. Treasury Fund
  $ 101,000     $ 305,000     $ 347,962     $ 20     $      —     $ 58,034  
                                                 
Totals
  $ 101,000     $ 305,000     $ 347,962     $ 20     $     $ 58,034  
                                                 

         
32
       


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        33


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
34
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        35


 

GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
36
       


 

 
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.46 %   $ 1,000.00     $ 957.50     $ 2.26  
2) Hypothetical
    0.46 %   $ 1,000.00     $ 1,022.82     $ 2.34  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        37


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Common Stocks
    98.7 %
Mutual Funds
    1.9  
Short-Term Investments
    0.5  
Rights and Warrants
    0.2  
Other
    (1.3 )
         
      100.0 %
         
 
         
Industry Group Summary   % of Equity Investments*  
Health Care Equipment & Services
    14.2 %
Retailing
    12.6  
Capital Goods
    7.3  
Software & Services
    7.0  
Technology Hardware & Equipment
    6.0  
Insurance
    5.7  
Energy
    5.6  
Materials
    5.3  
Commercial & Professional Services
    5.2  
Consumer Durables & Apparel
    4.7  
Food, Beverage & Tobacco
    4.6  
Pharmaceuticals, Biotechnology & Life Sciences
    4.4  
Consumer Services
    4.1  
Household & Personal Products
    3.7  
Diversified Financials
    3.5  
Media
    1.4  
Semiconductors & Semiconductor Equipment
    1.3  
Food & Staples Retailing
    1.0  
Automobiles & Components
    1.0  
Utilities
    0.5  
Banks
    0.4  
Telecommunication Services
    0.3  
Real Estate
    0.2  
         
      100.0 %
         
 
* Equity investments may consist of common stocks and other stock-related securities, such as preferred stocks. This table excludes exposure to derivative contracts, if any. For a summary of derivative contract exposure, if any, see the summary of outstanding financial instruments section of the Schedule of Investments.

         
        1


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            COMMON STOCKS — 98.7%        
                     
            Automobiles & Components — 1.0%        
      300     Dorman Products, Inc. *     9,706  
      700     Lear Corp.     33,446  
      400     Standard Motor Products, Inc.     5,268  
                     
            Total Automobiles & Components     48,420  
                     
                     
            Banks — 0.4%        
      200     Federal Agricultural Mortgage Corp.-Class C     4,016  
      500     MainSource Financial Group, Inc.     4,445  
      300     Prosperity Bancshares, Inc.     11,355  
                     
            Total Banks     19,816  
                     
                     
            Capital Goods — 7.2%        
      900     Aircastle Ltd.     10,593  
      400     Applied Industrial Technologies, Inc.     12,248  
      400     Brady Corp.-Class A     11,000  
      600     Carlisle Cos., Inc.     23,526  
      300     Ceradyne, Inc. *     9,408  
      500     Crane Co.     21,125  
      200     Curtiss-Wright Corp.     6,158  
      200     DXP Enterprises, Inc. *     4,818  
      300     EnerSys *     6,741  
      200     Esterline Technologies Corp. *     15,058  
      700     Hubbell, Inc.-Class B     41,391  
      800     Idex Corp.     29,744  
      1,100     KBR, Inc.     33,055  
      200     Mueller Industries, Inc.     9,428  
      300     NN, Inc. *     2,310  
      100     Preformed Line Products Co.     5,522  
      400     Primoris Services Corp.     4,600  
      100     Raven Industries, Inc.     5,433  
      100     Roper Industries, Inc.     7,695  
      15     Seaboard Corp.     34,635  
      100     Standex International Corp.     2,910  

         
2
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Capital Goods — continued        
      300     Teledyne Technologies, Inc. *     16,377  
      300     Titan Machinery, Inc. *     7,953  
      200     Trimas Corp. *     3,866  
      500     WESCO International, Inc. *     21,545  
                     
            Total Capital Goods     347,139  
                     
                     
            Commercial & Professional Services — 5.2%        
      600     Avery Dennison Corp.     17,466  
      200     Brink’s Co. (The)     5,140  
      1,200     Cintas Corp.     38,376  
      700     Deluxe Corp.     15,491  
      300     G&K Services Inc.-Class A     8,466  
      400     Kelly Services, Inc.-Class A     6,080  
      800     Manpower, Inc.     32,224  
      200     Mine Safety Appliances Co.     6,180  
      300     Multi-Color Corp.     7,806  
      1,800     RR Donnelley & Sons Co.     27,450  
      800     SFN Group, Inc. *     11,208  
      600     Sykes Enterprises, Inc. *     9,390  
      100     Team, Inc. *     2,494  
      700     Towers Watson & Co.-Class A     41,293  
      100     UniFirst Corp.     5,178  
      400     United Stationers, Inc.     12,616  
                     
            Total Commercial & Professional Services     246,858  
                     
                     
            Consumer Durables & Apparel — 4.6%        
      200     American Greetings Corp.-Class A     4,244  
      300     Carter’s, Inc. *     9,279  
      200     Columbia Sportswear Co.     10,538  
      280     Deckers Outdoor Corp. *     24,909  
      250     Fossil, Inc. *     24,153  
      100     G-III Apparel Group Ltd. *     2,826  
      200     Helen of Troy Ltd. *     6,004  
      700     Iconix Brand Group, Inc. *     13,706  

         
    See accompanying notes to the financial statements.   3


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Consumer Durables & Apparel — continued        
      400     Jakks Pacific, Inc. *     6,800  
      200     Oxford Industries, Inc.     7,164  
      200     Perry Ellis International, Inc. *     4,596  
      160     Polaris Industries, Inc.     17,579  
      150     Steven Madden Ltd. *     5,418  
      400     Timberland Co.-Class A *     17,176  
      700     Tupperware Brands Corp.     46,550  
      600     Wolverine World Wide, Inc.     21,846  
                     
            Total Consumer Durables & Apparel     222,788  
                     
                     
            Consumer Services — 4.1%        
      300     Apollo Group, Inc.-Class A *     14,048  
      200     Bob Evans Farms, Inc.     6,352  
      300     Bridgepoint Education, Inc. *     6,624  
      800     Brinker International, Inc.     18,064  
      600     Career Education Corp. *     10,182  
      400     DeVry, Inc.     17,672  
      200     DineEquity, Inc. *     8,380  
      600     Domino’s Pizza, Inc. *     16,638  
      900     Education Management Corp. *     14,157  
      1,400     H&R Block, Inc.     21,168  
      200     ITT Educational Services, Inc. *     14,432  
      200     Matthews International Corp.-Class A     6,682  
      300     Papa John’s International, Inc. *     8,925  
      100     Red Robin Gourmet Burgers, Inc. *     3,120  
      400     Six Flags Entertainment Corp.     13,420  
      100     Steiner Leisure Ltd. *     3,989  
      200     Weight Watchers International, Inc.     12,104  
                     
            Total Consumer Services     195,957  
                     
                     
            Diversified Financials — 3.5%        
      800     Advance America Cash Advance Centers, Inc.     6,688  
      3,700     American Capital Ltd. *     32,227  
      400     Cash America International, Inc.     22,352  

         
4
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Diversified Financials — continued        
      100     Credit Acceptance Corp. *     6,914  
      200     Encore Capital Group, Inc. *     4,734  
      700     EZCORP, Inc.-Class A *     23,485  
      400     First Cash Financial Services, Inc. *     18,684  
      200     INTL FCStone, Inc. *     4,656  
      1,300     NASDAQ OMX Group, Inc. (The) *     30,797  
      400     Primus Guaranty Ltd. *     2,236  
      200     World Acceptance Corp. *     13,030  
                     
            Total Diversified Financials     165,803  
                     
                     
            Energy — 5.5%        
      400     CVR Energy, Inc. *     11,388  
      800     Energen Corp.     39,280  
      800     HollyFrontier Corp.     57,408  
      500     Oil States International, Inc. *     33,040  
      200     SEACOR Holdings, Inc.     17,748  
      300     Stone Energy Corp. *     7,923  
      1,200     Tesoro Corp. *     28,872  
      900     W&T Offshore, Inc.     19,008  
      1,100     Western Refining, Inc. *     19,184  
      800     World Fuel Services Corp.     29,712  
                     
            Total Energy     263,563  
                     
                     
            Food & Staples Retailing — 1.0%        
      100     Andersons (The), Inc.     4,021  
      400     Ingles Markets, Inc.-Class A     6,132  
      400     Ruddick Corp.     16,356  
      400     Spartan Stores, Inc.     6,456  
      400     Susser Holdings Corp. *     8,440  
      200     Weis Markets, Inc.     7,820  
                     
            Total Food & Staples Retailing     49,225  
                     

         
    See accompanying notes to the financial statements.   5


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Food, Beverage & Tobacco — 4.5%        
      100     Coca-Cola Bottling Co.     5,600  
      1,300     Constellation Brands, Inc.-Class A *     25,701  
      700     Corn Products International, Inc.     32,732  
      500     Darling International, Inc. *     8,425  
      1,100     Dean Foods Co. *     9,504  
      900     Dole Food Co., Inc. *     10,143  
      900     Flowers Foods, Inc.     17,145  
      700     Fresh Del Monte Produce, Inc.     16,898  
      400     Hain Celestial Group (The), Inc. *     12,652  
      400     National Beverage Corp.     6,596  
      600     Ralcorp Holdings, Inc. *     51,942  
      900     Smithfield Foods, Inc. *     19,728  
                     
            Total Food, Beverage & Tobacco     217,066  
                     
                     
            Health Care Equipment & Services — 14.0%        
      200     Amedisys, Inc. *     3,394  
      700     AMERIGROUP Corp. *     34,629  
      200     AmSurg Corp. *     4,526  
      200     Cantel Medical Corp.     4,986  
      600     Centene Corp. *     19,134  
      200     Chemed Corp.     11,610  
      400     Conmed Corp. *     9,380  
      1,000     Continucare Corp. *     6,360  
      600     Cooper Cos, Inc. (The)     45,162  
      1,900     Coventry Health Care, Inc. *     62,472  
      500     DENTSPLY International, Inc.     17,600  
      100     Ensign Group, Inc. (The)     2,333  
      700     Five Star Quality Care, Inc. *     2,275  
      300     Greatbatch, Inc. *     6,705  
      1,100     Health Net, Inc. *     27,159  
      1,000     Healthspring, Inc. *     39,040  
      400     Hill-Rom Holdings, Inc.     12,120  
      2,000     Hologic, Inc. *     33,280  
      200     ICU Medical, Inc. *     8,240  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Health Care Equipment & Services — continued        
      300     Integra LifeSciences Holdings Corp. *     11,964  
      300     Invacare Corp.     7,536  
      400     Kindred Healthcare, Inc. *     5,176  
      900     Kinetic Concepts, Inc. *     60,787  
      300     LifePoint Hospitals, Inc. *     11,010  
      300     Magellan Health Services, Inc. *     14,961  
      500     Mednax, Inc. *     32,655  
      700     MedQuist, Inc.     7,035  
      1,200     Metropolitan Health Networks, Inc. *     6,156  
      450     Molina Healthcare, Inc. *     8,653  
      1,200     Omnicare, Inc.     35,652  
      600     Owens & Minor, Inc.     17,664  
      800     Patterson Cos., Inc.     23,376  
      700     PSS World Medical, Inc. *     16,506  
      200     Skilled Healthcare Group Inc-Class A *     1,086  
      1,000     Universal American Corp.     10,990  
      500     Universal Health Services, Inc.-Class B     20,800  
      300     US Physical Therapy, Inc.     5,958  
      500     WellCare Health Plans, Inc. *     22,915  
                     
            Total Health Care Equipment & Services     671,285  
                     
                     
            Household & Personal Products — 3.6%        
      700     Church & Dwight Co., Inc.     30,478  
      400     Elizabeth Arden, Inc. *     12,888  
      500     Energizer Holdings, Inc. *     37,740  
      1,100     Herbalife Ltd.     61,380  
      200     Nu Skin Enterprises, Inc.-Class A     8,458  
      600     Prestige Brands Holdings, Inc. *     6,462  
      500     Revlon, Inc.-Class A *     6,665  
      400     Spectrum Brands Holdings, Inc. *     10,712  
                     
            Total Household & Personal Products     174,783  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Insurance — 5.5%        
      300     Allied World Assurance Co Holdings Ltd.     15,570  
      500     American Equity Investment Life Holding Co.     5,050  
      600     American Financial Group, Inc.     19,968  
      700     AmTrust Financial Services, Inc.     16,933  
      3,000     CNO Financial Group, Inc. *     19,290  
      200     Endurance Specialty Holdings Ltd.     7,232  
      120     Enstar Group Ltd. *     12,355  
      400     FBL Financial Group, Inc.-Class A     11,668  
      900     HCC Insurance Holdings, Inc.     26,316  
      400     Protective Life Corp.     7,596  
      900     Reinsurance Group of America, Inc.     48,033  
      1,200     Torchmark Corp.     45,852  
      1,000     Validus Holdings Ltd.     25,820  
                     
            Total Insurance     261,683  
                     
                     
            Materials — 5.3%        
      1,400     Ball Corp.     50,288  
      700     Eastman Chemical Co.     57,911  
      200     Innophos Holdings, Inc.     8,322  
      200     Innospec, Inc. *     5,410  
      600     International Flavors & Fragrances, Inc.     34,812  
      400     Reliance Steel & Aluminum Co.     16,576  
      1,300     RPM International, Inc.     27,092  
      400     Sensient Technologies Corp.     14,540  
      700     Silgan Holdings, Inc.     26,551  
      200     TPC Group, Inc. *     6,380  
      300     Worthington Industries, Inc.     4,875  
                     
            Total Materials     252,757  
                     
                     
            Media — 1.4%        
      500     Charter Communications, Inc.-Class A *     24,940  
      1,100     Gannett Co., Inc.     12,705  
      400     Global Sources Ltd *     3,272  

         
8
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Media — continued        
      400     John Wiley and Sons, Inc.-Class A     19,516  
      1,000     Sinclair Broadcast Group, Inc.     7,810  
                     
            Total Media     68,243  
                     
                     
            Pharmaceuticals, Biotechnology & Life Sciences — 4.3%        
      240     Bio-Rad Laboratories, Inc. *     24,082  
      400     Cephalon, Inc. *     32,256  
      300     Charles River Laboratories International, Inc. *     9,936  
      400     Covance, Inc. *     19,824  
      1,500     Endo Pharmaceuticals Holdings, Inc. *     47,865  
      500     K-V Pharmaceutical Co.-Class A *     885  
      300     Medicis Pharmaceutical Corp.-Class A     11,670  
      500     PerkinElmer, Inc.     11,435  
      1,100     Viropharma, Inc. *     21,791  
      400     Watson Pharmaceuticals, Inc. *     26,848  
                     
            Total Pharmaceuticals, Biotechnology & Life Sciences     206,592  
                     
                     
            Real Estate — 0.2%        
      400     Capstead Mortgage Corp. REIT     5,324  
      700     Newcastle Investment Corp. REIT     3,871  
                     
            Total Real Estate     9,195  
                     
                     
            Retailing — 12.4%        
      400     Aaron’s, Inc.     10,656  
      900     Abercrombie & Fitch Co.-Class A     57,249  
      200     Advance Auto Parts, Inc.     12,144  
      300     ANN, Inc. *     7,071  
      400     Asbury Automotive Group, Inc. *     7,524  
      800     Ascena Retail Group, Inc. *     22,736  
      1,100     AutoNation, Inc. *     44,418  
      600     Buckle (The), Inc.     23,640  
      600     Cabela’s, Inc. *     14,070  
      200     Cato Corp. (The)-Class A     5,076  
      900     Chico’s FAS, Inc.     12,528  

         
    See accompanying notes to the financial statements.   9


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Retailing — continued        
      100     Core-Mark Holding Co., Inc. *     3,552  
      200     Destination Maternity Corp.     2,810  
      700     Dillard’s, Inc.-Class A     32,396  
      130     DSW, Inc.-Class A *     6,031  
      300     Express, Inc.     5,727  
      100     Family Dollar Stores, Inc.     5,339  
      300     Finish Line (The), Inc.-Class A     6,030  
      1,200     Foot Locker, Inc.     25,044  
      400     Fred’s, Inc.-Class A     4,580  
      1,400     GameStop Corp.-Class A *     33,502  
      300     Genesco, Inc. *     15,906  
      300     Group 1 Automotive, Inc.     12,525  
      100     Hibbett Sports, Inc. *     3,746  
      300     Jos. A. Bank Clothiers, Inc. *     15,375  
      400     Lithia Motors, Inc.-Class A     7,548  
      500     Men’s Wearhouse (The), Inc.     14,455  
      1,100     Penske Auto Group, Inc.     20,064  
      1,200     PetSmart, Inc.     50,616  
      900     Rent-A-Center, Inc.     25,362  
      300     Select Comfort Corp. *     4,764  
      100     Shoe Carnival, Inc. *     2,531  
      500     Sonic Automotive, Inc.     6,940  
      300     Stage Stores, Inc.     4,899  
      300     Tiffany & Co.     21,588  
      300     Tractor Supply Co.     18,411  
      900     Williams-Sonoma, Inc.     29,799  
                     
            Total Retailing     596,652  
                     
                     
            Semiconductors & Semiconductor Equipment — 1.3%        
      1,300     Entegris, Inc. *     9,776  
      1,600     Fairchild Semiconductor International, Inc. *     21,216  
      1,100     GT Advanced Technologies, Inc. *     13,431  
      300     MKS Instruments, Inc.     6,966  

         
10
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
            Semiconductors & Semiconductor Equipment — continued        
      800     Photronics, Inc. *     5,184  
      300     Spansion, Inc. *     4,503  
                     
            Total Semiconductors & Semiconductor Equipment     61,076  
                     
                     
            Software & Services — 6.9%        
      300     Alliance Data Systems Corp. *     28,023  
      400     Amdocs Ltd. *     10,988  
      400     CACI International, Inc.-Class A *     22,024  
      1,100     CIBER, Inc. *     3,608  
      1,100     Convergys Corp. *     11,715  
      400     DST Systems, Inc.     18,768  
      100     ePlus, Inc. *     2,516  
      400     Fair Isaac Corp.     10,220  
      700     Global Payments, Inc.     32,081  
      400     IAC/InterActiveCorp *     15,812  
      500     j2 Global Communications, Inc.     15,975  
      700     Jack Henry & Associates, Inc.     20,468  
      200     Mantech International Corp.-Class A     7,498  
      200     MAXIMUS, Inc.     7,398  
      50     MicroStrategy, Inc.-Class A *     6,144  
      2,300     MoneyGram International, Inc. *     5,911  
      500     Progress Software Corp. *     10,415  
      700     Synopsys, Inc. *     18,116  
      300     TeleNav, Inc. *     2,775  
      700     TeleTech Holdings, Inc. *     12,418  
      500     TIBCO Software, Inc. *     11,190  
      2,000     Total System Services, Inc.     36,300  
      1,200     United Online, Inc.     6,504  
      600     Valueclick, Inc. *     9,180  
      400     Web.com Group, Inc. *     3,776  
                     
            Total Software & Services     329,823  
                     

         
    See accompanying notes to the financial statements.   11


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            Technology Hardware & Equipment — 6.0%        
      300     Anixter International, Inc.     17,703  
      1,500     Arrow Electronics, Inc. *     46,800  
      1,500     Avnet, Inc. *     39,360  
      300     Black Box Corp.     7,416  
      400     Brightpoint, Inc. *     3,812  
      1,600     Ingram Micro, Inc.-Class A *     28,544  
      400     Insight Enterprises, Inc. *     7,528  
      200     Measurement Specialties, Inc. *     6,246  
      200     MTS Systems Corp.     7,224  
      700     NCR Corp. *     12,061  
      400     PC Connection, Inc. *     3,564  
      800     Polycom, Inc. *     19,040  
      200     Scansource, Inc. *     6,190  
      400     SYNNEX Corp. *     10,536  
      600     Tech Data Corp. *     28,248  
      1,800     Vishay Intertechnology, Inc. *     20,520  
      600     Zebra Technologies Corp. *     21,558  
                     
            Total Technology Hardware & Equipment     286,350  
                     
                     
            Telecommunication Services — 0.3%        
      200     IDT Corp.-Class B     4,370  
      300     USA Mobility, Inc.     4,551  
      1,000     Vonage Holdings Corp. *     3,620  
                     
            Total Telecommunication Services     12,541  
                     
                     
            Utilities — 0.5%        
      800     UGI Corp.     23,808  
                     
                     
            TOTAL COMMON STOCKS (COST $4,578,604)     4,731,423  
                     

         
12
  See accompanying notes to the financial statements.    


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Shares     Description   Value ($)  
                     
            MUTUAL FUNDS — 1.9%        
                     
            Affiliated Issuers — 1.9%        
      3,641     GMO U.S. Treasury Fund     91,048  
                     
                     
            TOTAL MUTUAL FUNDS (COST $91,048)     91,048  
                     
                     
            RIGHTS/WARRANTS — 0.2%        
                     
            Insurance — 0.2%        
      1,295     American International Group, Inc., Warrants, Strike 45.00 *     9,713  
                     
                     
            TOTAL RIGHTS/WARRANTS (COST $22,015)     9,713  
                     
                     
            SHORT-TERM INVESTMENTS — 0.5%        
                     
            Money Market Funds — 0.5%        
      23,750     State Street Institutional Treasury Money Market Fund-Institutional Class, 0.00% (a)     23,750  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $23,750)     23,750  
                     
                     
            TOTAL INVESTMENTS — 101.3%
(Cost $4,715,417)
    4,855,934  
            Other Assets and Liabilities (net) — (1.3%)     (61,418 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 4,794,516  
                     
 
Notes to Schedule of Investments:
 
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.

         
    See accompanying notes to the financial statements.   13


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $4,624,369) (Note 2)
  $ 4,764,886  
Investments in affiliated issuers, at value (cost $91,048) (Notes 2 and 10)
    91,048  
Dividends receivable
    2,669  
Receivable for expenses reimbursed by Manager (Note 5)
    10,139  
         
Total assets
    4,868,742  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Management fee
    1,214  
Shareholder service fee
    588  
Trustees and Trust Officers or agents unaffiliated with the Manager
    20  
Accrued expenses
    72,404  
         
Total liabilities
    74,226  
         
Net assets
  $ 4,794,516  
         
Net assets consist of:
       
Paid-in capital
  $ 13,037,813  
Distributions in excess of net investment income
    (294 )
Accumulated net realized loss
    (8,383,520 )
Net unrealized appreciation
    140,517  
         
    $ 4,794,516  
         
Net assets attributable to:
       
Class III shares
  $ 4,794,516  
         
Shares outstanding:
       
Class III
    616,634  
         
Net asset value per share:
       
Class III
  $ 7.78  
         

         
14
  See accompanying notes to the financial statements.    


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from unaffiliated issuers
  $ 36,707  
Interest
    84  
Dividends from affiliated issuers (Note 10)
    38  
         
Total investment income
    36,829  
         
Expenses:
       
Management fee (Note 5)
    10,550  
Shareholder service fee – Class III (Note 5)
    5,105  
Audit and tax fees
    28,888  
Custodian, fund accounting agent and transfer agent fees
    17,296  
Registration fees
    368  
Legal fees
    92  
Trustees fees and related expenses (Note 5)
    42  
Miscellaneous
    5,163  
         
Total expenses
    67,504  
Fees and expenses reimbursed by Manager (Note 5)
    (51,796 )
         
Net expenses
    15,708  
         
Net investment income (loss)
    21,121  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in unaffiliated issuers
    2,682,049  
Futures contracts
    3,967  
         
Net realized gain (loss)
    2,686,016  
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in unaffiliated issuers
    (2,744,322 )
         
Net realized and unrealized gain (loss)
    (58,306 )
         
Net increase (decrease) in net assets resulting from operations
  $ (37,185 )
         

         
    See accompanying notes to the financial statements.   15


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 21,121     $ 120,007  
Net realized gain (loss)
    2,686,016       1,894,568  
Change in net unrealized appreciation (depreciation)
    (2,744,322 )     907,536  
                 
                 
Net increase (decrease) in net assets from operations
    (37,185 )     2,922,111  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
    (58,785 )     (114,599 )
                 
Net share transactions (Note 9):
               
Class III
    (8,211,412 )     (998,002 )
Purchase premiums and redemption fees (Notes 2 and 9):
               
Class III
    42,230       6,265  
                 
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees
    (8,169,182 )     (991,737 )
                 
                 
Total increase (decrease) in net assets
    (8,265,152 )     1,815,775  
                 
Net assets:
               
Beginning of period
    13,059,668       11,243,893  
                 
End of period (including distributions in excess of net investment income of $294 and accumulated undistributed net investment income of $37,370, respectively)
  $ 4,794,516     $ 13,059,668  
                 

         
16
  See accompanying notes to the financial statements.    


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 8.24     $ 6.53     $ 4.44     $ 7.36     $ 10.01     $ 10.52  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.03       0.07       0.07       0.10       0.13       0.15  
Net realized and unrealized gain (loss)
    (0.45 )     1.71       2.10       (2.92 )     (1.87 )     0.68  
                                                 
                                                 
Total from investment operations
    (0.42 )     1.78       2.17       (2.82 )     (1.74 )     0.83  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
    (0.04 )     (0.07 )     (0.08 )     (0.10 )     (0.13 )     (0.20 )
From net realized gains
                            (0.78 )     (1.14 )
                                                 
                                                 
Total distributions
    (0.04 )     (0.07 )     (0.08 )     (0.10 )     (0.91 )     (1.34 )
                                                 
                                                 
Net asset value, end of period
  $ 7.78     $ 8.24     $ 6.53     $ 4.44     $ 7.36     $ 10.01  
                                                 
                                                 
Total Return(a)
    (5.09 )%**     27.43 %     49.15 %     (38.76 )%     (18.73 )%     8.71 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 4,795     $ 13,060     $ 11,244     $ 13,119     $ 35,230     $ 58,452  
Net expenses to average daily net assets
    0.46 %(b)*     0.46 %(b)     0.46 %     0.46 %     0.46 %     0.46 %
Net investment income (loss) to average daily net assets
    0.62 %*     1.02 %     1.27 %     1.46 %     1.44 %     1.46 %
Portfolio turnover rate
    57 %**     106 %     175 %     73 %     63 %     79 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    1.52 %*     0.81 %     0.65 %     0.43 %     0.19 %     0.22 %
Purchase premiums and redemption fees consisted of the following per share amounts (Note 2):
  $ 0.05     $ 0.00 (c)   $ 0.02     $ 0.02     $ 0.01     $ 0.02  
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(c) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   17


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Small/Mid Cap Value Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks long-term capital growth. The Manager seeks to achieve the Fund’s investment objective by investing in equities or groups of equities that the Manager believes will provide higher returns than the Russell 2500 Value Index.
 
The Manager uses active investment management methods, which means that equities are bought and sold according to the Manager’s evaluation of companies’ published financial information, securities’ prices, equity and bond markets, and the overall economy.
 
In selecting equities for the Fund, the Manager may use a combination of quantitative and qualitative investment methods to identify equities that the Manager believes present positive return potential relative to other equities. Some of these methods evaluate individual equities or a group of equities (e.g., equities of companies in a particular industry) based on the ratio of their price to historical financial information, including book value, cash flow and earnings, and forecasted financial information provided by industry analysts. The Manager may compare these ratios to industry or market averages in assessing the relative attractiveness of an equity or a group of equities. Other methods used by the Manager focus on evaluating patterns of price movement or volatility of an equity or group of equities relative to the Fund’s investment universe. The Manager also may adjust the Fund’s portfolio for factors such as position size, industry and sector exposure, and market capitalization.
 
As a substitute for direct investments in equities, the Manager may use exchange-traded and over-the-counter (“OTC”) derivatives. The Manager also may use derivatives: (i) in an attempt to reduce investment exposures (which may result in a reduction below zero); (ii) in an attempt to adjust elements of the Fund’s investment exposure; and (iii) to effect transactions intended as substitutes for securities lending. Derivatives used may include futures, options and swap contracts. In addition, the Fund may lend its portfolio securities.
 
The Fund typically invests directly and indirectly (e.g., through other GMO Funds (the “underlying funds”) or derivatives) in equities of U.S. companies that issue stocks included in the Russell 2500 Index, a U.S. stock index, and in companies with similar market capitalizations (“small- and mid-cap companies”). Under normal circumstances, the Fund invests directly and indirectly at least 80% of its assets in investments in small- and mid-cap companies tied economically to the U.S. The term “equities” refers to direct and indirect investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.

         
18
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the OTC market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The

         
        19


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Common Stocks
  $ 4,731,423     $     $      —     $ 4,731,423  
Mutual Funds
    91,048                   91,048  
Rights and Warrants
          9,713             9,713  
Short-Term Investments
    23,750                   23,750  
                                 
Total Investments
    4,846,221       9,713             4,855,934  
                                 
Total
  $ 4,846,221     $ 9,713     $     $ 4,855,934  
                                 
 
All of the Fund’s common stocks held at period end are classified as Level 1. Please refer to the Schedule of Investments for a more detailed categorization of common stocks.
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements.

         
20
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards, post-October capital losses and losses realized in the future, if any, subsequent to February 28, 2011 could be subject to further limitations imposed by the Code related to share ownership activity. The Fund’s capital loss carry forwards expire as follows:
 
         
February 28, 2017
  $ (4,305,159 )
February 28, 2018
    (6,707,154 )
         
Total
  $ (11,012,313 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.

         
        21


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 4,738,785     $ 485,514     $ (368,365 )   $ 117,149      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative

         
22
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
Purchases and redemptions of Fund shares
For the period ended August 31, 2011, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. Purchase premiums and redemption fees are paid to and retained by the Fund to help offset non-de minimis estimated portfolio transaction costs and other related costs (e.g., bid to ask spreads, stamp duties and transfer fees) incurred by the Fund (directly or indirectly through investments in underlying funds) as a result of the purchase or redemption, by allocating estimated transaction costs to the purchasing or redeeming shareholder. Such fees are recorded as a component of the Fund’s net share transactions. The Fund may impose a new purchase premium and/or redemption fee or modify or eliminate an existing fee at any time.
 
Purchase premiums are not charged on reinvestments of distributions. Redemption fees apply to all shares of the Fund regardless of how the shares were acquired (e.g., by direct purchase or by reinvestment of dividends or other distributions).
 
If the Manager determines that any portion of a cash purchase or redemption, as applicable, is offset by a corresponding cash redemption or purchase occurring on the same day, it ordinarily will waive or reduce the purchase premium or redemption fee with respect to that portion.
 
The Manager may waive or reduce the purchase premium or redemption fee relating to a cash purchase or redemption of the Fund’s shares if the Fund will not incur transaction costs or will incur reduced transaction costs.
 
The Manager will waive or reduce the purchase premium when securities are used to purchase the Fund’s shares except to the extent that the Fund incurs transaction costs (e.g., stamp duties or transfer fees) in connection with the transfer of those securities. The Fund may waive or reduce redemption fees when it uses portfolio securities to redeem its shares. However, when a substantial portion of the Fund is being redeemed in-kind, the Fund may nonetheless charge a redemption fee equal to known or estimated costs.
 
Purchase premiums or redemption fees generally will not be waived for purchases and redemptions of Fund shares executed through brokers or agents, including, without limitation, intermediary platforms that are allowed pursuant to agreements with GMO Trust to transmit orders for purchases and redemptions to the Manager the day after those orders are received by the broker or agent.

         
        23


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If the Fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of value of those investments. The Fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund normally does not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Liquidity Risk — Shares of small- and mid-cap companies often have lower trading volumes and a limited number or no market makers. Thus, a large position may limit or prevent the Fund from selling those shares or unwinding derivative positions on them at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small- and midcap companies often are less widely

         
24
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk and counterparty risk.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Leveraging Risk — The Fund’s use of derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Focused Investment Risk — Focusing investments in sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. For example, the Fund may use derivatives instead of investing directly in equity securities, including using equity derivatives to maintain equity exposure when it holds cash by “equitizing” its cash balances using futures contracts or other types of derivatives.
 
The Fund also may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero).

         
        25


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
In addition, the Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors and markets without actually having to sell existing investments or make new direct investments. For example, if the Fund holds a large proportion of stocks of companies in a particular sector and the Manager believes that stocks of companies in another sector will outperform those stocks, the Fund might use a short futures contract on an appropriate index (to synthetically “sell” a portion of the Fund’s portfolio) in combination with a long futures contract on another index (to synthetically “buy” exposure to that index).
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund does not employ leverage as a principal investment strategy, but the Fund may have net long exposure in excess of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.

         
26
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates, or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things, restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in

         
        27


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to maintain the diversity and liquidity of the portfolio. The Fund had no futures contracts outstanding at the end of the period.
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no written option contracts outstanding at the end of the period.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains

         
28
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon

         
        29


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. The Fund had no swap agreements outstanding at the end of the period.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use

         
30
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. During the period ended August 31, 2011, the Fund held rights and/or warrants received as a result of corporate actions. Rights and/or warrants held by the Fund at the end of the period are listed in the Fund’s Schedule of Investments.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (rights and/or warrants)
  $      —     $      —     $      —     $ 9,713     $      —     $ 9,713  
                                                 
Total
  $     $     $     $ 9,713     $     $ 9,713  
                                                 
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (rights and/or warrants)
  $      —     $      —     $      —     $ (1,421 )   $      —     $ (1,421 )
Futures contracts
                      3,967             3,967  
                                                 
Total
  $     $     $     $ 2,546     $     $ 2,546  
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (rights and/or warrants)
  $     $     $     $ (4,229 )   $     $ (4,229 )
                                                 
Total
  $     $     $     $ (4,229 )   $     $ (4,229 )
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.

         
        31


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The volume of derivative activity, based on absolute values (futures contracts and rights and/or warrants) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                 
    Futures
  Rights and/or
    contracts   Warrants
 
Average amount outstanding
  $ 30,032     $ 13,240  
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.31% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition to the contractual expense reimbursement described above, the Manager has contractually agreed to reimburse the Fund for the amount of fees and expenses incurred indirectly by the Fund through its direct or indirect investment in U.S. Treasury Fund (excluding U.S. Treasury Fund’s Excluded Fund Fees and Expenses), subject to a maximum total reimbursement to the Fund of such fees and expenses equal to the Fund’s Expense Reimbursement Amount. These expense limitations will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $42 and $12, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.

         
32
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
           
service fees and
    Indirect Shareholder
     
interest expense)     Service Fees     Total Indirect Expenses
<0.001%
    0.000%     <0.001%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2011 aggregated $3,804,420 and $11,776,809, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 72.95% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund’s outstanding shares. One of the shareholders is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 2.87% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 78.06% of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        33


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    48,112     $ 354,135       9,533     $ 74,379  
Shares issued to shareholders in
reinvestment of distributions
    6,420       53,396       14,611       105,923  
Shares repurchased
    (1,023,344 )     (8,618,943 )     (161,695 )     (1,178,304 )
Purchase premiums
          454             374  
Redemption fees
          41,776             5,891  
                                 
Net increase (decrease)
    (968,812 )   $ (8,169,182 )     (137,551 )   $ (991,737 )
                                 
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                 
    Value,
              Distributions
  Value,
    beginning of
      Sales
  Dividend
  of Realized
  end of
Affiliate   period   Purchases   Proceeds   Income   Gains   period
 
GMO U.S Treasury Fund
  $ 185,000     $ 561,000     $ 654,952     $ 38     $      —     $ 91,048  
                                                 
Totals
  $ 185,000     $ 561,000     $ 654,952     $ 38     $     $ 91,048  
                                                 

         
34
       


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three-, five-, seven- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        35


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management and shareholder servicing agreements. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management and shareholder servicing fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to the Manager’s separate account clients and the expenses and risks borne by the Manager as a result of the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding its profits on the management and shareholder services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees also considered that the fee charged under the Fund’s management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the management agreements of exchange-traded funds (“ETFs”) and other funds, including other funds of the Trust, in which it may invest. The Trustees also considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the

         
36
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        37


 

GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
38
       


 

 
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.46 %   $ 1,000.00     $ 949.10     $ 2.25  
2) Hypothetical
    0.46 %   $ 1,000.00     $ 1,022.82     $ 2.34  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        39


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Short-Term Investments
    100.0 %
Other
    (0.0 )^
         
      100.0 %
         
 
Ù Rounds to (0.0)%

         
        1


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares/
           
Par Value ($)     Description   Value ($)  
            SHORT-TERM INVESTMENTS — 100.0%        
                     
            Money Market Funds — 0.0%        
      58,617     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00%(a)     58,617  
                     
                     
            U.S. Government — 100.0%        
      41,675,000     U.S. Treasury Bill, 0.00%, due 09/08/11 (b)     41,675,073  
      26,800,000     U.S. Treasury Bill, 0.00%, due 09/15/11 (b)     26,800,000  
      59,400,000     U.S. Treasury Bill, 0.00%, due 09/22/11 (b)     59,399,972  
      473,770,000     U.S. Treasury Bill, 0.02%, due 10/06/11 (b)     473,758,886  
      43,325,000     U.S. Treasury Bill, 0.05%, due 10/13/11 (b)     43,322,473  
      281,065,000     U.S. Treasury Bill, 0.09%, due 10/27/11 (b)     281,025,651  
      300,000,000     U.S. Treasury Bill, 0.05%, due 11/10/11 (b)     299,993,100  
      261,625,000     U.S. Treasury Bill, 0.02%, due 11/17/11 (b)     261,608,256  
      200,000,000     U.S. Treasury Bill, 0.02%, due 11/25/11 (b)     199,993,800  
      500,000,000     U.S. Treasury Bill, 0.02%, due 12/01/11 (b)     499,977,000  
      50,000,000     U.S. Treasury Note, 1.00%, due 09/30/11     50,036,784  
      21,000,000     U.S. Treasury Note, 1.00%, due 10/31/11     21,032,802  
                     
            Total U.S. Government     2,258,623,797  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $2,258,671,069)     2,258,682,414  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $2,258,671,069)
    2,258,682,414  
            Other Assets and Liabilities (net) — (0.0%)     (47,306 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 2,258,635,108  
                     
 
Notes to Schedule of Investments:
 
(a) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(b) Rate shown represents yield-to-maturity.

         
2
  See accompanying notes to the financial statements.    


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $2,258,671,069) (Note 2)
  $ 2,258,682,414  
Receivable for investments sold
    523,047,472  
Receivable for Fund shares sold
    19,978,000  
Interest receivable
    281,172  
Receivable for expenses reimbursed by Manager (Note 5)
    181,708  
         
Total assets
    2,802,170,766  
         
         
Liabilities:
       
Payable for investments purchased
    499,981,040  
Payable for Fund shares repurchased
    43,225,665  
Payable to affiliate for (Note 5):
       
Management fee
    151,855  
Trustees and Trust Officers or agents unaffiliated with the Manager
    4,388  
Dividend payable
    43,224  
Accrued expenses
    129,486  
         
Total liabilities
    543,535,658  
         
Net assets
  $ 2,258,635,108  
         
Net assets consist of:
       
Paid-in capital
  $ 2,258,297,828  
Accumulated net realized gain
    325,935  
Net unrealized appreciation
    11,345  
         
Net assets
  $ 2,258,635,108  
         
Shares outstanding:
    90,322,239  
         
Net asset value per share:
  $ 25.01  
         

         
    See accompanying notes to the financial statements.   3


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 664,454  
Dividends
    32  
         
Total investment income
    664,486  
         
Expenses:
       
Management fee (Note 5)
    808,719  
Custodian, fund accounting agent and transfer agent fees
    88,504  
Legal fees
    30,912  
Audit and tax fees
    29,900  
Trustees fees and related expenses (Note 5)
    16,300  
Registration fees
    8,592  
Miscellaneous
    15,577  
         
Total expenses
    998,504  
Fees and expenses reimbursed by Manager (Note 5)
    (975,827 )
Expense reductions (Note 2)
    (109 )
         
Net expenses
    22,568  
         
Net investment income (loss)
    641,918  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments
    337,905  
         
Change in net unrealized appreciation (depreciation) on investments
    14,491  
         
Net realized and unrealized gain (loss)
    352,396  
         
Net increase (decrease) in net assets resulting from operations
  $ 994,314  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 641,918     $ 1,400,258  
Net realized gain (loss)
    337,905       127,935  
Change in net unrealized appreciation (depreciation)
    14,491       31,094  
                 
                 
Net increase (decrease) in net assets from operations
    994,314       1,559,287  
                 
Distributions to shareholders from:
               
Net investment income
    (641,918 )     (1,400,258 )
Net realized gains
    (99,399 )     (95,016 )
                 
      (741,317 )     (1,495,274 )
                 
Net share transactions (Note 9):
    443,829,034       1,268,413,134  
                 
                 
Total increase (decrease) in net assets
    444,082,031       1,268,477,147  
                 
Net assets:
               
Beginning of period
    1,814,553,077       546,075,930  
                 
End of period
  $ 2,258,635,108     $ 1,814,553,077  
                 

         
    See accompanying notes to the financial statements.   5


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)

Financial Highlights
(For a share outstanding throughout the period)
 
                         
            Period from
            March 17, 2009
    Six Months Ended
      (commencement of
    August 31, 2011
  Year Ended
  operations) through
    (Unaudited)   February 28, 2011   February 28, 2010
 
Net asset value, beginning of period
  $ 25.00     $ 25.00     $ 25.00  
                         
                         
Income (loss) from investment operations:
                       
Net investment income (loss)
    0.01       0.03       0.04  
Net realized and unrealized gain (loss)
    0.01       0.00 (a)     0.02  
                         
                         
Total from investment operations
    0.02       0.03       0.06  
                         
                         
Less distributions to shareholders:
                       
From net investment income
    (0.01 )     (0.03 )     (0.05 )
From net realized gains
    (0.00 )(b)     (0.00 )(b)     (0.01 )
                         
                         
Total distributions
    (0.01 )     (0.03 )     (0.06 )
                         
                         
Net asset value, end of period
  $ 25.01     $ 25.00     $ 25.00  
                         
                         
Total Return(c)
    0.08 %**     0.15 %     0.25 %**
                         
Ratios/Supplemental Data:
                       
Net assets, end of period (000’s)
  $ 2,258,635     $ 1,814,553     $ 546,076  
Net expenses to average daily net assets
    0.00 *(d) (e)     0.00 %(d)     0.00 %(d)*
Net investment income (loss) to average daily net assets
    0.06 %*     0.13 %     0.18 %*
Portfolio turnover rate(f)
    0 %**     0 %     0 %**
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets
    0.10 %*     0.11 %     0.12 %*
 
(a) Net realized and unrealized gain (loss) was less than $0.01 per share.
(b) Distributions from net realized gains were less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assume the effect of reinvested distribution. Without the waivers, total returns would have been 0.04%, 0.07% and 0.17%, respectively for the six months ended August 31, 2011 and for the fiscal year and/or period ended February 28, 2011 and February 28, 2010.
(d) Total net expenses were less than 0.01% to average daily net assets.
(e) The net expense ratio does not include the effect of expense reductions (Note 2).
(f) Portfolio turnover rate calculation excludes short-term investments.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
6
  See accompanying notes to the financial statements.    


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO U.S. Treasury Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks liquidity and safety of principal with current income as a secondary objective. Under normal circumstances, the Fund invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in Direct U.S. Treasury Obligations and repurchase agreements collateralized by these Obligations. “Direct U.S. Treasury Obligations” include U.S. Treasury bills, bonds and notes and other securities issued by the U.S. Treasury, as well as Separately Traded Registered Interest and Principal Securities (“STRIPS”) and other zero-coupon securities. The Manager normally seeks to maintain an interest rate duration of one year or less for the Fund’s portfolio.
 
The Fund may also enter into repurchase agreements, under which the Fund purchases a security backed by the full faith and credit of the U.S. government from a seller who simultaneously commits to repurchase, on an agreed upon date in the future, the security from the Fund at the original purchase price plus an agreed upon amount representing the original purchase price plus interest. The counterparties in repurchase agreements are typically broker-dealers and banks, and the safety of the arrangement is dependent on, among other things, the Fund having an interest in the security that can be realized in the event of the insolvency of the counterparty.
 
In addition to Direct U.S. Treasury Obligations, the Fund may invest in other fixed-income securities that are backed by the full faith and credit of the U.S. government, such as guaranteed securities issued by the Government National Mortgage Association (“GNMA”) and the Federal Deposit Insurance Corporation (“FDIC”). For cash management purposes, the Fund may invest in unaffiliated money market funds.
 
Although the fixed-income securities purchased by the Fund normally will have a stated or remaining maturity of one year or less, Direct U.S. Treasury Obligations purchased pursuant to repurchase agreements may not, and, therefore, if the counterparty to the repurchase agreement defaults, the Fund may end up owning a security with a stated or remaining maturity of more than one year.
 
The Fund is not a money market fund and is not subject to the duration, quality, diversification and other requirements applicable to money market funds.
 
In selecting U.S. Treasury securities for the Fund’s portfolio, the Manager focuses primarily on the relative attractiveness of different obligations (such as bonds, notes or bills), which can vary depending on the

         
        7


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
general level of interest rates as well as supply/demand imbalances and other market conditions. The Fund’s benchmark is the Citigroup 3-Month Treasury Bill Index.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

         
8
       


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. U.S. Treasury Bills having sixty days or less to final maturity were valued using amortized cost.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Short-Term Investments
  $ 1,282,663,575     $ 976,018,839     $      —     $ 2,258,682,414  
                                 
Total Investments
    1,282,663,575       976,018,839             2,258,682,414  
                                 
Total
  $ 1,282,663,575     $ 976,018,839     $     $ 2,258,682,414  
                                 
 
At August 31, 2011, the Fund’s investments in U.S. Treasury Bills having sixty days or less to final maturity were valued using amortized cost, in accordance with rules under the Investment Company Act of 1940. Amortized cost approximates the current fair value of a security, as the value is not obtained from a quoted price in an active market. Securities valued at amortized cost are considered to be valued using Level 2.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011 whose fair value was categorized using Level 3 inputs.

         
        9


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare distributions from net investment income daily, and will pay distributions on the first business day following the end of each month in which distributions were declared. The Fund’s policy is to declare and pay distributions from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the Fund’s financial statements as a return of capital for tax purposes.

         
10
       


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 2,258,671,069     $ 23,176     $ (11,831 )   $ 11,345      
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 28, 2010 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Coupon income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.

         
        11


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds.
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the market value of the Fund’s U.S. Treasury and other fixed income securities will decline during periods of rising interest rates, and yields on the Fund’s securities may equal or approach zero under some market conditions.
 
• Credit Risk — Securities issued by the U.S. Treasury or U.S. government agencies generally present minimal credit risk. However, a security backed by the full faith and credit of the U.S. government is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate.
 
• Focused Investment Risk — Focusing investments in a particular type of security (e.g., Direct U.S. Treasury Obligations) creates additional risk.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund is also subject to the risk that

         
12
       


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative contracts.
 
5. Fees and other transactions with affiliates
 
GMO receives a management fee for the services it provides to the Fund. That fee is paid monthly at the annual rate of 0.08% of average daily net assets. The Manager has voluntarily agreed to waive the Fund’s management fee and to reimburse the Fund to the extent the Fund’s total annual operating expenses exceed 0.00% of the Fund’s average daily net assets (excluding the Fund’s Excluded Fund Fees and Expenses described below). The Manager may change or terminate these voluntary waivers and reimbursements at any time, and these voluntary waivers and reimbursements are in addition to the Manager’s contractual expense reimbursement agreement described below. During any period for which these voluntary waivers and reimbursements are in effect, the Fund will incur management fees at an annual rate lower than 0.08% of the Fund’s average daily net assets, and, as a result, total annual operating expenses after expense reimbursement for the Fund will be lower.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.08% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011

         
        13


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
was $16,300 and $6,377, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
6. Purchases and sales of securities
 
There were no purchases or sales of securities, excluding short-term investments, for the period ended August 31, 2011.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 72.35% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund’s outstanding shares. Each of the shareholders are other funds of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, 0.33% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 94.67% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
    Shares   Amount   Shares   Amount
                 
 
Shares sold
    118,876,123     $ 2,972,843,014       167,092,973     $ 4,177,381,162  
Shares issued to shareholders in reinvestment of distributions
    14,578       364,518       43,739       1,093,488  
Shares repurchased
    (101,144,151 )     (2,529,378,498 )     (116,400,442 )     (2,910,061,516 )
                                 
Net increase (decrease)
    17,746,550     $ 443,829,034       50,736,270     $ 1,268,413,134  
                                 

         
14
       


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
        15


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fees payable to the Manager under the Fund’s management agreement. The Trustees considered information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives. In evaluating the Fund’s management fee arrangements, the Trustees took into account the sophistication of the investment techniques used to manage the Fund. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also reviewed information provided by the Manager regarding its profits on the management services (excluding distribution services) it provided to the Fund and the Trust, including the effect of recent changes in assets under management. In considering that information, the Trustees took into account so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. In addition, the Trustees considered possible economies of scale to the Manager, including the effective fee rate for the Fund on its first dollar of assets and at recent asset levels, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the management fee charged to the Fund was reasonable.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the

         
16
       


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
        17


 

GMO U.S. Treasury Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below for each class provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
18
       


 

 
GMO U.S. Treasury Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio*   Value   Value   Incurred**
1) Actual
    0.00 %   $ 1,000.00     $ 1,000.80     $ 0.00  
2) Hypothetical
    0.00 %   $ 1,000.00     $ 1,025.14     $ 0.00  
                                 
 
            * Annualized net expense ratios are less than 0.01%.
            ** Expenses are calculated using the annualized net expense ratio for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
        19


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO’s website at www.gmo.com a complete schedule of portfolio holdings.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
 


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary*   % of Total Net Assets  
Common Stocks
    94.2 %
Short-Term Investments
    3.8  
Preferred Stocks
    0.7  
Investment Funds
    0.1  
Debt Obligations
    0.0 Ù
Swap Agreements
    0.0 Ù
Rights and Warrants
    0.0 Ù
Forward Currency Contracts
    (0.0 )Ù
Futures Contracts
    (0.4 )
Other
    1.6  
         
      100.0 %
         
 
         
Country / Region Summary**   % of Investments  
United States
    43.6 %
Japan
    14.2  
United Kingdom
    12.0  
France
    5.3  
Germany
    4.5  
Switzerland
    4.5  
Emerging***
    3.0  
Italy
    2.2  
Netherlands
    1.4  
Canada
    1.3  
Spain
    1.3  
Hong Kong
    1.2  
Sweden
    1.2  
Singapore
    1.1  
Australia
    0.9  
Belgium
    0.5  
Denmark
    0.5  
Austria
    0.3  
Finland
    0.3  
Greece
    0.2  
Ireland
    0.2  
Israel
    0.1  
New Zealand
    0.1  
Norway
    0.1  
         
      100.0 %
         

         
        1


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2011 (Unaudited)
 
 
* The table above shows indirect asset class exposure associated with investments in other funds of GMO Trust (“underlying funds”).
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments and includes exposure through the use of certain derivative financial instruments, if any. The table excludes exposure through forward currency contracts.
*** The “Emerging” exposure is comprised of: Brazil, Chile, China, Czech Republic, Egypt, Hungary, India, Indonesia, Malaysia, Mexico, Morocco, Philippines, Poland, Russia, South Africa, South Korea, Sri Lanka, Taiwan, Thailand, and Turkey.
Ù Rounds to 0.0%.

         
2
       


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
Shares /
           
Par Value ($)     Description   Value ($)  
            MUTUAL FUNDS — 100.0%        
                     
            Affiliated Issuers — 100.0%        
      2,614,238     GMO Emerging Markets Fund, Class VI     33,619,101  
      2,623,976     GMO Flexible Equities Fund, Class VI     47,021,645  
      10,911,912     GMO International Growth Equity Fund, Class IV     245,299,784  
      12,005,683     GMO International Intrinsic Value Fund, Class IV     245,035,988  
      22,879,781     GMO Quality Fund, Class VI     479,789,003  
      8,380,886     GMO U.S. Core Equity Fund, Class VI     97,721,135  
                     
                     
            TOTAL MUTUAL FUNDS (COST $1,096,639,961)     1,148,486,656  
                     
                     
            SHORT-TERM INVESTMENTS — 0.0%        
                     
            Time Deposits — 0.0%        
      25,222     State Street Eurodollar Time Deposit, 0.01%, due 09/01/11     25,222  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $25,222)     25,222  
                     
                     
            TOTAL INVESTMENTS — 100.0%
(Cost $1,096,665,183)
    1,148,511,878  
            Other Assets and Liabilities (net) — (0.0%)     (74,206 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 1,148,437,672  
                     

         
    See accompanying notes to the financial statements.   3


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments in unaffiliated issuers, at value (cost $25,222) (Note 2)
  $ 25,222  
Investments in affiliated issuers, at value (cost $1,096,639,961) (Notes 2 and 10)
    1,148,486,656  
Receivable for expenses reimbursed by Manager (Note 5)
    12,552  
         
Total assets
    1,148,524,430  
         
         
Liabilities:
       
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    2,560  
Accrued expenses
    84,198  
         
Total liabilities
    86,758  
         
Net assets
  $ 1,148,437,672  
         
Net assets consist of:
       
Paid-in capital
  $ 1,321,707,571  
Accumulated undistributed net investment income
    13,456,872  
Accumulated net realized loss
    (238,573,466 )
Net unrealized appreciation
    51,846,695  
         
    $ 1,148,437,672  
         
Net assets attributable to:
       
Class III shares
  $ 1,148,437,672  
         
Shares outstanding:
       
Class III
    61,630,954  
         
Net asset value per share:
       
Class III
  $ 18.63  
         

         
4
  See accompanying notes to the financial statements.    


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Dividends from affiliated issuers (Note 10)
  $ 13,471,770  
Interest
    2  
         
Total investment income
    13,471,772  
         
Expenses:
       
Custodian, fund accounting agent and transfer agent fees
    25,116  
Legal fees
    21,804  
Audit and tax fees
    17,112  
Trustees fees and related expenses (Note 5)
    10,866  
Registration fees
    1,196  
Miscellaneous
    12,848  
         
Total expenses
    88,942  
Fees and expenses reimbursed by Manager (Note 5)
    (73,876 )
Expense reductions (Note 2)
    (166 )
         
Net expenses
    14,900  
         
Net investment income (loss)
    13,456,872  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments in affiliated issuers
    (47,961,392 )
Realized gains distributions from affiliated issuers (Note 10)
    2,744,893  
         
Net realized gain (loss)
    (45,216,499 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments in affiliated issuers
    (12,527,313 )
         
Net realized and unrealized gain (loss)
    (57,743,812 )
         
Net increase (decrease) in net assets resulting from operations
  $ (44,286,940 )
         

         
    See accompanying notes to the financial statements.   5


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 13,456,872     $ 17,971,383  
Net realized gain (loss)
    (45,216,499 )     (57,573,804 )
Change in net unrealized appreciation (depreciation)
    (12,527,313 )     224,406,335  
                 
                 
Net increase (decrease) in net assets from operations
    (44,286,940 )     184,803,914  
                 
Distributions to shareholders from:
               
Net investment income
               
Class III
          (17,986,274 )
                 
Net share transactions (Note 9):
               
Class III
    (22,318,121 )     (11,614,518 )
                 
Total increase (decrease) in net assets
    (66,605,061 )     155,203,122  
                 
Net assets:
               
Beginning of period
    1,215,042,733       1,059,839,611  
                 
End of period (including accumulated undistributed net investment income of $13,456,872 and $0, respectively)
  $ 1,148,437,672     $ 1,215,042,733  
                 

         
6
  See accompanying notes to the financial statements.    


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Financial Highlights
(For a Class III share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31, 2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 19.32     $ 16.74     $ 12.29     $ 21.71     $ 24.25     $ 22.49  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)(a)†
    0.21       0.28       0.42       0.53       0.43       0.40  
Net realized and unrealized gain (loss)
    (0.90 )     2.59       4.47       (8.50 )     0.01 (b)     2.93  
                                                 
                                                 
Total from investment operations
    (0.69 )     2.87       4.89       (7.97 )     0.44       3.33  
                                                 
                                                 
Less distributions to shareholders:
                                               
From net investment income
          (0.29 )     (0.44 )     (0.54 )     (1.10 )     (0.73 )
From net realized gains
                      (0.91 )     (1.88 )     (0.84 )
                                                 
                                                 
Total distributions
          (0.29 )     (0.44 )     (1.45 )     (2.98 )     (1.57 )
                                                 
                                                 
Net asset value, end of period
  $ 18.63     $ 19.32     $ 16.74     $ 12.29     $ 21.71     $ 24.25  
                                                 
                                                 
Total Return(c)
    (3.57 )%**     17.19 %     39.64 %     (38.63 )%     0.72 %     14.94 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 1,148,438     $ 1,215,043     $ 1,059,840     $ 698,525     $ 944,374     $ 902,324  
Net expenses to average daily net assets(d)(e)
    0.00 %(f)*     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %(f)     0.00 %
Net investment income (loss) to average daily net assets(a)
    2.19 %*     1.61 %     2.64 %     2.89 %     1.72 %     1.68 %
Portfolio turnover rate
    10 %**     20 %     16 %     35 %     20 %     12 %
Fees and expenses reimbursed by the Manager to average daily net assets:
    0.01 %*     0.01 %     0.02 %     0.01 %     0.01 %     0.02 %
Purchase premiums and redemption fees consisted of the following per share amounts:
                    $ 0.00 (g)   $ 0.00 (g)   $ 0.01  
 
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (Note 5).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions (Note 2).
(g) Purchase premiums and redemption fees were less than $0.01 per share.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
    See accompanying notes to the financial statements.   7


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO World Opportunities Equity Allocation Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the MSCI World Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds and the GMO U.S. Equity Funds. The Fund also may invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund and GMO Alternative Asset Opportunity Fund (GMO Funds in which the Fund invests are collectively referred to as “underlying funds”). In addition, the Fund may hold securities directly. Although the Fund’s primary exposure is to foreign and U.S. equity investments (which may include emerging country equities, both growth and value style equities and equities of any market capitalization), the Fund also may have exposure to foreign and U.S. fixed income securities (including fixed income securities of any credit quality and having any maturity or duration), the investment returns of commodities and, from time to time, other alternative asset classes. Under normal circumstances, the Fund invests (including through investment in the underlying funds) at least 80% of its assets in equity investments. The term “equity investments” refers to direct and indirect (e.g., through the underlying funds) investments in common stocks and other stock-related securities, such as preferred stocks, convertible securities and depositary receipts.
 
The Manager uses multi-year forecasts of relative value and risk among asset classes (e.g., U.S. equity, foreign equity, emerging country equity, emerging country debt, foreign fixed income, U.S. fixed income and commodities) to select the underlying funds in which the Fund invests and to decide how much to invest in each. The Manager changes the Fund’s holdings of underlying funds in response to changes in its investment outlook and market valuations and may use redemption/purchase activity to rebalance the Fund’s investments.
 
For cash management purposes, the Fund may invest in GMO U.S. Treasury Fund and unaffiliated money market funds. The Fund normally does not take temporary defensive positions. To the extent the Fund takes temporary defensive positions, it may not achieve its investment objective.
 
The financial statements of the underlying funds should be read in conjunction with the Fund’s financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO’s website at www.gmo.com.

         
8
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Shares of the underlying funds and other investment funds are generally valued at their net asset value. Investments held by the underlying funds are valued as follows: Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. As of August 31, 2011, the total value of securities held indirectly that were fair valued using methods determined in good faith by or at the direction of the Trustees of the Trust represented 0.1% of net assets. The underlying funds classify such securities (as defined below) as Level 3.
 
Additionally, the fair value of equity securities listed on foreign exchanges and securities markets that are closed prior to the time of closing of the NYSE due to time zone differences (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) will be adjusted, to the extent practicable and available, based on inputs from an independent pricing service approved by the Trustees. The table below shows the percentage of the net assets of the Fund, either directly or though investments in the underlying funds, that were valued using fair value prices obtained from an independent pricing service as of August 31, 2011. These securities listed on foreign exchanges (including the value of equity securities that underlie futures (to the extent the market for such futures closes prior to the time of closing of the NYSE) and derivatives) are

         
        9


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
classified as being valued using Level 2 inputs in the table below or in the disclosures in the underlying funds.
 
           
Security Type     Percentage of Net Assets of the Fund
Equity Securities
      50.0 %
           
Futures Contracts
      (0.4 )%
           
Swap Agreements
      (0.0 )%Ù
           
 
            Ù Rounds to 0.0%.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant.

         
10
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Mutual Funds
  $ 1,148,486,656     $      —     $      —     $ 1,148,486,656  
Short-Term Investments
    25,222                   25,222  
                                 
Total Investments
    1,148,511,878                   1,148,511,878  
                                 
Total
  $ 1,148,511,878     $     $     $ 1,148,511,878  
                                 
 
The underlying funds held at period end are classified above as Level 1. For the summary of valuation inputs (including Level 3 inputs, if any) of the underlying funds, please refer to the underlying funds’ portfolio valuation notes in their financial statements. The aggregate net values of the Fund’s indirect investments in securities and derivative financial instruments using Level 3 inputs were 0.1% and 0.0% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The Fund held no investments or derivative financial instruments directly at either August 31, 2011 or February 28, 2011, whose fair value was categorized using Level 3 inputs.
 
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryforwards for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
 
The Fund’s policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are reinvested in additional shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
 
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments

         
        11


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over-distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
 
Distributions in excess of tax basis earnings and profits, if significant, are reported in the financial statements as a return of capital for tax purposes.
 
As of February 28, 2011, the Fund elected to defer to March 1, 2011 post-October capital losses of $23,989,325.
 
As of February 28, 2011, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
 
         
February 28, 2018
  $ (27,174,228 )
February 28, 2019
  $ (33,655,279 )
         
Total
  $ (60,829,507 )
         
 
Additionally, capital losses incurred by the Fund after February 28, 2011 will not be subject to expiration. In addition, these losses must be utilized before the losses incurred in years beginning prior to February 28, 2011.
 
All capital losses incurred by the Fund either prior to February 28, 2011 or after February 28, 2011 could be subject to limitations imposed by the Code related to share ownership activity.
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,211,743,454     $      —     $ (63,231,576 )   $ (63,231,576 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way

         
12
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds. In addition, the Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have different expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 5).
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. References to investments include those held directly by the Fund and indirectly through the Fund’s investments in the underlying funds. Some of the underlying funds are non-diversified investment companies under the 1940 Act and therefore a decline in the market value of a particular security held by those Funds may affect their performance more than if

         
        13


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
they were diversified. The principal risks of investing in the Fund are summarized below, including those risks to which the Fund is exposed as a result of its investments in the underlying funds. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Equity Securities — The market value of equity investments may decline due to factors affecting the issuing companies, their industries, or the economy and equity markets generally. If an underlying fund purchases equity investments at a discount from their value as determined by the Manager, the Fund runs the risk that the market prices of these investments will not increase to that value for a variety of reasons, one of which may be the Manager’s overestimation of the value of those investments. An underlying fund also may purchase equity investments that typically trade at higher multiples of current earnings than other securities, and the market values of these investments often are more sensitive to changes in future earnings expectations than those other securities. Because the Fund and the underlying funds normally do not take temporary defensive positions, declines in stock market prices generally are likely to reduce the net asset value of the Fund’s shares.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments. These and other risks (e.g., nationalization, expropriation or other confiscation of assets of foreign issuers) tend to be greater for investments in companies tied economically to emerging countries, the economies of which tend to be more volatile than the economies of developed countries.
 
• Liquidity Risk — Low trading volume, lack of a market maker, large size of position or legal restrictions may limit or prevent the Fund or an underlying fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.

         
14
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Fund of Funds Risk — The Fund is indirectly exposed to all of the risks of an investment in the underlying funds, including the risk that the underlying funds in which it invests do not perform as expected. Because the Fund bears the fees and expenses of the underlying funds in which it invests, new investments in underlying funds with higher fees or expenses than those of the underlying funds in which the Fund is currently invested will increase the Fund’s total expenses. The fees and expenses associated with an investment in the Fund are less predictable and may be higher than fees and expenses associated with an investment in funds that charge a fixed management fee.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Smaller Company Risk — Smaller companies may have limited product lines, markets or financial resources, may lack the competitive strength of larger companies, or may lack managers with experience or depend on a few key employees. The securities of small-and midcap companies often are less widely held and trade less frequently and in lesser quantities, and their market prices often fluctuate more, than the securities of companies with larger market capitalizations.
 
• Commodities Risk — To the extent an underlying fund has exposure to global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of foreign currency holdings and investments denominated in foreign currencies, or that the U.S. dollar will decline in value relative to the foreign currency being hedged.
 
• Leveraging Risk — The use of reverse repurchase agreements and other derivatives and securities lending may cause the Fund’s portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.

         
        15


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations.
 
• Real Estate Risk — To the extent an underlying fund concentrates its assets in real estate-related investments, the value of its portfolio is subject to factors affecting the real estate industry and may fluctuate more than the value of a portfolio that consists of securities of companies in a broader range of industries.
 
• Short Sales Risk — The Fund runs the risk that an underlying fund’s loss on a short sale of securities that the underlying fund does not own is unlimited.
 
• Market Risk — Fixed Income Securities — Typically, the market value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies or in industries with high positive correlations to one another creates additional risk.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
4. Derivative financial instruments
 
At August 31, 2011, the Fund held no derivative financial instruments directly. For a listing of derivative financial instruments held by the underlying funds, if any, please refer to the underlying funds’ Schedule of Investments.

         
16
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
5. Fees and other transactions with affiliates
 
The Manager decides how to allocate the assets of the Fund among underlying funds. The Manager does not charge the Fund a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests. Because those fees vary from fund to fund, the levels of indirect net expenses set forth below are affected by the Manager’s asset allocation decisions.
 
The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”) exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means shareholder service fees, expenses incurred indirectly by investment in other GMO Funds, fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the Manager, brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). This contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $10,866 and $4,200, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses in the Statement of Operations.
 
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2011, these indirect fees and expenses expressed as an annualized percentage of the Fund’s average daily net assets were as follows:
 
             
Indirect Net Expenses
           
(excluding shareholder
    Indirect Shareholder
     
service fees)     Service Fees     Total Indirect Expenses
0.432%
    0.072%     0.504%
             
 
6. Purchases and sales of securities
 
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2011 aggregated $122,539,628 and $128,632,633, respectively.

         
        17


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 35.04% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund’s outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, less than 0.01% of the shares of the Fund were held by senior management of the Manager and GMO Trust officers and 14.17% of the Fund’s shares were held by accounts for which the Manager had investment discretion.
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Class III:   Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,313,922     $ 25,250,043       4,301,923     $ 76,033,694  
Shares issued to shareholders in reinvestment of distributions
                920,278       17,052,753  
Shares repurchased
    (2,570,872 )     (47,568,164 )     (5,636,673 )     (104,700,965 )
                                 
Net increase (decrease)
    (1,256,950 )   $ (22,318,121 )     (414,472 )   $ (11,614,518 )
                                 

         
18
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
10. Investments in affiliated issuers
 
A summary of the Fund’s transactions in the shares of other funds of the Trust during the period ended August 31, 2011 is set forth below:
 
                                                         
    Value,
              Distributions
       
    beginning of
      Sales
  Dividend
  of Realized
  Value, end
   
Affiliate   period   Purchases   Proceeds   Income   Gains   of period    
 
GMO Emerging Markets Fund, Class VI
  $ 36,098,808     $ 3,392,979     $ 1,716,225     $     $ 2,744,893     $ 33,619,101          
GMO Flexible Equities Fund, Class VI
    13,135,642       36,831,894       1,011,573                   47,021,645          
GMO International Growth Equity Fund, Class IV
    308,748,264       6,362,079       53,718,581       1,947,736             245,299,784          
GMO International Intrinsic Value Fund, Class IV
    308,871,163       12,138,222       39,665,571       5,358,282             245,035,988          
GMO Quality Fund, Class VI
    438,782,086       61,027,878       21,144,607       4,967,998             479,789,003          
GMO U.S. Core Equity Fund, Class VI
    109,432,403       2,786,576       11,376,076       1,197,754             97,721,135          
                                                         
Totals
  $ 1,215,068,366     $ 122,539,628     $ 128,632,633     $ 13,471,770     $ 2,744,893     $ 1,148,486,656          
                                                         

         
        19


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to the performance of a composite of accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees considered information provided by the Manager addressing the Fund’s performance, including a performance attribution analysis. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.

         
20
       


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
The Trustees also gave substantial consideration to the fact that the Fund does not pay a fee to the Manager under the Fund’s management or shareholder servicing agreement, but that the Fund indirectly bears management and shareholder servicing fees paid to the Manager by the other funds of the Trust in which the Fund invests. The Trustees also considered other so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees noted that they had approved renewal of the Manager’s management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of other funds; the Manager’s profitability with respect to those other funds and the Trust as a whole; and information prepared by a third-party data service concerning fees paid to managers of funds deemed by that service to have similar objectives to those funds in which the Fund invests.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the

         
        21


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
22
       


 

GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including indirect management fees, indirect shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

         
        23


 

 
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
Class III
                               
                                 
1) Actual
    0.50 %   $ 1,000.00     $ 964.30     $ 2.47  
2) Hypothetical
    0.50 %   $ 1,000.00     $ 1,022.62     $ 2.54  
                                 
 
            * Expenses are calculated using the Class’s annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
24
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2011


 

 
For a free copy of the Fund’s proxy voting guidelines, shareholders may call 1-617-346-7646 (collect) or visit the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO’s website at www.gmo.com, or on the Securities and Exchange Commission’s website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission’s website at www.sec.gov. The Fund’s 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.
 
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
 


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Investment Concentration Summary
August 31, 2011 (Unaudited)
 
         
Asset Class Summary   % of Total Net Assets  
Debt Obligations
    81.8 %
Short-Term Investments
    27.6  
Options Purchased
    1.7  
Written Options
    0.0 Ù
Futures Contracts
    (0.3 )
Swap Agreements
    (4.9 )
Reverse Repurchase Agreements
    (5.0 )
Other
    (0.9 )
         
      100.0 %
         
 
         
Industry Summary   % of Debt Obligations  
U.S. Government & Agencies
    58.0 %
Residential Asset-Backed Securities (United States)
    11.1  
Foreign Government Obligations
    6.2  
CMBS
    4.5  
Residential Mortgage-Backed Securities (European)
    3.9  
Credit Cards
    2.8  
Auto Financing
    2.8  
Insured Auto Financing
    2.3  
Business Loans
    2.0  
Residential Mortgage-Backed Securities (Australian)
    1.5  
Insured Other
    1.0  
CMBS Collateralized Debt Obligations
    0.9  
Insured Residential Asset-Backed Securities (United States)
    0.9  
Corporate Collateralized Debt Obligations
    0.6  
Student Loans
    0.5  
Insured Transportation
    0.5  
Insured Time Share
    0.4  
Insured Residential Mortgage-Backed Securities (United States)
    0.1  
         
      100.0 %
         
 
Ù Rounds to 0.0%.

         
        1


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            DEBT OBLIGATIONS — 81.8%        
                     
            Asset-Backed Securities — 29.2%        
            Auto Financing — 2.3%        
      901,836     Capital Auto Receivable Asset Trust, Series 07-2, Class A4B, 1 mo. LIBOR + .40%, 0.61%, due 02/18/14     902,278  
      9,000,000     Carmax Auto Owner Trust, Series 08-2, Class A4B, 1 mo. LIBOR + 1.65%, 1.86%, due 08/15/13     9,063,630  
      3,637,827     Daimler Chrysler Auto Trust, Series 08-B, Class A4A, 5.32%, due 11/10/14     3,674,933  
      386,733     Ford Credit Auto Owner Trust, Series 07-B, Class A4B, 1 mo. LIBOR + .38%, 0.59%, due 07/15/12     386,860  
      4,462,683     Merrill Auto Trust Securitization, Series 08-1, Class A4B, 1 mo. LIBOR + 2.20%, 2.41%, due 04/15/15     4,492,137  
      927,089     Merrill Auto Trust Securitization, Series 07-1, Class A4, 1 mo. LIBOR + .06%, 0.27%, due 12/15/13     926,626  
                     
            Total Auto Financing     19,446,464  
                     
                     
            Business Loans — 1.7%        
      8,743,311     Bayview Commercial Asset Trust, Series 07-6A, Class A2, 144A, 1 mo. LIBOR + 1.30%, 1.52%, due 12/25/37     7,256,948  
      1,267,361     Bayview Commercial Asset Trust, Series 04-3, Class A1, 144A, 1 mo. LIBOR + .37%, 0.59%, due 01/25/35     1,039,236  
      1,872,957     Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, 1 mo. LIBOR + .39%, 0.61%, due 01/25/36     1,311,070  
      1,278,737     GE Business Loan Trust, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .24%, 0.45%, due 11/15/33     1,144,470  
      1,576,383     Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A2, 144A, 1 mo. LIBOR + .85%, 1.07%, due 10/25/37     1,261,106  
      1,561,434     Lehman Brothers Small Balance Commercial, Series 05-1A, Class A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 02/25/30     1,249,148  
      1,037,305     Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, 1 mo. LIBOR + .25%, 0.47%, due 09/25/30     840,217  
                     
            Total Business Loans     14,102,195  
                     

         
2
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            CMBS — 3.7%        
      3,288,324     Citigroup/Deutsche Bank Commercial Mortgage, Series 05-CD1, Class A2FL, 1 mo. LIBOR + .12%, 0.33%, due 07/15/44     3,156,790  
      11,500,000     Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, 1 mo. LIBOR + .13%, 0.34%, due 12/15/20     10,235,000  
      1,745,405     GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.31%, due 11/10/45     1,745,405  
      2,999,620     GE Capital Commercial Mortgage Corp., Series 06-C1, Class A2, 5.51%, due 03/10/44     2,999,620  
      3,435,887     GS Mortgage Securities Corp., Series 06-GG6, Class A2, 5.51%, due 04/10/38     3,487,425  
      3,721,843     Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, 5.81%, due 05/12/39     3,846,525  
      2,047,163     Morgan Stanley Capital I, Series 06-IQ11, Class A3, 5.86%, due 10/15/42     2,088,106  
      4,293,226     Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, 1 mo. LIBOR + .09%, 0.30%, due 09/15/21     4,078,565  
                     
            Total CMBS     31,637,436  
                     
                     
            CMBS Collateralized Debt Obligations — 0.7%        
      6,777,455     American Capital Strategies Ltd. Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, 3 mo. LIBOR + .80%, 1.10%, due 11/23/52     67,774  
      1,719,862     Guggenheim Structured Real Estate Funding, Series 05-2A, Class A, 144A, 1 mo. LIBOR + .32%, 0.54%, due 08/26/30     1,556,475  
      6,379,893     Marathon Real Estate CDO, Series 06-1A, Class A1, 144A, 1 mo. LIBOR + .33%, 0.55%, due 05/25/46     4,689,222  
                     
            Total CMBS Collateralized Debt Obligations     6,313,471  
                     
                     
            Corporate Collateralized Debt Obligations — 0.5%        
      4,800,000     Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, 3 mo. LIBOR + .29%, 0.54%, due 06/20/13     4,318,080  
                     
                     
            Credit Cards — 2.3%        
      7,100,000     Cabela’s Master Credit Card Trust, Series 08-4A, Class A2, 144A, 1 mo. LIBOR + 3.00%, 3.21%, due 09/15/14     7,107,668  
      7,700,000     Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, 1 mo. LIBOR + 1.25%, 1.46%, due 09/15/17     7,717,479  

         
    See accompanying notes to the financial statements.   3


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Credit Cards — continued        
      3,900,000     Discover Card Master Trust I, Series 05-4, Class A2, 1 mo. LIBOR + .09%, 0.30%, due 06/16/15     3,898,781  
      900,000     World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, 1 mo. LIBOR + .13%, 0.34%, due 02/15/17     891,702  
                     
            Total Credit Cards     19,615,630  
                     
                     
            Insured Auto Financing — 1.8%        
      943,386     AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, 1 mo. LIBOR + .04%, 0.25%, due 10/06/13     940,839  
      1,466,612     AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, 1 mo. LIBOR + .80%, 1.01%, due 06/06/14     1,465,443  
      3,717,315     AmeriCredit Prime Automobile Receivable Trust, Series 07-2M, Class A4B, MBIA, 1 mo. LIBOR + .50%, 0.71%, due 03/08/16     3,700,960  
      9,584,219     Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, 1 mo. LIBOR + 1.20%, 1.41%, due 07/14/14     9,649,296  
                     
            Total Insured Auto Financing     15,756,538  
                     
                     
            Insured Other — 0.8%        
      2,766,742     Henderson Receivables LLC, Series 06-3A, Class A1, 144A, MBIA, 1 mo. LIBOR + .20%, 0.41%, due 09/15/41     2,539,891  
      2,138,667     Henderson Receivables LLC, Series 06-4A, Class A1, 144A, MBIA, 1 mo. LIBOR + .20%, 0.41%, due 12/15/41     1,969,746  
      2,119,019     TIB Card Receivables Fund, Series 2005-B,144A, FGIC, 3 mo. LIBOR + .25%, 0.50%, due 01/05/14     1,822,356  
      9,200,000     Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37     644,000  
                     
            Total Insured Other     6,975,993  
                     
                     
            Insured Residential Asset-Backed Securities (United States) u — 0.7%        
      7,241,525     Ameriquest Mortgage Securities, Inc., Series 04-R6, Class A1, XL, 1 mo. LIBOR + .21%, 0.64%, due 07/25/34     6,010,466  
                     
                     
            Insured Residential Mortgage-Backed Securities (United States) — 0.1%        
      886,827     SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, 1 mo. LIBOR + .19%, 0.41%, due 11/25/35     767,460  
                     

         
4
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            Insured Time Share — 0.3%        
      287,479     Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, 1 mo. LIBOR + .15%, 0.36%, due 05/20/18     282,883  
      2,432,487     Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, 1 mo. LIBOR + 1.00%, 1.21%, due 09/20/19     2,386,380  
                     
            Total Insured Time Share     2,669,263  
                     
                     
            Insured Transportation — 0.4%        
      3,766,524     CLI Funding LLC, Series 06-1A, Class A, 144A, AMBAC, 1 mo. LIBOR + .18%, 0.39%, due 08/18/21     3,446,369  
                     
                     
            Residential Asset-Backed Securities (United States) u — 9.1%        
      1,659,548     ACE Securities Corp., Series 06-CW1, Class A2B, 1 mo. LIBOR + .10%, 0.32%, due 07/25/36     1,537,156  
      589,228     ACE Securities Corp., Series 06-HE3, Class A2B, 1 mo. LIBOR + .09%, 0.31%, due 06/25/36     533,620  
      1,104,034     ACE Securities Corp., Series 06-SL4, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 09/25/36     240,127  
      751,932     ACE Securities Corp., Series 06-SL1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 09/25/35     140,987  
      11,385,633     ACE Securities Corp., Series 06-HE2, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 05/25/36     5,806,673  
      9,400,000     ACE Securities Corp., Series 06-ASP5, Class A2C, 1 mo. LIBOR + .18%, 0.40%, due 10/25/36     2,820,000  
      1,191,556     ACE Securities Corp., Series 07-WM1, Class A2A, 1 mo. LIBOR + .07%, 0.29%, due 11/25/36     428,960  
      4,278,168     ACE Securities Corp., Series 07-ASL1, Class A2, 1 mo. LIBOR + .17%, 0.39%, due 12/25/36     427,817  
      1,840,530     ACE Securities Corp., Series 06-SL3, Class A1, 1 mo. LIBOR + .10%, 0.32%, due 06/25/36     230,066  
      2,001,120     ACE Securities Corp., Series 06-SL3, Class A2, 1 mo. LIBOR + .17%, 0.39%, due 06/25/36     265,148  
      1,852,033     Argent Securities, Inc., Series 06-W2, Class A2B, 1 mo. LIBOR + .19%, 0.41%, due 03/25/36     578,760  
      9,764,593     Argent Securities, Inc., Series 06-M1, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     2,892,761  
      1,996,676     Argent Securities, Inc., Series 06-W5, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     593,387  

         
    See accompanying notes to the financial statements.   5


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      5,576,695     Argent Securities, Inc., Series 06-M2, Class A2B, 1 mo. LIBOR + .11%, 0.33%, due 09/25/36     1,742,717  
      2,683,209     Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, 1 mo. LIBOR + .15%, 0.37%, due 10/25/36     1,516,013  
      4,431,148     Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, 1 mo. LIBOR + .22%, 0.44%, due 05/25/37     3,444,775  
      3,576,631     Bayview Financial Acquisition Trust, Series 05-A, Class A1, 144A, 1 mo. LIBOR + .50%, 1.22%, due 02/28/40     2,092,329  
      2,486,733     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A1, 1 mo. LIBOR + .11%, 0.33%, due 11/25/36     1,749,666  
      5,400,000     Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A2, 1 mo. LIBOR + .20%, 0.42%, due 11/25/36     833,220  
      879,891     Bear Stearns Mortgage Funding Trust, Series 07-SL2, Class 1A, 1 mo. LIBOR + .16%, 0.54%, due 02/25/37     211,790  
      1,868,278     Centex Home Equity, Series 06-A, Class AV3, 1 mo. LIBOR + .16%, 0.38%, due 06/25/36     1,429,233  
      6,600,000     Citigroup Mortgage Loan Trust, Inc., Series 06-WFH4, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 11/25/36     4,702,500  
      2,600,000     Citigroup Mortgage Loan Trust, Inc., Series 06-HE3, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 12/25/36     858,000  
      8,112,000     Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, 1 mo. LIBOR + .14%, 0.36%, due 02/25/37     6,347,640  
      381,171     Countrywide Asset-Backed Certificates, Series 06-BC5, Class 2A1, 1 mo. LIBOR + .08%, 0.30%, due 03/25/37     368,173  
      4,236,763     Fremont Home Loan Trust, Series 06-B, Class 2A3, 1 mo. LIBOR + .16%, 0.38%, due 08/25/36     1,376,948  
      1,008,082     Household Home Equity Loan Trust, Series 05-2, Class A2, 1 mo. LIBOR + .31%, 0.52%, due 01/20/35     881,757  
      382,240     Household Home Equity Loan Trust, Series 05-3, Class A2, 1 mo. LIBOR + .29%, 0.50%, due 01/20/35     340,074  
      6,277,275     J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, 1 mo. LIBOR + .12%, 0.34%, due 12/25/36     2,235,965  
      3,100,000     Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, 1 mo. LIBOR + .16%, 0.38%, due 10/25/36     1,023,000  
      3,560,034     Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, 1 mo. LIBOR + .15%, 0.37%, due 03/25/36     1,637,616  

         
6
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
            Residential Asset-Backed Securities (United States) u — continued        
      252,040     Master Asset-Backed Securities Trust, Series 05-FRE1, Class A4, 1 mo. LIBOR + .25%, 0.47%, due 10/25/35     239,438  
      2,700,000     Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 06/25/36     837,000  
      5,645,203     Master Asset-Backed Securities Trust, Series 06-HE3, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 08/25/36     1,580,657  
      1,212,035     Master Second Lien Trust, Series 06-1, Class A, 1 mo. LIBOR + .16%, 0.54%, due 03/25/36     145,444  
      2,388,805     Merrill Lynch Mortgage Trust, Series 06-SD1, Class A, 1 mo. LIBOR + .28%, 0.50%, due 01/25/47     1,552,723  
      2,250,681     Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, 1 mo. LIBOR + .15%, 0.37%, due 11/25/36     669,578  
      8,800,000     Nationstar Home Equity Loan Trust, Series 06-B, Class AV3, 1 mo. LIBOR + .17%, 0.39%, due 09/25/36     6,767,750  
      9,100,000     Nomura Home Equity Loan, Inc., Series 06-HE3, Class 2A3, 1 mo. LIBOR + .15%, 0.37%, due 07/25/36     4,097,844  
      1,542,953     People’s Choice Home Loan Securities Trust, Series 05-4, Class 1A2, 1 mo. LIBOR + .26%, 0.48%, due 12/25/35     921,914  
      3,422,994     Saxon Asset Securities Trust, Series 06-3, Class A2, 1 mo. LIBOR + .11%, 0.33%, due 10/25/46     3,234,729  
      9,100,000     Securitized Asset-Backed Receivables LLC Trust, Series 06-HE1, Class A2C, 1 mo. LIBOR + .16%, 0.38%, due 07/25/36     3,003,000  
      321,832     Security National Mortgage Loan Trust, Series 06-2A, Class A1, 144A, 1 mo. LIBOR + .29%, 0.51%, due 10/25/36     308,154  
      301,577     SG Mortgage Securities Trust, Series 05-OPT1, Class A2, 1 mo. LIBOR + .26%, 0.48%, due 10/25/35     282,427  
      1,367,823     Soundview Home Equity Loan Trust, Series 07-NS1, Class A1, 1 mo. LIBOR + .12%, 0.34%, due 01/25/37     1,305,630  
      3,600,000     Specialty Underwriting & Residential Finance, Series 06-BC3, Class A2C, 1 mo. LIBOR + .15%, 0.37%, due 06/25/37     1,638,000  
      1,471,687     Structured Asset Investment Loan Trust, Series 06-1, Class A3, 1 mo. LIBOR + .20%, 0.42%, due 01/25/36     1,080,218  
      494,971     Structured Asset Securities Corp., Series 05-S6, Class A2, 1 mo. LIBOR + .29%, 0.51%, due 11/25/35     391,027  
                     
            Total Residential Asset-Backed Securities (United States)     77,342,411  
                     

         
    See accompanying notes to the financial statements.   7


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            Residential Mortgage-Backed Securities (Australian) — 1.2%        
      1,646,010     Crusade Global Trust, Series 06-1, Class A1, 144A, 3 mo. LIBOR + .06%, 0.31%, due 07/20/38     1,608,461  
      1,762,375     Interstar Millennium Trust, Series 05-1G, Class A, 3 mo. LIBOR + .12%, 0.65%, due 12/08/36     1,603,761  
      4,083,584     Interstar Millennium Trust, Series 04-2G, Class A, 3 mo. LIBOR + .20%, 0.65%, due 03/14/36     3,765,881  
      1,021,812     Medallion Trust, Series 05-1G, Class A1, 3 mo. LIBOR + .08%, 0.35%, due 05/10/36     989,119  
      2,536,290     Puma Finance Ltd., Series G5, Class A1, 144A, 3 mo. LIBOR + .07%, 0.37%, due 02/21/38     2,415,055  
                     
            Total Residential Mortgage-Backed Securities (Australian)     10,382,277  
                     
                     
            Residential Mortgage-Backed Securities (European) — 3.2%        
      6,740,227     Aire Valley Mortgages, Series 06-1A, Class 1A, 144A, 3 mo. LIBOR + .11%, 0.36%, due 09/20/66     5,526,986  
      4,202,924     Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 01/13/39     3,866,691  
      2,654,780     Granite Master Issuer Plc, Series 06-3, Class A3, 1 mo. LIBOR + .04%, 0.25%, due 12/20/54     2,527,350  
      4,272,573     Kildare Securities Ltd., Series 07-1A, Class A2, 144A, 3 mo. LIBOR + .06%, 0.31%, due 12/10/43     3,877,360  
      2,778,954     Paragon Mortgages Plc, Series 12A, Class A2C, 144A, 3 mo. LIBOR + .11%, 0.51%, due 11/15/38     2,080,297  
      2,526,556     Paragon Mortgages Plc, Series 14A, Class A2C, 144A, 3 mo. LIBOR + .10%, 0.35%, due 09/15/39     2,133,424  
      2,700,000     Permanent Master Issuer Plc, Series 06-1, Class 5A, 3 mo. LIBOR + .11%, 0.36%, due 07/15/33     2,663,820  
      4,500,000     Permanent Master Issuer Plc, Series 07-1, Class 4A, 3 mo. LIBOR + .08%, 0.33%, due 10/15/33     4,477,050  
                     
            Total Residential Mortgage-Backed Securities (European)     27,152,978  
                     

         
8
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            Student Loans — 0.4%        
      3,100,000     College Loan Corp. Trust, Series 07-2, Class A1, 3 mo. LIBOR + .25%, 0.50%, due 01/25/24     3,094,575  
      435,261     National Collegiate Student Loan Trust, Series 05-2, Class A2, 1 mo. LIBOR + .15%, 0.37%, due 02/25/26     433,955  
      147,943     National Collegiate Student Loan Trust, Series 06-1, Class A2, 1 mo. LIBOR + .14%, 0.36%, due 08/25/23     145,872  
                     
            Total Student Loans     3,674,402  
                     
            Total Asset-Backed Securities     249,611,433  
                     
                     
            Foreign Government Obligations — 5.1%        
GBP
    25,000,000     U.K. Treasury Bond, 4.25%, due 12/07/46 (a)     43,151,378  
                     
                     
            U.S. Government — 47.4%        
      123,198,300     U.S. Treasury Inflation Indexed Note, 2.00%, due 04/15/12 (b) (c)     125,017,446  
      150,000,000     U.S. Treasury Note, 1.38%, due 01/15/13     152,455,050  
      65,000,000     U.S. Treasury Strip Coupon, due 05/15/22     48,823,970  
      105,000,000     U.S. Treasury Strip Coupon, due 08/15/22     77,913,570  
                     
            Total U.S. Government     404,210,036  
                     
                     
            U.S. Government Agency — 0.1%        
      800,000     U.S. Department of Transportation, 144A, 6.00%, due 12/07/21     868,560  
                     
                     
            TOTAL DEBT OBLIGATIONS (COST $779,272,121)     697,841,407  
                     

         
    See accompanying notes to the financial statements.   9


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Principal Amount / Shares     Description   Value ($)  
                     
            OPTIONS PURCHASED — 1.7%        
                     
            Currency Options — 0.1%        
EUR
    3,000,000     EUR Call/CHF Put Expires 6/16/15, Strike 1.56
(OTC) (CP - JPMorgan Chase Bank, N.A.)
    851,989  
                     
            Total Currency Options     851,989  
                     
                     
            Options on Interest Rate Swaps — 1.6%        
USD
    64,000,000     Swaption Straddle Expires 04/10/18, Strike TBD,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 64,000,000 USD in which it will pay 3 month USD LIBOR and will receive a rate to be determined, maturing on April 12, 2023,
(OTC) (CP - Morgan Stanley Capital Services, Inc.)
    4,635,264  
USD
    64,000,000     Swaption Straddle Expires 04/23/18, Strike TBD,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 64,000,000 USD in which it will pay 3 month USD LIBOR and will receive a rate to be determined, maturing on April 25, 2023,
(OTC) (CP - Morgan Stanley Capital Services, Inc.)
    4,620,608  
USD
    64,000,000     Swaption Straddle Expires 05/01/18, Strike TBD,
Upon potential exercise of the option, the Fund will enter into a swap with a notional amount of 64,000,000 USD in which it will pay 3 month USD LIBOR and will receive a rate to be determined, maturing on May 3, 2023,
(OTC) (CP - Morgan Stanley Capital Services, Inc.)
    4,607,040  
                     
            Total Options on Interest Rate Swaps     13,862,912  
                     
                     
            TOTAL OPTIONS PURCHASED (COST $10,543,550)     14,714,901  
                     
                     
            SHORT-TERM INVESTMENTS — 27.6%        
                     
            Money Market Funds — 6.4%        
      41,955,874     State Street Institutional Liquid Reserves Fund-Institutional Class, 0.10% (d)     41,955,874  
      12,546,756     State Street Institutional Treasury Plus Money Market Fund-Institutional Class, 0.00% (e)     12,546,756  
                     
            Total Money Market Funds     54,502,630  
                     

         
10
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2011 (Unaudited)
 
                     
 
           
 
           
Par Value ($)     Description   Value ($)  
                     
            U.S. Government — 21.2%        
      20,000,000     U.S. Treasury Bill, 0.03%, due 11/17/11 (f)     19,998,720  
      151,000,000     U.S. Treasury Bill, 0.02%, due 10/06/11 (f)     150,997,651  
      10,000,000     U.S. Treasury Bill, 0.01%, due 11/10/11 (f)     9,999,770  
                     
            Total U.S. Government     180,996,141  
                     
                     
            TOTAL SHORT-TERM INVESTMENTS (COST $235,498,586)     235,498,771  
                     
                     
            TOTAL INVESTMENTS — 111.1%
(Cost $1,025,314,257)
    948,055,079  
            Other Assets and Liabilities (net) — (11.1%)     (94,741,000 )
                     
                     
            TOTAL NET ASSETS — 100.0%   $ 853,314,079  
                     
 
A summary of outstanding financial instruments at August 31, 2011 is as follows:
 
Reverse Repurchase Agreements
 
                     
Face Value   Description   Market Value
 
GBP
    26,460,000     Barclays Bank PLC, 0.55% dated 08/12/11, to be repurchased on demand at face value plus accrued interest with a stated maturity date of 09/15/11   $ (42,963,678 )
                     
         
Average balance outstanding
  $ (40,818,206 )
Average interest rate
    0.57 %
Maximum balance outstanding
  $ (43,074,258 )
 
Average balance outstanding was calculated based on daily face value balances outstanding during the period that the Fund has entered into reverse repurchase agreements.

         
    See accompanying notes to the financial statements.   11


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Futures Contracts
 
                             
                Net Unrealized
Number of
      Expiration
      Appreciation
Contracts   Type   Date   Value   (Depreciation)
 
Buys
                           
6,480
    Euro Dollar 90 Day     December 2011   $ 1,611,819,000     $ 1,928,643  
                         
Sales
                           
6,480
    Euro Dollar 90 Day     March 2013   $ 1,611,657,000     $ (4,726,550 )
                         
 
Written Options
 
A summary of open written option contracts for the Fund at August 31, 2011 is as follows:
 
                                     
Principal
  Expiration
          Market
Amount   Date   Description   Premiums   Value
 
Call
    3,000,000     6/14/2013   EUR   EUR Call/CHF Put, Strike 1.56%   $ (1,097,998 )   $ (369,389 )
                                     
 
Swap Agreements
 
Credit Default Swaps
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
  Net
                        Implied
      by the Fund
  Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  50,000,000     USD   12/20/2012   Morgan Stanley   (Pay)   1.93%   0.470%   Reference security     N/A         $ (1,151,415 )
                Capital Services Inc.               within CDX index                    
  96,449,886     USD   12/20/2012   Morgan Stanley   Receive   0.71%   0.016%   Reference security     96,449,886     USD     1,020,132  
                Capital Services Inc.               within CDX index                    
  250,769,703     USD   12/20/2012   Morgan Stanley   Receive   0.71%   0.016%   Reference security     250,769,703     USD     2,652,344  
                Capital Services Inc.               within CDX Index                    

         
12
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Credit Default Swaps — continued
 
                                                     
                            Maximum
   
                            Potential
   
                            Amount of
   
                            Future
   
                            Payments
  Net
                        Implied
      by the Fund
  Unrealized
Notional
  Expiration
      Receive
  Annual
  Credit
  Reference
  Under the
  Appreciation/
Amount   Date   Counterparty   (Pay)Ù   Premium   Spread (1)   Entity   Contract (2)   (Depreciation)
 
  100,000,000     USD   12/20/2012   Morgan Stanley   (Pay)   1.20%   0.174%   Reference security     N/A         $ (1,591,499 )
                Capital Services Inc.               within CDX Index                    
  7,000,000     USD   3/20/2013   Morgan Stanley
Capital Services Inc.
  Receive   0.25%   1.755%   MS Synthetic 2006-1     7,000,000     USD     (163,861 )
                                                     
                                                $ 765,701  
                                                     
Premiums to (Pay) Receive
  $  
         
 
Ù Receive - Fund receives premium and sells credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(Pay) - Fund pays premium and buys credit protection. If a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
(1) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on the reference security, as of August 31, 2011, serve as an indicator of the current status of the payment/performance risk and reflect the likelihood or risk of default for the reference entity. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection. Wider (i.e. higher) credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

         
    See accompanying notes to the financial statements.   13


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
  Fixed
      Appreciation/
Amount   Date   Counterparty   (Pay)#   Rate   Variable Rate   (Depreciation)
 
  1,000,000,000     CHF   8/5/2012   Credit Suisse
International
  Pay   0.10%   3 Month
CHF LIBOR
  $ (1,768,834 )
  225,000,000     CHF   8/5/2012   Deutsche Bank AG   Pay   0.10%   3 Month
CHF LIBOR
    (386,504 )
  1,500,000,000     CHF   8/5/2012   Merrill Lynch
Capital Services
  Pay   0.10%   3 Month
CHF LIBOR
    (2,610,143 )
  250,000,000     CHF   8/5/2012   Morgan Stanley
Capital Services Inc.
  Pay   0.10%   3 Month
CHF LIBOR
    (452,986 )
  35,000,000     GBP   12/21/2013   Barclays Bank PLC   Receive   2.00%   6 Month
GBP LIBOR
    648,235  
  1,224,000,000     SEK   12/21/2013   Barclays Bank PLC   Receive   3.25%   3 Month
SEK STIBOR
    3,872,459  
  90,000,000     EUR   12/21/2013   Citibank N.A.   Pay   2.50%   6 Month
EUR LIBOR
    (2,250,030 )
  2,200,000,000     JPY   12/21/2013   Citibank N.A.   Pay   0.50%   6 Month
JPY LIBOR
    (88,008 )
  943,000,000     SEK   12/21/2013   Citibank N.A.   Receive   3.25%   3 Month
SEK STIBOR
    2,983,439  
  129,000,000     CHF   12/21/2013   Credit Suisse
International
  Receive   1.00%   6 Month
CHF LIBOR
    1,860,244  
  915,000,000     SEK   12/21/2013   Credit Suisse
International
  Receive   3.25%   3 Month
SEK STIBOR
    2,894,853  
  177,000,000     AUD   12/21/2013   Deutsche Bank AG   Receive   5.00%   3 Month
AUD BBSW
    2,840,204  
  107,000,000     CAD   12/21/2013   Deutsche Bank AG   Pay   2.00%   3 Month
CAD BA’S
    (1,681,463 )
  175,000,000     CHF   12/21/2013   Deutsche Bank AG   Receive   1.00%   6 Month
CHF LIBOR
    2,523,586  
  182,000,000     EUR   12/21/2013   Deutsche Bank AG   Pay   2.50%   6 Month
EUR LIBOR
    (4,550,061 )
  76,000,000     GBP   12/21/2013   Deutsche Bank AG   Receive   2.00%   6 Month
GBP LIBOR
    1,407,596  

         
14
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps — continued
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
  Fixed
      Appreciation/
Amount   Date   Counterparty   (Pay)#   Rate   Variable Rate   (Depreciation)
 
  795,000,000     SEK   12/21/2013   Deutsche Bank AG   Pay   3.25%   3 Month
SEK STIBOR
  $ (2,515,200 )
  64,000,000     USD   12/21/2013   Deutsche Bank AG   Pay   0.75%   3 Month
USD LIBOR
    (261,518 )
  337,000,000     CAD   12/21/2013   Goldman Sachs
International
  Pay   2.00%   3 Month
CAD BA’S
    (5,295,823 )
  47,200,000,000     JPY   12/21/2013   Goldman Sachs
International
  Receive   0.50%   6 Month
JPY LIBOR
    1,888,166  
  223,000,000     USD   12/21/2013   Goldman Sachs
International
  Pay   0.75%   3 Month
USD LIBOR
    (911,225 )
  64,000,000     USD   12/21/2013   Goldman Sachs
International
  Pay   0.75%   3 Month
USD LIBOR
    (261,518 )
  152,000,000     CAD   12/21/2013   JPMorgan
Chase Bank N.A.
  Pay   2.00%   3 Month
CAD BA’S
    (2,388,621 )
  50,500,000     AUD   12/21/2013   Merrill Lynch
Capital Services
  Pay   5.00%   3 Month
AUD BBSW
    (810,341 )
  9,000,000     CHF   12/21/2013   Merrill Lynch
Capital Services
  Receive   1.00%   6 Month
CHF LIBOR
    129,784  
  92,000,000     EUR   12/21/2013   Merrill Lynch
Capital Services
  Pay   2.50%   6 Month
EUR LIBOR
    (2,300,031 )
  312,500,000     GBP   12/21/2013   Merrill Lynch
Capital Services
  Pay   2.00%   6 Month
GBP LIBOR
    (5,787,811 )
  14,500,000,000     JPY   12/21/2013   Merrill Lynch
Capital Services
  Receive   0.50%   6 Month
JPY LIBOR
    580,051  
  1,042,000,000     SEK   12/21/2013   Merrill Lynch
Capital Services
  Receive   3.25%   3 Month
SEK STIBOR
    3,296,652  
  907,000,000     USD   2/10/2014   Deutsche Bank AG   Pay   0.68%   3 Month
USD LIBOR
    (2,022,836 )
  378,000,000     USD   2/10/2017   Deutsche Bank AG   Receive   1.72%   3 Month
USD LIBOR
    4,259,287  
  6,000,000     GBP   12/21/2021   Barclays Bank PLC   Pay   3.75%   6 Month
GBP LIBOR
    (606,289 )

         
    See accompanying notes to the financial statements.   15


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps — continued
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
  Fixed
      Appreciation/
Amount   Date   Counterparty   (Pay)#   Rate   Variable Rate   (Depreciation)
 
  304,000,000     SEK   12/21/2021   Barclays Bank PLC   Pay   3.75%   3 Month
SEK STIBOR
  $ (3,734,491 )
  21,000,000     EUR   12/21/2021   Citibank N.A.   Receive   3.50%   6 Month
EUR LIBOR
    1,490,325  
  700,000,000     JPY   12/21/2021   Citibank N.A.   Receive   1.50%   6 Month
JPY LIBOR
    359,362  
  220,000,000     SEK   12/21/2021   Citibank N.A.   Pay   3.75%   3 Month
SEK STIBOR
    (2,702,592 )
  29,000,000     CHF   12/21/2021   Credit Suisse
International
  Pay   2.25%   6 Month
CHF LIBOR
    (1,546,578 )
  213,000,000     SEK   12/21/2021   Credit Suisse
International
  Pay   3.75%   3 Month
SEK STIBOR
    (2,616,600 )
  45,000,000     AUD   12/21/2021   Deutsche Bank AG   Pay   5.75%   6 Month
AUD BBSW
    (2,107,168 )
  25,000,000     CAD   12/21/2021   Deutsche Bank AG   Receive   3.50%   3 Month
CAD BA’S
    1,599,048  
  38,000,000     CHF   12/21/2021   Deutsche Bank AG   Pay   2.25%   6 Month
CHF LIBOR
    (2,026,551 )
  42,000,000     EUR   12/21/2021   Deutsche Bank AG   Receive   3.50%   6 Month
EUR LIBOR
    2,980,650  
  17,000,000     GBP   12/21/2021   Deutsche Bank AG   Pay   3.75%   6 Month
GBP LIBOR
    (1,717,820 )
  173,000,000     SEK   12/21/2021   Deutsche Bank AG   Receive   3.75%   3 Month
SEK STIBOR
    2,125,220  
  17,000,000     USD   12/21/2021   Deutsche Bank AG   Receive   3.25%   3 Month
USD LIBOR
    1,155,773  
  74,000,000     CAD   12/21/2021   Goldman Sachs
International
  Receive   3.50%   3 Month
CAD BA’S
    4,733,182  
  9,700,000,000     JPY   12/21/2021   Goldman Sachs
International
  Pay   1.50%   6 Month
JPY LIBOR
    (4,979,724 )
  53,000,000     USD   12/21/2021   Goldman Sachs
International
  Receive   3.25%   3 Month
USD LIBOR
    3,603,293  

         
16
  See accompanying notes to the financial statements.    


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Interest Rate Swaps — continued
 
                                     
                            Net Unrealized
Notional
  Expiration
      Receive
  Fixed
      Appreciation/
Amount   Date   Counterparty   (Pay)#   Rate   Variable Rate   (Depreciation)
 
  15,000,000     USD   12/21/2021   Goldman Sachs
International
  Receive   3.25%   3 Month
USD LIBOR
  $ 1,019,800  
  33,500,000     CAD   12/21/2021   JPMorgan
Chase Bank N.A.
  Receive   3.50%   3 Month
CAD BA’S
    2,142,724  
  10,000,000     AUD   12/21/2021   Merrill Lynch
Capital Services
  Receive   5.75%   6 Month
AUD BBSW
    468,260  
  2,000,000     CHF   12/21/2021   Merrill Lynch
Capital Services
  Pay   2.25%   6 Month
CHF LIBOR
    (106,661 )
  22,000,000     EUR   12/21/2021   Merrill Lynch
Capital Services
  Receive   3.50%   6 Month
EUR LIBOR
    1,561,293  
  74,000,000     GBP   12/21/2021   Merrill Lynch
Capital Services
  Receive   3.75%   6 Month
GBP LIBOR
    7,477,570  
  3,000,000,000     JPY   12/21/2021   Merrill Lynch
Capital Services
  Pay   1.50%   6 Month
JPY LIBOR
    (1,540,121 )
  240,000,000     SEK   12/21/2021   Merrill Lynch
Capital Services
  Pay   3.75%   3 Month
SEK STIBOR
    (2,890,420 )
  65,000,000     USD   5/15/2022   JPMorgan
Chase Bank N.A.
  Pay   0.00%   3 Month
USD LIBOR
    (13,142,181 )
  105,000,000     USD   8/15/2022   JPMorgan
Chase Bank N.A.
  Pay   0.00%   3 Month
USD LIBOR
    (21,001,770 )
  25,000,000     GBP   12/7/2046   Merrill Lynch
Capital Services
  Pay   4.36%   6 month
GBP LIBOR
    (5,416,365 )
                                     
                                $ (42,577,228 )
                                     
Premiums to (Pay) Receive
  $ 11,677,556  
         
 
# Receive - Fund receives fixed rate and pays variable rate.
(Pay) - Fund pays fixed rate and receives variable rate.
 
As of August 31, 2011, for the above contracts and/or agreements, the Fund had sufficient cash and/or securities to cover any commitments or collateral requirements of the relevant broker or exchange.

         
    See accompanying notes to the financial statements.   17


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Schedule of Investments — (Continued)
August 31, 2011 (Unaudited)
 
Notes to Schedule of Investments:
 
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 investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
BBSW - Bank Bill Swap Reference Rate
CAD BA - Canadian Bankers Acceptance Rate
CDO - Collateralized Debt Obligation
CHF LIBOR - London Interbank Offered Rate denominated in Swiss Franc.
CMBS - Commercial Mortgage Backed Security
CP - Counterparty
EUR LIBOR - London Interbank Offered Rate denominated in Euros.
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
GBP LIBOR - London Interbank Offered Rate denominated in British Pounds.
JPY LIBOR - London Interbank Offered Rate denominated in Japanese Yen
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
OTC - Over-the-Counter
SEK STIBOR - Stockholm Interbank Offered Rate denominated in Swedish Krona.
USD LIBOR - London Interbank Offered Rate denominated in United States Dollars.
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
The rates shown on variable rate notes are the current interest rates at August 31, 2011, which are subject to change based on the terms of the security.
u These securities are primarily backed by subprime mortgages.
(a) All or a portion of this security has been pledged to cover collateral requirements on reverse repurchase agreements (Note 2).
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) All or a portion of this security has been pledged to cover margin requirements on futures contracts, collateral on swap contracts, forward currency contracts, and/or written options, if any.
(d) Rate disclosed, the 7 day net yield, is as of August 31, 2011.
(e) Rate disclosed, the 7 day net yield, is as of August 31, 2011. Note: Yield rounds to 0.00%.
(f) Rate shown represents yield-to-maturity.
 
Currency Abbreviations:
 
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
SEK - Swedish Krona
USD - United States Dollar

         
18
  See accompanying notes to the financial statements.    


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)


Statement of Assets and Liabilities — August 31, 2011 (Unaudited)
 
         
Assets:
       
Investments, at value (cost $1,025,314,257) (Note 2)
  $ 948,055,079  
Receivable for investments sold
    1,917  
Interest receivable
    1,794,245  
Receivable for open swap contracts (Note 4)
    63,573,532  
Receivable for expenses reimbursed by Manager (Note 5)
    27,734  
         
Total assets
    1,013,452,507  
         
         
Liabilities:
       
Payable for investments purchased
    9,187,200  
Payable for Fund shares repurchased
    233,339  
Payable to affiliate for (Note 5):
       
Trustees and Trust Officers or agents unaffiliated with the Manager
    1,316  
Payable for variation margin on open futures contracts (Note 4)
    1,618,474  
Interest payable for open swap contracts
    205,716  
Payable for open swap contracts (Note 4)
    105,385,059  
Payable for reverse repurchase agreements (Note 2)
    42,963,678  
Written options outstanding, at value (premiums $1,097,998) (Note 4)
    369,389  
Accrued expenses
    174,257  
         
Total liabilities
    160,138,428  
         
Net assets
  $ 853,314,079  
         
Shares outstanding
    37,250,404  
         
Net asset value per share
  $ 22.91  
         

         
    See accompanying notes to the financial statements.   19


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)


Statement of Operations — Six Months Ended August 31, 2011 (Unaudited)
 
         
Investment Income:
       
Interest
  $ 8,959,011  
Dividends
    27,754  
         
Total investment income
    8,986,765  
         
Expenses:
       
Interest expense (Note 2)
    116,057  
Custodian, fund accounting agent and transfer agent fees
    65,412  
Audit and tax fees
    61,916  
Legal fees
    17,940  
Trustees fees and related expenses (Note 5)
    6,897  
Miscellaneous
    12,992  
         
Total expenses
    281,214  
Fees and expenses reimbursed by Manager (Note 5)
    (151,800 )
Expense reductions (Note 2)
    (73 )
         
Net expenses
    129,341  
         
Net investment income (loss)
    8,857,424  
         
Realized and unrealized gain (loss):
       
Net realized gain (loss) on:
       
Investments
    (1,841,070 )
Futures contracts
    (56,345,034 )
Written options
    700,000  
Swap contracts
    15,768,284  
Foreign currency, forward contracts and foreign currency related transactions
    327,415  
         
Net realized gain (loss)
    (41,390,405 )
         
Change in net unrealized appreciation (depreciation) on:
       
Investments
    10,341,109  
Futures contracts
    26,156,103  
Written options
    (651,601 )
Swap contracts
    4,653,972  
Foreign currency, forward contracts and foreign currency related transactions
    504,030  
         
Net unrealized gain (loss)
    41,003,613  
         
Net realized and unrealized gain (loss)
    (386,792 )
         
Net increase (decrease) in net assets resulting from operations
  $ 8,470,632  
         

         
20
  See accompanying notes to the financial statements.    


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)


Statement of Changes in Net Assets
 
                 
    Six Months Ended
   
    August 31, 2011
  Year Ended
    (Unaudited)   February 28, 2011
Increase (decrease) in net assets:
               
Operations:
               
Net investment income (loss)
  $ 8,857,424     $ 15,510,599  
Net realized gain (loss)
    (41,390,405 )     54,487,843  
Change in net unrealized appreciation (depreciation)
    41,003,613       (12,280,551 )
                 
                 
Net increase (decrease) in net assets from operations
    8,470,632       57,717,891  
                 
Net share transactions (Note 9):
    (5,348,716 )     (133,322,118 )
                 
Total increase (decrease) in net assets
    3,121,916       (75,604,227 )
                 
Net assets:
               
Beginning of period
    850,192,163       925,796,390  
                 
End of period
  $ 853,314,079     $ 850,192,163  
                 

         
    See accompanying notes to the financial statements.   21


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Financial Highlights
(For a share outstanding throughout each period)
 
                                                 
    Six Months
                   
    Ended
                   
    August 31,
                   
    2011
  Year Ended February 28/29,
    (Unaudited)   2011   2010   2009   2008   2007
 
Net asset value, beginning of period
  $ 22.68     $ 21.30     $ 18.35     $ 25.68     $ 25.99     $ 25.23  
                                                 
                                                 
Income (loss) from investment operations:
                                               
Net investment income (loss)
    0.24       0.37       0.39       0.76       1.41       1.36  
Net realized and unrealized gain (loss)
    (0.01 )     1.01       4.24       (8.09 )     (1.72 )     (0.60 )
                                                 
                                                 
Total from investment operations
    0.23       1.38       4.63       (7.33 )     (0.31 )     0.76  
                                                 
                                                 
Less distributions to shareholders:
                                               
From cash distributions
                (1.68 )                  
                                                 
                                                 
Total distributions
                (1.68 )                  
                                                 
                                                 
Net asset value, end of period
  $ 22.91     $ 22.68     $ 21.30     $ 18.35     $ 25.68     $ 25.99  
                                                 
                                                 
Total Return(a)
    1.01 %**     6.48 %     27.20 %     (28.54 )%     (1.19 )%     3.01 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (000’s)
  $ 853,314     $ 850,192     $ 925,796     $ 790,480     $ 1,478,176     $ 1,750,067  
Net operating expenses to average daily net assets(b)
    0.00 %*(c)     0.00 %(c)     0.00 %(c)     0.00 %     0.00 %     0.00 %
Interest expense to average daily net assets
    0.03 %*(d)     0.03 %(e)     0.05 %(e)           0.07 %(d)     0.00 %(b)(d)
Total net expenses to average daily net assets
    0.03 %*(c)     0.03 %(c)     0.05 %(c)     0.00 %(b)     0.07 %     0.00 %(b)
Net investment income (loss) to average daily net assets
    2.07 %*     1.69 %     1.98 %     3.19 %     5.38 %     5.36 %
Portfolio turnover rate
    0.00 %**     36 %     55 %     59 %     41 %     93 %
Fees and expenses reimbursed by the Manager to average daily net assets
    0.04 %*     0.04 %     0.04 %     0.04 %     0.02 %     0.03 %
Redemption fees consisted of the following per share amounts:
  $ 0.00 (f)   $ 0.00 (f)   $ 0.00 (f)   $ 0.01              
 
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown. Calculation excludes redemption fees which are borne by the shareholder.
(b) Ratio is less than 0.01%.
(c) The net expense ratio does not include the effect of expense reductions (Note 2).
(d) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(e) Interest expense incurred as a result of entering into reverse repurchase agreements and/or payables owed to Lehman Brothers in connection with the termination of derivative contracts in 2008 is included in the Fund’s net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(f) There were no redemption fees during the period.
Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.

         
22
  See accompanying notes to the financial statements.    


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements
August 31, 2011 (Unaudited)
 
1. Organization
 
GMO World Opportunity Overlay Fund (the “Fund”) is a series of GMO Trust (the “Trust”). The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company with multiple series. The Fund is non-diversified as the term is defined in the 1940 Act. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager” or “GMO”). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust (“Trustees”) to create an unlimited number of series of shares (“Funds”) and to subdivide Funds into classes.
 
The Fund seeks total return greater than that of its benchmark, the J.P. Morgan U.S. 3 Month Cash Index. The Fund seeks to achieve its investment objective by using derivatives and direct investments in fixed income securities to seek to exploit misvaluations in global interest rate, credit and currency markets. The Fund’s direct investments in fixed income securities include U.S. and foreign asset-backed securities and other fixed income securities (including Treasury Separately Traded Registered Interest and Principal Securities (“STRIPS”), Inflation-Protected Securities issued by the U.S. Treasury (“TIPs”), Treasury Securities and global bonds).
 
The Fund seeks to achieve its investment objective by attempting to identify and estimate the relative misvaluation of global interest rate, credit and currency markets. Based on such estimates, the Fund establishes its positions across global interest rate, credit and currency markets. Derivative positions taken by the Fund are implemented primarily through interest rate swaps and/or futures contracts, currency forwards and/or options, and credit default swaps on single-issuers or indices. As a result of its derivative positions, the Fund typically will have a net notional value in excess of its net assets and will have a higher tracking error, along with concomitant volatility, relative to its benchmark. The Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivatives positions, and, as a result, the Fund may be leveraged in relation to its assets.
 
The Fund has a substantial investment in asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds, and bank loans made to corporations. In addition, the Fund may invest in government securities, corporate debt securities, money market instruments and commercial paper, and enter into credit default swaps, reverse repurchase agreements, and repurchase agreements. The Fund’s fixed income securities may include all types of interest rate, payment and reset terms, including fixed rate, zero coupon, contingent, deferred, payment-in-kind and auction rate features.
 
Because of the deterioration in credit markets that became acute in 2008, the Fund has and is expected to continue to have material exposure to below investment grade securities. If deemed prudent by the Manager, the Fund will take temporary defensive measures until the Manager has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with the Fund’s

         
        23


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
normal investment strategies. The Fund may not achieve its investment objective while it is taking temporary defensive measures. Because of the above-referenced deterioration in credit markets, the Fund has previously taken temporary defensive positions and has availed itself of the right to honor redemption requests in-kind.
 
Currently, shares of the Fund are not publicly offered and are principally available for purchase by other GMO Funds and certain other accredited investors.
 
2. Significant accounting policies
 
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
 
Portfolio valuation
Securities listed on a securities exchange (other than exchange-traded options) for which market quotations are readily available are valued at (i) the last sale price or (ii) official closing price as of the close of regular trading on the New York Stock Exchange (“NYSE”) or, (iii) if there is no such reported sale or official closing price (or in the event the Manager deems the over-the-counter (“OTC”) market to be a better indicator of market value), at the most recent quoted price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted price. Non-emerging market debt instruments with a remaining maturity of sixty days or less may be valued at amortized cost (unless circumstances dictate otherwise; for example, if the issuer’s creditworthiness has become impaired), which approximates market value. Shares of open-end investment companies are generally valued at their net asset value. Derivatives and other securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. Although the goal of fair valuation is to determine the amount the owner of the securities might reasonably expect to receive upon their current sale, because of the uncertainty inherent in fair value pricing, the value determined for a particular security may be materially different from the value realized upon its sale. For the period ended August 31, 2011, the Fund did not reduce the value of any of its OTC derivative contracts based on the creditworthiness of its counterparties. See Note 4 for a further discussion on valuation of derivative financial instruments.
 
Typically the Fund values debt instruments based on the most recent quoted price supplied by a single pricing source chosen by the Manager. Although the Manager normally does not evaluate pricing sources on a day-to-day basis, it does evaluate pricing sources on an ongoing basis and may change a pricing source at any time. The Manager monitors erratic or unusual movements (including unusual inactivity) in the prices supplied for a security and has discretion to override a price supplied by a source (e.g., by taking a price supplied by another) when it believes that the price supplied is not reliable. Although

         
24
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
alternative prices are available for securities held by the Fund, those alternative sources are not typically part of the valuation process and would not necessarily confirm the security price used by the Fund. Therefore, the existence of those alternative sources does not necessarily provide greater certainty about the prices used by the Fund. As of August 31, 2011, the total value of securities held for which no alternative pricing source was available represented 4.0% of the net assets of the Fund.
 
“Quotation” or “quoted price” typically means the bid price for securities held long and the ask price for securities sold short. If the pricing convention for a security does not involve a bid or an ask, “quotation” or “quoted price” may be a market quotation provided by a market participant or other third party pricing source in accordance with the convention for that security.
 
In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments in a three-level hierarchy. The valuation hierarchy is based upon the relative observability of inputs to the valuation of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
During the current year, the Fund became subject to an amendment to authoritative accounting guidance that requires new disclosures and clarifies existing disclosure requirements about fair value measurements. Specifically, the amendment requires purchases, sales, issuances and settlements be disclosed separately (i.e. gross) within the Level 3 roll-forward. The effective date of the guidance was for interim and annual periods beginning after December 15, 2010.
 
The three levels are defined as follows:
 
Level 1 – Valuations based on quoted prices for identical securities in active markets.
 
Level 2 – Valuations determined using other significant direct or indirect observable inputs. These inputs may include most recent quoted prices, interest rates, prepayment speeds, credit risk, yield curves and similar data. The Fund also used third party valuation services (which use industry models and inputs from pricing vendors) to value certain credit default swaps.
 
Level 3 – Valuations based primarily on inputs that are unobservable and significant. The Fund utilized a number of fair value techniques on Level 3 investments, including the following: The Fund valued certain debt securities and OTC derivatives using quoted prices. The Fund also used third party valuation services to value certain credit default swaps using unobservable inputs.

         
        25


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The following is a summary of the respective levels assigned to the Fund’s investments and derivatives, if any, as of August 31, 2011:
 
ASSET VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Assets
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Debt Obligations
                               
Asset-Backed Securities
  $     $ 21,236,019     $ 228,375,414     $ 249,611,433  
Foreign Government Obligations
          43,151,378             43,151,378  
U.S. Government
    152,455,050       251,754,986             404,210,036  
U.S. Government Agency
          868,560             868,560  
                                 
TOTAL DEBT OBLIGATIONS
    152,455,050       317,010,943       228,375,414       697,841,407  
                                 
Options Purchased
          851,989       13,862,912       14,714,901  
Short-Term Investments
    84,501,120       150,997,651             235,498,771  
                                 
Total Investments
    236,956,170       468,860,583       242,238,326       948,055,079  
                                 
Derivatives*
                               
Swap Agreements
                               
Credit Risk
          3,672,476             3,672,476  
Interest Rate Risk
            59,901,056             59,901,056  
Futures Contracts
                               
Interest Rate Risk
    1,928,643                   1,928,643  
                                 
Total
  $ 238,884,813     $ 532,434,115     $ 242,238,326     $ 1,013,557,254  
                                 
 
LIABILITY VALUATION INPUTS
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives*
                               
Written Options
                               
Foreign Currency Risk
  $      —     $ (369,389 )   $     $ (369,389 )
Swap Agreements
                               
Credit Risk
          (2,742,914 )     (163,861 )     (2,906,775 )
Interest Rate Risk
          (102,478,284 )           (102,478,284 )

         
26
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
  
  LIABILITY VALUATION INPUTS — continued
 
                                 
    Quoted Prices
  Significant
       
    in Active
  Other
  Significant
   
    Markets for
  Observable
  Unobservable
   
    Identical Liabilities
  Inputs
  Inputs
   
Description
  (Level 1)   (Level 2)   (Level 3)   Total
 
Derivatives — (continued)*
                               
Futures Contracts
                               
Interest Rate Risk
  $ (4,726,550 )   $     $     $ (4,726,550 )
                                 
Total
  $ (4,726,550 )   $ (105,590,587 )   $ (163,861 )   $ (110,480,998 )
                                 
 
The risks referenced above are not intended to be inclusive of all risks. Please see the Investment Risks and Derivative Financial Instruments sections below for a further discussion of risks.
 
            * Because the tables above are based on market values or unrealized appreciation (depreciation) rather than the notional amounts of derivatives, the uncertainties surrounding the valuation inputs for a derivative are likely to be more significant to the Fund’s net asset value than the uncertainties surrounding inputs for a non-derivative security with the same market value.
 
The aggregate net values of the Fund’s direct investments in securities and derivative financial instruments using Level 3 inputs were 28.4% and (0.1)% of total net assets, respectively.
 
For the period ended August 31, 2011, there were no significant transfers between Level 1 and Level 2.
 
The following is a reconciliation of investments and derivatives, if any, in which significant unobservable inputs (Level 3) were used in determining value:
 
                                                                                   
 
                                          Net Change in
                                          Unrealized
                                          Appreciation
                                          (Depreciation)
                                          from
    Balances
                  Change in
          Balances
    Investments
    as of
          Accrued
  Total
  Unrealized
  Transfers
  Transfers
  as of
    Still Held as of
    February 28,
          Discounts/
  Realized
  Appreciation
  into
  out of
  August 31,
    August 31,
    2011   Purchases   Sales   Premiums   Gain/(Loss)   (Depreciation)   level 3 *   level 3 *   2011     2011
Debt Obligations
                                                                                 
Asset-Backed Securities
  $ 293,962,357     $     $ (54,928,220 )   $ 11,702     $ (129,528 )   $ (10,540,897 )   $     $     $ 228,375,414       $ (10,585,243 )
Purchased Options
  $ 12,123,200                             $ 1,739,712                 $ 13,862,912       $ 1,739,712  
Swaps
  $ (57,502 )         $ (8,847 )         $ 8,847     $ (106,359 )               $ (163,861 )     $ (106,359 )
                                                                                   
Total
  $ 306,028,055     $     $ (54,937,067 )   $ 11,702     $ (120,681 )   $ (8,907,544 )   $     $     $ 242,074,465       $ (8,951,890 )
                                                                                   
 
            * The Fund accounts for investments and derivatives transferred into Level 3 at the value at the beginning of the period and transferred out of Level 3 at the value at the end of the period.

         
        27


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are typically translated into U.S. dollars at the close of regular trading on the NYSE, generally at 4:00 pm. Income and expenses denominated in foreign currencies are typically translated into U.S. dollars at the close of regular trading on the NYSE on the business day the income and expenses are accrued or incurred. Fluctuations in the value of currency holdings and other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains or losses. Realized gains or losses and unrealized appreciation or depreciation on investment securities and income and expenses are translated on the respective dates of such transactions. The effects of changes in foreign currency exchange rates on investments in securities are not separated on the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investment securities.
 
Repurchase agreements
The Fund may enter into repurchase agreements. Under a repurchase agreement the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities it acquired under the repurchase agreement. The value of the securities acquired is required by contract to be marked to market daily and additional collateral is required to be transferred so that the market value is at least equal to the amount owed to the Fund by the seller. If the seller of a repurchase agreement defaults or enters into insolvency proceedings and/or the value of the securities subject to the repurchase agreement is insufficient, the Fund’s recovery of cash from the seller may be delayed and the Fund may incur a loss equal to the difference between the cash it paid and the value of the securities. The Fund had no repurchase agreements outstanding at the end of the period.
 
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements. Under a reverse repurchase agreement the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at an agreed upon price and date. The Fund can use the proceeds received from entering into a reverse repurchase agreement to make additional investments, which generally causes the Fund’s portfolio to behave as if it were leveraged. If the buyer in a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund may be unable to recover the securities it sold and as a result would realize a loss equal to the difference between the value of those securities and the payment it received for them. The size of this loss will depend upon the difference between what the buyer paid for the securities the Fund sold to it and the value of those securities (e.g., a buyer may pay $95 for a bond with a market value of $100). In the event of a buyer’s bankruptcy or insolvency, the Fund’s use of proceeds from the sale of its securities may be restricted while the other party or its trustee or receiver determines whether to honor the Fund’s right to repurchase the securities. As of August 31, 2011, the Fund had received $42,952,523 from reverse repurchase agreements relating to securities with a market value, plus accrued interest, of $44,701,075. Reverse repurchase agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
28
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Inflation-indexed bonds
The Fund may invest in inflation indexed bonds. Inflation indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and some other issuers use a structure that reflects inflation in the principal value of the bond. Most other issuers pay out any inflation related accruals as part of a semiannual coupon.
 
The value of inflation indexed bonds is expected to change in response to changes in real interest rates. Real interest rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e. nominal interest rate minus inflation) might decline, leading to an increase in value of inflation indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation indexed bonds. There can be no assurance, however, that the value of inflation indexed bonds will be directly correlated to changes in nominal interest rates, and short term increases in inflation may lead to a decline in their value. Coupon payments received by the Fund from inflation indexed bonds are included in the Fund’s gross income for the period in which they accrue. In addition, any increase or decrease in the principal amount of an inflation indexed bond will increase or decrease taxable ordinary income to the Fund, even though principal is not paid until maturity. Inflation-indexed bonds outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Taxes
The Fund has elected to be treated as a partnership for U.S. federal income tax purposes. As a partnership, the Fund is not itself subject to federal income tax. Instead, each shareholder is required to take into account in determining its tax liability, its distributive share of items of Fund income, gain, loss, deduction, credit, and tax preference for each taxable year substantially as though such items have been realized directly by the shareholder and without regard to whether any distribution by the Fund has been or will be received. The Fund trades securities for its own account and, as such, is generally not subject to U.S. tax on such earnings (other than certain withholding taxes). The Manager intends to conduct the business of the Fund to the maximum extent practicable so that the Fund’s activities do not constitute a U.S. trade or business. Accordingly, no provision (benefit) for U.S. federal and state income tax is reflected in the accompanying financial statements. Dividends and other revenue may be subject to withholding or similar taxes imposed by the country in which such dividends or other revenue originate. The Fund may be subject to taxation on realized capital gains, repatriation proceeds and other transaction-based taxes imposed by certain countries in which it invests. Taxes and associated penalty and interest amounts related to capital gains realized during the period ended August 31, 2011, if any, are reflected as part of Net realized gain (loss) in the Statement of Operations. Changes in tax liabilities related to capital gain taxes on unrealized investment gains, if any, are reflected as part of Change in net unrealized appreciation (depreciation) in the Statement of Operations. Transaction-based charges are generally calculated as a percentage of the transaction amount and are paid upon the sale or transfer of portfolio securities subject to such taxes.

         
        29


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
As of August 31, 2011, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation (depreciation) in value of investments were as follows:
 
                                     
                Net Unrealized
   
        Gross Unrealized
  Gross Unrealized
  Appreciation
   
    Aggregate Cost   Appreciation   (Depreciation)   (Depreciation)    
 
    $ 1,025,314,257     $ 33,099,591     $ (110,358,769 )   $ (77,259,178 )    
 
The Fund is subject to authoritative accounting guidance related to the accounting and disclosure of uncertain tax positions under U.S. GAAP. This guidance sets forth a minimum threshold for the financial statement recognition of tax positions taken based on the technical merits of such positions. The tax laws of the United States and non-U.S. countries are subject to change. Recently enacted and proposed legislation currently under consideration in various jurisdictions, including the U.S., might affect the way the Fund and its investors are taxed prospectively and retroactively. The Fund files tax returns and/or adopts certain tax positions in various jurisdictions. Prior to the expiration of the relevant statutes of limitations, if any, the Fund is subject to examination by U.S. federal, state, local and non-U.S. jurisdictions with respect to the tax returns it has filed and the tax positions it has adopted. The Fund did not have any unrecognized tax benefits or liabilities at period-end, nor did it have any increases or decreases in unrecognized tax benefits or liabilities for the period ended August 31, 2011 that would materially impact its financial position. For U.S. federal and state tax filings, the tax years which are generally subject to examination by the relevant U.S. federal and state tax authorities include the years ended February 29, 2008 through the current year.
 
Distributions
Because the Fund has elected to be treated as a partnership for U.S. federal income tax purposes, it is not required to make distributions to its shareholders. It is the policy of the Fund to declare and pay distributions as determined by the Trustees (or their delegates). Distributions made by the Fund, if any, other than distributions made in partial or complete redemption of shareholders’ interests in the Fund, are reported in the Fund’s Statement of Changes in Net Assets as cash distributions to shareholders.
 
Security transactions and related investment income
Security transactions are accounted for in the financial statements on trade date. For purposes of daily net asset value calculations, the Fund’s policy is that security transactions are generally accounted for on the following business day. The Manager may override that policy and the Fund may account for security transactions on trade date if it experiences significant purchases or redemptions or engages in significant portfolio transactions. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date or, if later, when the Fund is informed of the ex-dividend date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or investment loss. Coupon income is not recognized on securities for which collection

         
30
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund uses the identified cost basis.
 
Expenses
Most of the expenses of the Trust are directly identifiable to an individual fund. Common expenses are allocated among the Funds based on, among other things, the nature and type of expense and the relative size of the Funds.
 
State Street Bank and Trust Company (“State Street”) serves as the Fund’s custodian, fund accounting agent and transfer agent. State Street’s fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. The Fund receives the benefit of the earnings allowance.
 
Earnings allowances are reported as a reduction of expenses in the Statement of Operations.
 
3. Investment risks
 
The value of the Fund’s shares changes with the value of the Fund’s investments. Many factors can affect this value, and you may lose money by investing in the Fund. The Fund is a non-diversified investment company under the 1940 Act and therefore a decline in the market value of a particular security held by the Fund may affect the Fund’s performance more than if the Fund were diversified. The principal risks of investing in the Fund are summarized below. The risks of investing in the Fund depend on the types of investments in its portfolio and the investment strategies the Manager employs on its behalf. This section describes the nature of these principal risks and some related risks, but does not describe every potential risk of investing in the Fund. The Fund could be subject to additional risks because of the types of investments it makes and market conditions, which may change over time.
 
• Market Risk — Fixed Income Securities — Typically, the value of fixed income securities will decline during periods of rising interest rates and widening of credit spreads.
 
• Market Risk — Asset-Backed Securities — Asset-backed securities are subject to severe credit downgrades, illiquidity, defaults and declines in market value.
 
• Credit Risk — The Fund runs the risk that the issuer or guarantor of a fixed income security or the obligor of an obligation underlying an asset-backed security will be unable or unwilling to satisfy its obligations to pay principal or interest payments or to otherwise honor its obligations. The market value of a fixed income security normally will decline as a result of the issuer’s failure to meet its payment obligations or the market’s expectation of a default, which may result from the downgrading of the issuer’s credit rating. The Fund’s investments in below investment grade securities have speculative characteristics, and changes in economic conditions or other circumstances are more likely to impair the capacity of issuers to make principal and interest payments than is the case with issuers of investment grade securities.

         
        31


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
• Liquidity Risk — Low trading volume, lack of a market maker, a large size position or legal restrictions may limit or prevent the Fund from selling particular securities or unwinding derivative positions at desirable prices. The more less-liquid securities the Fund holds, the more likely it is to honor a redemption request in-kind.
 
• Derivatives Risk — The use of derivatives involves the risk that their value may not move as expected relative to the value of the relevant underlying assets, rates or indices. Derivatives also present other Fund risks, including market risk, liquidity risk, currency risk and counterparty risk.
 
• Leveraging Risk — The Fund’s use of reverse repurchase agreements and other derivatives and securities lending may cause its portfolio to be leveraged. Leverage increases the Fund’s portfolio losses when the value of its investments decline.
 
• Counterparty Risk — The Fund runs the risk that the counterparty to an OTC derivatives contract or a borrower of the Fund’s securities will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. The risk of counterparty default is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions.
 
• Focused Investment Risk — Focusing investments in countries, regions, sectors or companies with high positive correlations to one another, such as the Fund’s investments in asset-backed securities secured by different types of consumer debt (e.g., credit-card receivables, automobile loans and home equity loans), creates additional risk.
 
• Foreign Investment Risk — The market prices of many foreign securities fluctuate more than those of U.S. securities. Many foreign markets are less stable, smaller, less liquid and less regulated than U.S. markets, and the cost of trading in those markets often is higher than in U.S. markets. Foreign portfolio transactions generally involve higher commission rates, transfer taxes and custodial costs than similar transactions in the U.S. In addition, the Fund may be subject to foreign taxes on capital gains or other income payable on foreign securities, on transactions in those securities and on the repatriation of proceeds generated from those securities. Also, many foreign markets require a license for the Fund to invest directly in those markets, and the Fund is subject to the risk that it could not invest if its license were terminated or suspended. In some foreign markets, prevailing custody and trade settlement practices (e.g., the requirement to pay for securities prior to receipt) expose the Fund to credit and other risks with respect to participating brokers, custodians, clearing banks or other clearing agents, escrow agents and issuers. Further, adverse changes in investment regulations, capital requirements or exchange controls could adversely affect the value of the Fund’s investments.
 
• Management and Operational Risk — The Fund relies on GMO’s ability to achieve its investment objective by effectively implementing its investment approach. The Fund runs the risk that GMO’s proprietary investment techniques will fail to produce the desired results. The Fund’s portfolio managers may use quantitative analyses and/or models and any imperfections or limitations in such analyses and/or

         
32
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
models could affect the ability of the portfolio managers to implement strategies. By necessity, these analyses and models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Further, the data used in models may be inaccurate and/or it may not include the most recent information about a company or a security. The Fund is also subject to the risk that deficiencies in the Manager’s or another service provider’s internal systems or controls will cause losses for the Fund or impair Fund operations.
 
• Market Disruption and Geopolitical Risk — Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets. Those events as well as other changes in foreign and domestic economic and political conditions could adversely affect the value of the Fund’s investments.
 
• Large Shareholder Risk — To the extent that shares of the Fund are held by large shareholders (e.g., institutional investors, asset allocation funds, or other GMO Funds), the Fund is subject to the risk that these shareholders will disrupt the Fund’s operations by purchasing or redeeming Fund shares in large amounts and/or on a frequent basis.
 
• Currency Risk — Fluctuations in exchange rates can adversely affect the market value of the Fund’s foreign currency holdings and investments denominated in foreign currencies.
 
The Fund invests in asset-backed securities, which may be backed by many types of assets, including pools of residential and commercial mortgages, automobile loans, educational loans, home equity loans, or credit card receivables, which expose the Fund to additional types of market risk. They also may be backed by pools of corporate or sovereign bonds, bank loans made to corporations, or a combination of these bonds and loans (commonly referred to as “collateralized debt obligations” or “collateralized loan obligations”) and by the fees earned by service providers. Payment of interest on asset backed securities and repayment of principal largely depend on the cash flows generated by the assets backing the securities. The market risk of a particular asset-backed security depends on many factors, including the deal structure (e.g., determination as to the amount of underlying assets or other support needed to produce the cash flows necessary to service interest and make principal payments), the quality of the underlying assets and, if any, the level of credit support and the credit quality of the credit-support provider. Asset-backed securities involve risk of loss of principal if obligors of the underlying obligations default and the value of the defaulted obligations exceeds whatever credit support the securities may have. The obligations of issuers (and obligors of underlying assets) also are subject to bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. Many asset-backed securities in which the Fund has invested are now rated below investment grade.
 
The existence of insurance on an asset-based security does not guarantee that the principal and/or interest will be paid because the insurer could default on its obligations. In recent years, a significant number of asset-backed security insurers have defaulted on their obligations.
 
With the deterioration of worldwide economic and liquidity conditions that occurred and became acute in 2008, the markets for asset-backed securities became fractured, and uncertainty about the creditworthiness

         
        33


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
of those securities (and underlying assets) caused credit spreads (the difference between yields on the asset-backed securities and U.S. Government securities) to widen dramatically. Concurrently, systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions reduced the ability of financial institutions to make markets in many fixed income securities. These events reduced liquidity and contributed to substantial declines in the value of asset-backed and other fixed income securities. There can be no assurance these conditions will not occur again. Also, government actions and proposals affecting the terms of underlying home and consumer loans, changes in demand for products (e.g., automobiles) financed by those loans, and the inability of borrowers to refinance existing loans (e.g., sub-prime mortgages) have had, and may continue to have, adverse valuation and liquidity effects on asset-backed securities.
 
The market value of an asset-backed security may depend on the servicing of its underlying assets and is, therefore, subject to risks associated with the negligence or defalcation of its servicer. In some circumstances, the mishandling of related documentation also may affect the rights of security holders in and to the underlying assets. The insolvency of entities that generate receivables or that utilize the assets may result in a decline in the value of the underlying assets, as well as costs and delays. The obligations underlying asset-backed securities, in particular securities backed by pools of residential and commercial mortgages, also are subject to unscheduled prepayment, and a Fund may be unable to invest prepayments at as high a yield as is provided by the asset-backed security. The risk of investing in asset-backed securities has increased because performance of the various sectors in which the assets underlying asset-backed securities are concentrated (e.g., auto loans, student loans, sub-prime mortgages, and credit card receivables) has become more highly correlated since the deterioration in worldwide economic and liquidity conditions.
 
4. Derivative financial instruments
 
Derivatives are financial contracts whose value depends on, or is derived from, the value of underlying assets, reference rates, or indices, to increase, decrease or adjust elements of the investment exposures of the Fund’s portfolio. Derivatives may relate to securities, interest rates, currencies, currency exchange rates, inflation rates, commodities and related indices, and include foreign currency contracts, swap contracts, reverse repurchase agreements, and other exchange-traded and OTC contracts.
 
The Fund may use derivatives as a substitute for direct investment in securities or other assets. In particular, the Fund may use swaps or other derivatives on an index, a single security or a basket of securities to gain investment exposures (e.g., by selling protection under a credit default swap). The Fund also may use currency derivatives (including forward currency contracts, futures contracts, swap contracts and options) to gain exposure to a given currency.
 
The Fund may use derivatives in an attempt to reduce its investment exposures (which may result in a reduction below zero). For example, the Fund may use credit default swaps to take a short position with respect to the likelihood of default by an issuer. The Fund also may use currency derivatives in an attempt to reduce (which may result in a reduction below zero) some aspect of the currency exposure in its

         
34
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
portfolio. For these purposes, the Fund may use an instrument denominated in a different currency that the Manager believes is highly correlated with the relevant currency.
 
The Fund may use derivatives in an attempt to adjust elements of its investment exposures to various securities, sectors, markets, indices and currencies without actually having to sell existing investments or make new direct investments. For instance, the Manager may alter the interest rate exposure of debt instruments by employing interest rate swaps. Such a strategy is designed to maintain the Fund’s exposure to the credit of an issuer through the debt instrument but adjust the Fund’s interest rate exposure through the swap. With these swaps, the Fund and its counterparties exchange interest rate exposure, such as fixed versus variable rates and shorter duration versus longer duration exposure. In adjusting their investment exposures, the Fund also may use currency derivatives in an attempt to adjust its currency exposure, seeking currency exposure that is different (in some cases, significantly different) from the currency exposure represented by its portfolio investments.
 
The Fund may use derivatives to effect transactions intended as a substitute for securities lending.
 
The Fund is not limited in the extent to which it uses derivatives or in the absolute face value of its derivative positions. As a result, the Fund may be leveraged in terms of aggregate exposure of its assets, and its net long exposure may exceed 100% of its net assets.
 
The use of derivatives involves risks that are in addition to, and potentially greater than, the risks associated with investing directly in securities and other more traditional assets. In particular, the use of OTC derivatives exposes the Fund to the risk that the counterparty to a derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives contracts typically can be closed only with the other party to the contract. If the counterparty defaults, the Fund will have contractual remedies, but may not be able to enforce them. Because the contract for each OTC derivative is individually negotiated, the counterparty may interpret contractual terms (e.g., the definition of default) differently than the Fund and if that occurs, the Fund may decide not to pursue its claims against the counterparty in order to avoid incurring the cost and unpredictability of legal proceedings. The Fund, therefore, may be unable to obtain payments the Manager believes are owed under OTC derivatives contracts or those payments may be delayed or made only after the Fund has incurred the costs of litigation.
 
The Fund may invest in derivatives that do not require the counterparty to post collateral (e.g., foreign currency forwards), that require collateral but that do not provide for the Fund’s security interest in it to be perfected, that require a significant upfront deposit by the Fund unrelated to the derivative’s intrinsic value, or that do not require the collateral to be regularly marked-to-market (e.g., certain OTC derivatives). Even where obligations are required by contract to be collateralized, there is usually a lag between the day the collateral is called for and the day the Fund receives it. When a counterparty’s obligations are not fully secured by collateral, the Fund is exposed to the risk of having limited recourse if the counterparty defaults. The Fund may invest in derivatives with a limited number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a pronounced effect on the Fund. Derivatives

         
        35


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
risk is particularly acute in environments (like those experienced recently) in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers and subsequent market disruptions. During these periods of market disruptions, the Fund may have a greater need for cash to provide collateral for large swings in its mark-to-market obligations under the derivatives used by the Fund.
 
Derivatives also present risks described in Note 3, “Investment Risks” above. Many derivatives, in particular OTC derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or improper valuation. The pricing models used by the Fund or their pricing agents may not produce valuations that are consistent with the values realized when OTC derivatives are actually closed out or sold. This valuation risk is more pronounced when the Fund enters into OTC derivatives with specialized terms because the value of those derivatives in some cases is determined only by reference to similar derivatives with more standardized terms. As a result, incorrect valuations may result in increased cash payments to counterparties, undercollateralization and/or errors in the calculation of the Fund’s net asset value.
 
The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will not be available in all circumstances. For example, the economic costs of taking some derivative positions may be prohibitive, and if a counterparty or its affiliate is deemed to be an affiliate of the Fund, the Fund will not be permitted to trade with that counterparty. In addition, the Manager may decide not to use derivatives to hedge or otherwise reduce the Fund’s risk exposures, potentially resulting in losses for the Fund.
 
Derivatives also involve the risk that changes in their value may not move as expected relative to the value of the assets, rates or indices they are designed to track. The use of derivatives also may increase or accelerate the taxes payable by shareholders.
 
When a Fund uses credit default swaps to obtain synthetic long exposure to a fixed income security such as a debt instrument or index of debt instruments, the Fund is exposed to the risk that it will be required to pay the full notional value of the swap contract in the event of a default.
 
Swap contracts and other OTC derivatives are highly susceptible to liquidity risk and counterparty risk, and are subject to documentation risks. Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative itself. In addition, the Fund is not limited in the extent to which it may use derivatives or in the absolute face value of its derivative positions, and, as a result, it may be leveraged in relation to its assets (see “Leveraging Risk” above).
 
The U.S. government recently enacted legislation that provides for new regulation of the derivatives market, including clearing, margin, reporting and registration requirements. Because the legislation leaves much to rule making, its ultimate impact remains unclear. New regulations could, among other things,

         
36
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
restrict the Fund’s ability to engage in derivatives transactions (for example, by making certain types of derivatives transactions no longer available to the Fund) and/or increase the costs of such derivatives transactions (for example, by increasing margin or capital requirements), and the Fund may be unable to execute its investment strategy as a result. It is unclear how the regulatory changes will affect counterparty risk.
 
Forward currency contracts
The Fund may enter into forward currency contracts, including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date (or to pay or receive the amount of the change in relative values of the two currencies). The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. The value of each of the Fund’s forward currency contracts is marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as unrealized gains or losses. Realized gains or losses on the contracts are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
 
These contracts involve market risk in excess of the unrealized gain or loss. Forward currency contracts expose the Fund to the market risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
 
Futures contracts
The Fund may purchase and sell futures contracts. A futures contract is a contract that obligates the holder to buy or sell an asset at a predetermined delivery price at a specified time in the future. Some futures contracts are net (cash) settled. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. Futures contracts are generally valued at the settlement price established at the close of business each day by the board of trade or exchange on which they are traded. The value of each of the Fund’s futures contracts is marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. The payable or receivable is settled on the following business day. Gains or losses are recognized but not accounted for as realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin as recorded on the Statement of Assets and Liabilities. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day’s settlement price, thereby effectively preventing liquidation of unfavorable positions. Futures contracts expose the Fund to the risk that it may not be able to enter into a closing transaction due to an illiquid market. During the period ended August 31, 2011, the Fund used futures contracts to adjust interest-rate exposure and enhance the diversity and liquidity of the portfolio. Futures contracts outstanding at the end of the period are listed in the Fund’s Schedule of Investments.

         
        37


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Options
The Fund may purchase call and put options. A call option gives the holder the right to buy an asset; a put option gives the holder the right to sell an asset. By purchasing options the Fund alters its exposure to the underlying asset by, in the case of a call option, entitling it to purchase the underlying asset at a set price from the writer of the option and, in the case of a put option, entitling it to sell the underlying asset at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently reflected in the marked-to-market value of the option. The potential loss associated with purchasing put and call options is limited to the premium paid. During the period ended August 31, 2011, the Fund used purchased option contracts to adjust exposure to currencies and otherwise adjust currency exchange rate risk, as well as to enhance the diversity and liquidity of the portfolio and to adjust interest rate exposure. Option contracts purchased by the Fund and outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
The Fund may write (i.e., sell) call and put options on futures, swaps (“swaptions”), securities or currencies it owns or in which it may invest. Writing options alters the Fund’s exposure to the underlying asset by, in the case of a call option, obligating the Fund to sell the underlying asset at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying asset at a set price from the option-holder. In some cases (e.g., index options), settlement will be in cash, based on a formula price. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and is subsequently included in the marked-to-market value of the option. As a writer of an option, the Fund has no control over whether it will be required to sell (call) or purchase (put) the underlying asset and as a result bears the risk of an unfavorable change in the price of the asset underlying the option. In the event that the Fund writes call options without an offsetting exposure (e.g., call options on an asset that the Fund does not own), it bears an unlimited risk of loss if the price of the underlying asset increases during the term of the option. OTC options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the period ended August 31, 2011, the Fund used written option contracts to adjust exposure to currencies and otherwise adjust currency exchange rate risk, as well as to enhance the diversity and liquidity of the portfolio and to adjust interest rate exposure. Written options outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
When an option contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction in the cost of investments purchased. Gains and losses from the expiration or closing of written option contracts are separately disclosed in the Statement of Operations.

         
38
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
For the period ended August 31, 2011, investment activity in options contracts written by the Fund was as follows:
 
                                                 
    Puts   Calls
    Principal
  Number
      Principal
  Number
   
    Amount
  of Futures
      Amount
  of Futures
   
    of Contracts   Contracts   Premiums   of Contracts   Contracts   Premiums
 
Outstanding, beginning of period
         —            —     $      —       (503,000,000 )          —     $ (1,797,998 )
Options written
                                   
Options bought back
                                   
Options expired
                      500,000,000             700,000  
                                                 
Outstanding, end of period
              $       (3,000,000 )         $ (1,097,998 )
                                                 
 
Exchange-traded options are valued at the last sale price, provided that price is between the closing bid and ask prices. If the last sale price is not within this range, then they will be valued at the closing bid price for long positions and the closing ask price for short positions. The Fund generally values OTC options using inputs provided by primary pricing sources and industry models.
 
Swap agreements
The Fund may enter into various types of swap agreements, including, without limitation, swaps on securities and securities indices, interest rate swaps, total return swaps, credit default swaps, variance swaps, commodity swaps, inflation swaps and other types of available swaps. A swap agreement is an agreement to exchange the return generated by one asset for the return generated by another asset. Some swap contracts are net settled. When entering into a swap agreement and during the term of the transaction, the Fund and/or the swap counterparty may post or receive cash or securities as collateral.
 
Initial upfront payments received or made upon entering into a swap agreement are included in the fair market value of the swap. The Fund does not amortize upfront payments. Net periodic payments made or received to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors) are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap agreements is recorded as realized gain or losses in the Statement of Operations.
 
Interest rate swap agreements involve an exchange by the parties of their respective commitments to pay or right to receive interest, (e.g., an exchange of floating rate interest payments for fixed rate interest payments with respect to the notional amount of principal).

         
        39


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
Total return swap agreements involve a commitment by one party to pay interest to the other party in exchange for a payment to it from the other party based on the return of a reference asset (e.g., a security, basket of securities, or future contract), both based on notional amounts. To the extent the return of the reference asset exceeds or falls short of the interest payments, one party is entitled to receive a payment from or obligated to make a payment to the other party.
 
In a credit default swap agreement, one party makes payments to another party in exchange for the right to receive a specified return (or to put a security) if a credit event (e.g., default or similar event) occurs with respect to a reference entity or entities. A seller of credit default protection receives periodic payments in return for its obligation to pay the principal amount of a debt security (or other agreed-upon value) to the other party upon the occurrence of a credit event. If no credit event occurs, the seller has no payment obligations so long as there is no early termination.
 
For credit default swap agreements on asset-backed securities, a credit event may be triggered by various occurrences, which may include an issuer’s failure to pay interest or principal on a reference security, a breach of a material representation or covenant, an agreement by the holders of an asset-backed security to a maturity extension, or a write-down on the collateral underlying the security. For credit default swap agreements on corporate or sovereign issuers, a credit event may be triggered by such occurrences as the issuer’s bankruptcy, failure to pay interest or principal, repudiation/moratorium and/or restructuring.
 
Variance swap agreements involve an agreement by two parties to exchange cash flows based on the measured variance (or square of volatility) of a specified underlying asset. One party agrees to exchange a “fixed rate” or strike price payment for the “floating rate” or realized price variance on the underlying asset with respect to the notional amount. At inception, the strike price chosen is generally fixed at a level such that the fair value of the swap is zero. As a result, no money changes hands at the initiation of the contract. At the expiration date, the amount payable by one party to the other is the difference between the realized price variance of the underlying asset and the strike price multiplied by the notional amount. A receiver of the realized price variance would be entitled to receive a payment when the realized price variance of the underlying asset is greater than the strike price and would be obligated to make a payment when that variance is less than the strike price. A payer of the realized price variance would be obligated to make a payment when the realized price variance of the underlying asset is greater than the strike price and would be entitled to receive a payment when that variance is less than the strike price. This type of agreement is essentially a forward contract on the future realized price variance of the underlying asset.
 
The Fund prices its swap agreements daily using models that may incorporate quotations from market makers and records the change in value, if any, as unrealized gain or loss in the Statement of Operations. Gains or losses are realized upon termination of the swap agreements or reset dates, as appropriate.
 
Swap agreements generally are not traded on publicly traded exchanges. The values assigned to them may differ significantly from the values that would be realized upon termination, and the differences could be material. Entering into swap agreements involves counterparty credit, legal, and documentation risk that is generally not reflected in the models used to price the swap agreement. Such risks include the possibility

         
40
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
that the counterparty defaults on its obligations to perform or disagrees as to the meaning of contractual terms, that the Fund has amounts on deposit in excess of amounts owed by the Fund, or that any collateral the other party posts is insufficient or not timely received by the Fund. Credit risk is particularly acute in economic environments in which financial services firms are exposed to systemic risks of the type evidenced by the insolvency of Lehman Brothers in 2008 and subsequent market disruptions. During the period ended August 31, 2011, the Fund used swap agreements to hedge against default risk, to adjust interest rate exposure and to achieve exposure to a reference entity’s credit. Swap agreements outstanding at the end of the period are listed in the Fund’s Schedule of Investments.
 
Rights and warrants
The Fund may purchase or otherwise receive warrants or rights. Warrants and rights generally give the holder the right to receive, upon exercise, a security of the issuer at a set price. Funds typically use warrants and rights in a manner similar to their use of purchased options on securities, as described in options above. Risks associated with the use of warrants and rights are generally similar to risks associated with the use of purchased options. However, warrants and rights often do not have standardized terms, and may have longer maturities and may be less liquid than exchange-traded options. In addition, the terms of warrants or rights may limit the Fund’s ability to exercise the warrants or rights at such times and in such quantities as the Fund would otherwise wish. The Fund held no rights or warrants at the end of the period.
 
The following is a summary of the fair valuations of derivative instruments categorized by risk exposure:
 
Fair Values of Derivative Instruments on the Statement of Assets and Liabilities as of
August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Assets:
                                               
Investments, at value (purchased options)
  $ 13,862,912     $ 851,989     $     $      —     $      —     $ 14,714,901  
Unrealized appreciation on futures contracts*
    1,928,643                               1,928,643  
Unrealized appreciation on swap agreements
    59,901,056             3,672,476                   63,573,532  
                                                 
Total
  $ 75,692,611     $ 851,989     $ 3,672,476     $     $     $ 80,217,076  
                                                 
                                                 
Liabilities:
                                               
Written options outstanding
  $     $ (369,389 )   $     $     $     $ (369,389 )
Unrealized depreciation on futures contracts*
    (4,726,550 )                             (4,726,550 )
Unrealized depreciation on swap agreements
    (102,478,284 )           (2,906,775 )                 (105,385,059 )
                                                 
Total
  $ (107,204,834 )   $ (369,389 )   $ (2,906,775 )   $     $     $ (110,480,998 )
                                                 

         
        41


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
The Effect of Derivative Instruments on the Statement of Operations for the Period Ended August 31, 2011Ù:
 
                                                 
    Interest rate
  Foreign currency
  Credit
  Equity
  Other
   
    contracts   contracts   contracts   contracts   contracts   Total
 
Net Realized Gain (Loss) on:
                                               
Investments (purchased options)
  $ (196,875 )   $     $ (1,475,000 )   $      —     $      —     $ (1,671,875 )
Written options
                700,000                   700,000  
Futures contracts
    (56,345,034 )                             (56,345,034 )
Swap agreements
    15,607,639             160,645                   15,768,284  
                                                 
Total
  $ (40,934,270 )   $     $ (614,355 )   $     $     $ (41,548,625 )
                                                 
                                                 
Change in Unrealized Appreciation (Depreciation) on:
                                               
Investments (purchased options)
  $ 2,360,487     $ 110,215     $ 1,397,500     $     $     $ 3,868,202  
Written options
          42,899       (694,500 )                 (651,601 )
Futures contracts
    26,156,103                               26,156,103  
Swap agreements
    4,339,985             313,987                   4,653,972  
                                                 
Total
  $ 32,856,575     $ 153,114     $ 1,016,987     $     $     $ 34,026,676  
                                                 
 
            Ù Because the Fund values its derivatives at fair value and recognizes changes in fair value through the Statement of Operations, it does not qualify for hedge accounting under authoritative guidance for derivative instruments. The Fund’s investments in derivatives may represent an economic hedge; however, they are considered to be non-hedge transactions for the purpose of these tables.
            * The Fair Values of Derivative Instruments table includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Period end variation margin on open futures contracts is reported within the Statement of Assets and Liabilities.
 
The volume of derivative activity, based on absolute values (forward currency contracts and futures contracts), notional amounts (swap agreements) or principal amounts (options) outstanding at each month-end, was as follows for the period ended August 31, 2011:
 
                         
    Futures Contracts   Swap Agreements   Options
 
Average amount outstanding
  $ 6,183,102,979     $ 7,931,202,042     $ 350,660,999  
 
5. Fees and other transactions with affiliates
 
GMO does not charge the Fund any management or service fees for its services. The Manager has contractually agreed to reimburse the Fund for the portion of the Fund’s total annual operating expenses that exceed 0.00% of the Fund’s average daily net assets (the “Expense Reimbursement Amount”)

         
42
       


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
exclusive of “Excluded Fund Fees and Expenses.” “Excluded Fund Fees and Expenses” means fees and expenses of the independent Trustees of the Trust and their independent counsel, fees and expenses for legal services the Manager for the Trust has not undertaken to pay, any compensation and expenses of Trust Officers and agents who are not affiliated with the manager, brokerage commissions, securities-lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company (including an exchange-traded fund) or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Sections 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). The Fund’s contractual expense limitation will continue through at least June 30, 2012, and may not be terminated prior to that date without consent by the Fund’s Board of Trustees.
 
The Fund’s portion of the fees paid by the Trust to the Trust’s independent Trustees and their legal counsel and any Trust Officers or agents unaffiliated with the Manager during the period ended August 31, 2011 was $6,897 and $3,056, respectively. The compensation and expenses of the Trust Officers or agents unaffiliated with the Manager are included in miscellaneous expenses 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 August 31, 2011 aggregated $0 and $104,927,003, respectively.
 
7. Guarantees
 
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as it involves possible future claims that may or may not be made against the Fund. Based on experience, the Manager is of the view that the risk of loss to the Fund in connection with the Fund’s indemnification obligations is remote; however, there can be no assurance that such obligations will not result in material liabilities that adversely affect the Fund.
 
8. Principal shareholders and related parties
 
As of August 31, 2011, 63.94% of the outstanding shares of the Fund were held by one shareholder. The shareholder is another fund of the Trust. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund.
 
As of August 31, 2011, no shares of the Fund were held by senior management of the Manager and GMO Trust officers and all of the Fund’s shares were held by accounts for which the Manager had investment discretion.

         
        43


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Notes to Financial Statements — (Continued)
August 31, 2011 (Unaudited)
 
9. Share transactions
 
The Declaration of Trust permits each Fund to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
 
                                 
    Six Months Ended
  Year Ended
    August 31, 2011 (Unaudited)   February 28, 2011
    Shares   Amount   Shares   Amount
                 
 
Shares sold
    1,996,674     $ 45,341,249       467,420     $ 10,391,687  
Shares repurchased
    (2,232,907 )     (50,689,965 )     (6,455,254 )     (143,713,805 )
                                 
Net increase (decrease)
    (236,233 )   $ (5,348,716 )     (5,987,834 )   $ (133,322,118 )
                                 

         
44
       


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Board Review of Management Agreement
August 31, 2011 (Unaudited)
 
In determining to approve the renewal of the management agreement of the Fund for an additional twelve month period commencing June 30, 2011, the Trustees, all but one of whom is not an “interested person” of GMO Trust (the “Trust”), considered information that they believed, in light of the legal advice furnished to them, to be relevant. The Trustees considered separately the management agreement for each series of the Trust (collectively, the “funds”) but also noted that the interests of the funds overlapped to a considerable extent.
 
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund’s management agreement. In addition, at a meeting held on April 29, 2011, the full Board of Trustees met with representatives of Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”) to discuss, among other things, the investment performance of the funds and various methods for evaluating fund performance. At a separate meeting also held on April 29, 2011 and attended only by the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”), their independent legal counsel and their independent compliance consultant, the Independent Trustees discussed extensive materials provided by the Manager to the Trustees for purposes of considering the renewal of the Fund’s management agreement. At the conclusion of those meetings, the Independent Trustees instructed their independent legal counsel to request additional information from the Manager, and the Manager provided that information prior to and at a meeting of the Trustees on May 31, 2011. In addition, at the meeting of the Trustees on May 31, 2011, representatives of the Manager met with the Trustees to answer questions.
 
The Trustees met over the course of the year with the Manager’s investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund’s management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund’s portfolio and the level of skill required. In evaluating that information, the Trustees focused particularly on the Manager’s internal resources and the time and attention devoted by the Manager’s senior management to the Fund. The Trustees also considered the business reputation of the Manager and its professional liability insurance coverage.
 
The Trustees also considered the Fund’s investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund’s performance, including information as to performance in relation to risk, over various periods, including one-, three- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund’s performance, as well as factors identified by the Manager as contributing to the Fund’s performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used by the Manager to manage the Fund’s investments, and the overall competence of the Manager.
 
The Trustees gave substantial consideration to the fact that the Fund does not pay a management fee to the Manager under the Fund’s management agreement. The Trustees reviewed information provided by the Manager regarding the Manager’s standard fee rates for separately managed accounts. The Trustees also

         
        45


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Board Review of Management Agreement — (Continued)
August 31, 2011 (Unaudited)
 
considered so-called “fallout benefits” to the Manager and also possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management by, for example, attracting new clients, entering into sub-advisory relationships with other fund groups, and/or expanding existing client relationships.
 
In assessing the nature and quality of the services provided by the Manager, the Trustees considered a range of factors in addition to performance. The Trustees considered the rigor and discipline with which the Manager manages the Fund and the extent and quality of the resources, including human resources, brought to bear by the Manager. The Trustees also considered the extent and quality of the non-investment advisory services provided by the Manager, including financial reporting, legal, compliance and administrative services. The Trustees evaluated the Manager’s record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager’s fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager’s code of ethics (regulating the personal trading of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager’s practices with respect to the execution of portfolio transactions. Finally, the Trustees also considered the Manager’s practices and record with respect to the resolution of trading, net asset value determination, and other errors.
 
The Trustees considered the scope of the services provided by the Manager to the Fund under the management agreement. The Trustees noted that the Trust’s counsel had advised (and independent legal counsel had confirmed) that, in their experience, the standard of care set forth in the management agreement was typical for mutual fund management agreements. The Trustees noted that the scope of the Manager’s services to the Fund was consistent with the Fund’s operational requirements, including, in addition to seeking to achieve the Fund’s investment objective, compliance with the Fund’s investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager’s oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund’s total expenses, the Manager’s reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund’s other service providers.
 
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund’s management agreement.
 
Following their review, on May 31, 2011, the Independent Trustees in their capacity as such, and then all Trustees voting together, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund’s management agreement for an additional twelve-month period commencing June 30, 2011.

         
46
       


 

GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Fund Expenses
August 31, 2011 (Unaudited)
 
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2011.
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2011 through August 31, 2011.
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled “Net Expense Incurred” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio 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 for the period. You may use this information to compare the ongoing costs of investing in the Fund with 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.

         
        47


 

 
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)

Fund Expenses — (Continued)
August 31, 2011 (Unaudited)
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
                                 
    Annualized
  Beginning
  Ending
  Net
    Net Expense
  Account
  Account
  Expense
    Ratio   Value   Value   Incurred*
1) Actual
    0.03 %   $ 1,000.00     $ 1,010.10     $ 0.15  
2) Hypothetical
    0.03 %   $ 1,000.00     $ 1,024.99     $ 0.15  
                                 
 
            * Expenses are calculated using the annualized expense ratio (including interest expense and indirect expense incurred) for the six months ended August 31, 2011, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 366 days in the year.

         
48
       


 

Item 2.   Code of Ethics.
    Not applicable to this filing.
Item 3.   Audit Committee Financial Expert.
    Not applicable to this filing.
Item 4.   Principal Accountant Fees and Services.
    Not applicable to this filing.
Item 5.   Audit Committee of Listed Registrants.
    Not applicable to this Registrant.
Item 6.   Schedule of Investments.
    The complete schedule of investments for each series of the Registrant is included as part of the semiannual reports to shareholders filed under Item 1 of this Form N-CSR.
Item 7.   Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
    Not applicable to this Registrant.
Item 8.   Portfolio Managers of Closed-End Management Investment Companies.
    Not applicable to this Registrant.
Item 9.   Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
    Not applicable to this Registrant.
Item 10.   Submission of Matters to a Vote of Security Holders.
    There were no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.
Item 11.   Controls and Procedures.
  (a)   The registrant’s Principal Executive Officer and Principal Financial Officer have concluded as of a date within 90 days of the filing of this report, based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms.
    (b)(1) On June 13, 2011, the GMO International Active Equity Division implemented a new order management/trading system.
    (b)(2) On August 15, 2011, Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) began using a new proprietary shareholder services system for capital stock processing for the series of GMO Trust.
    (b)(3) Except as described in the prior two paragraph regarding the GMO International Active Equity Division’s order management/trading system and GMO’s shareholder services system there were no changes in the Trust’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.

 


 

    The certifying officers express no view as to whether the changes in paragraphs (b)(1) and (2) are material.
Item 12.   Exhibits.
    (a)(1) Not applicable to this filing.
    (a)(2) Certifications by 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 are attached hereto as EX-99.CERT.
    (a)(3) Not applicable to this Registrant.
  (b)   Certifications by the Principal Executive Officer and Principal Financial Officer of the registrant pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940 are attached hereto as EX-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)
  GMO Trust    
 
       
By (Signature and Title):
  /s/ J.B. Kittredge
 
J.B. Kittredge, Chief Executive Officer
   
 
       
 
  Date: November 01, 2011    
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
         
By (Signature and Title):
  /s/ J.B. Kittredge
 
J.B. Kittredge, Principal Executive Officer
   
 
       
 
  Date: November 01, 2011    
 
       
By (Signature and Title):
  /s/ Sheppard N. Burnett
 
Sheppard N. Burnett, Principal Financial Officer
   
 
       
 
  Date: November 01, 2011