N-CSR

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 811-5349

Goldman Sachs Trust

(Exact name of registrant as specified in charter)

4900 Sears Tower, Chicago, Illinois 60606-6303

(Address of principal executive offices) (Zip code)

Howard B. Surloff, Esq.	Copies to:
Goldman, Sachs & Co.	Jeffrey A. Dalke, Esq.
One New York Plaza	Drinker Biddle & Reath LLP
New York, New York 10004	One Logan Square
	18th and Cherry Streets
	Philadelphia, PA 19103
(Name and address of agents for service)

Registrant’s telephone number, including area code: (312) 655-4400

Date of fiscal year end: AUGUST 31

Date of reporting period: AUGUST 31, 2004

ITEM 1.	REPORTS TO STOCKHOLDERS.
	The Annual Report to Stockholders is filed herewith.

Goldman Sachs Funds G R O W T H E Q U I T Y F U N D S Annual Report August 31, 2004 Long-term capital growth potential from a diversified portfolio of equity investments.

Goldman Sachs Growth Equity Funds GOLDMAN SACHS CAPITAL GROWTH FUND GOLDMAN SACHS STRATEGIC GROWTH FUND GOLDMAN SACHS CONCENTRATED GROWTH FUND GOLDMAN SACHS GROWTH OPPORTUNITIES FUND NOT FDIC-INSURED May Lose Value No Bank Guarantee

G O L D M A N S A C H S G R O W T H E Q U I T Y F U N D S What Differentiates Goldman Sachs’ Growth Investment Process? For over 23 years, the Goldman Sachs Growth Team has consistently applied a three-step investment process based on our

belief that wealth is created through the long-term ownership of growing businesses. 1 B U Y T H E B U S I N E S S

Make decisions as long-term business owners Result rather than as stock traders Performance driven by the compounding GOLDMAN SACHS’ growth of businesses over time — not short-Perform in-depth, fundamental research GROWTH INVESTMENT term market movements PROCESS Focus on long-term structural and Long-term participation in growing competitive advantages businesses — less reliance on macroeconomic predictions, market timing, 1 sector rotation or momentum

BUY THE BUSINESS 2 B U Y H I G H — Q U A L I T Y G R O W T H B U S I N E S S E S 3 Identify high quality growth businesses. Result

Some required investment criteria include: Investment in businesses that we believe Established brand names are strategically positioned for consistent

2 Dominant market shareslong-term growth Pricing power Recurring revenue streams BUY HIGH-QUALITY

Free cash flow GROWTH BUSINESSESLong product life cycles 3 Favorable long-term growth prospects Excellent management

3 3 B U Y AT A N AT T R A C T I V E P R I C E

Perform rigorous valuation analysis of            Result

BUY AT AN every potential investment Good investment decisions based on ATTRACTIVE PRICE Use valuation tools and analytics to ensure solid understanding of what each business that the high-quality business franchises is worth we have identified also represent sound Attractive buying opportunities as the stock investments prices of quality growth businesses fluctuate over time 1

P O R T F O L I O R E S U LT S Capital Growth Fund Dear Shareholder, This report provides an overview on the performance of the Goldman Sachs Capital Growth Fund during the one-year reporting period that ended August 31, 2004. Performance Review Over the one-year period that ended August 31, 2004, the Fund’s Class A, B, C, Institutional, and Service Shares generated cumulative total returns, without sales charges, of 7.26%, 6.46%, 6.41%, 7.63%, and 7.08%, respectively. These returns compare to the 5.36% and 11.46% cumulative total returns of the Fund’s benchmark, the Russell 1000 Growth Index, and its former benchmark, the S&P 500 Index (with dividends reinvested), respectively, over the same period. Year-to-date, we have seen strong returns from many of the Fund’s holdings that lagged in 2003. In particular, several of the Fund’s Technology, Consumer Staples, and Finance businesses have been top contributors to performance. Investors have rewarded companies with strong balance sheets and solid business fundamentals. Many of the businesses held in the Fund have strong free cash flow and flexible balance sheets that can potentially allow them to thrive in different market environments. This is important because free cash flow allows a business to self-finance new growth opportunities, pay down debt, or return wealth to shareholders in the form of stock buybacks and dividends. Examples of companies in the portfolio that recently announced stock buybacks include Microsoft Corp. and Crown Castle International Corp. Within Consumer Staples, Colgate-Palmolive Co., PepsiCo, Inc., Wm. Wrigley Jr. Co., and Avon Products, Inc. have been notably strong in 2004, as earnings results have exceeded expectations. In 2003, we took advantage of attractive valuations and increased the Fund’s allocation to the sector. We believe these companies are benefiting from their global reach, as sales in their European and Latin American operations continue to exceed analysts’ expectations. We feel emerging markets are fertile ground for the Fund’s Consumer Staples businesses, given that these countries are often characterized by growing per capita disposable income and poor consumer product distribution infrastructure. The Fund’s Technology companies significantly outperformed the market and enhanced returns. For example, QUALCOMM, Inc. and eBay, Inc. boosted returns. During the period, QUALCOMM announced that its earnings would be significantly higher than analysts’ estimates, attributable to soaring demand for cell phone chips. As the innovator of Code Division Multiple Access (CDMA) technology, the fastest growing wireless standard, QUALCOMM receives a royalty on the manufacturers’ selling price of every CDMA handset made. Fannie Mae and Freddie Mac were also notable contributors to performance during the reporting period. Several holdings in the Media sector produced disappointing results, due to a sluggish radio advertising market. However, we are encouraged by the attractive valuations and enduring growth prospects we find in the area. While the recent stock performance from Viacom, Inc. and Clear Channel Communications, Inc. is disappointing, we remain focused on their competitive advantages and long-term growth prospects. 2

P O R T F O L I O R E S U LT S Portfolio Composition As bottom-up stock pickers, we focus on the real worth of the business and, to the extent that we find several businesses in related industries that have long-term growth potential, we may become heavily invested in a particular sector. With this in mind, as of August 31, 2004, the Consumer Staples and Technology sectors constituted a large portion of the Fund. The Fund tends to avoid making heavy investments in Capital Goods, Basic Industry, and other cyclical companies that we feel are typically incapable of exhibiting long-term growth. These types of businesses do not typically have the pricing power and strong business franchise characteristics that we prefer. Portfolio Highlights During the reporting period, there were a number of holdings that enhanced results, including the following: Fannie Mae and Freddie Mac — Fannie Mae and Freddie Mac were notable contributors to performance during this period. Freddie Mac has rebounded sharply in 2004, as investors were reassured when the company issued its 2003 financial statements within the timeframe promised to regulators. We believe both companies are well positioned for higher interest rates as they are adequately hedged and have historically proven the ability grow earnings in various environments. Avon Products, Inc. — The investment case for Avon rests with its global franchise in direct selling. This requires a low level of capital intensity and yields a highly profitable business that generates substantial free cash flow and high returns on invested capital. A true multinational, Avon generates well over half of its pre-tax profits in overseas markets. Tapping into the opportunities offered by emerging markets in Latin America, Europe, and Asia is central to Avon’s growth strategy. We believe emerging markets are fertile ground for Avon’s direct selling business model, given that these countries are often characterized by growing per capita disposable income, strong consumer demand for beauty products, desire for entrepreneurial career opportunities, poor consumer product distribution infrastructure, and immature retail penetration. 3

P O R T F O L I O R E S U LT S Starwood Hotels & Resorts Worldwide, Inc. — Starwood is an emerging lodging leader and we feel is ideally situated to benefit from very favorable fundamentals in the U.S. lodging industry. Given the consolidation in the industry, professional managers and owners of hotels, as well as a more discerning lending community, have helped to tame the boom-bust hotel real estate cycles of the past. Because it takes 2-3 years to build an upscale hotel, we have reasonably good visibility over the next several years of the new supply entering the U.S. lodging market.

We thank you for your investment and look forward to your continued confidence.

Goldman Sachs Growth Equity Investment Team

New York, September 22, 2004 Sector Allocation (Percentage of Portfolio) as of 8/31/04 25% 23.5% 20% 18.6%

14.3% 14.5% 15% 12.8% 10.5% 10% 5% 2.2% 1.5% 1.1% 1.0% 0% Basic Materials Consumer Cyclicals Consumer Staples Energy Financial Health Care Industrials Insurance Services Technology The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding repurchase agreements, securities lending collateral and cash). This Sector Allocation chart is provided for your reference. This new information has been included in response to recent rule and form amendments made by the Securities and Exchange Commission. 4

F U N D B A S I C S Capital Growth Fund as of August 31, 2004 Assets Under Management P E R F O R M A N C E R E V I E W Fund Total Return Russell 1000 $1.9 Billion September 1, 2003–August 31, 2004 (based on NAV)1 Growth Index2 S&P 500 Index2 Class A 7.26% 5.36% 11.46% Class B 6.46 5.36 11.46 Number of Holdings Class C 6.41 5.36 11.46 Institutional 7.63 5.36 11.46 71 Service 7.08 5.36 11.46 1The net asset value (NAV) represents the net assets of the class of the Fund (ex-dividend) divided by the total number of shares of the class outstanding. The Fund’s performance reflects the reinvestment of dividends and other distributions. The Fund’s performance does not reflect the deduction of any applicable sales charges. N A S D A Q S Y M B O L S 2Effective December 1, 2003, the Russell 1000 Growth Index replaced the S&P 500 Index as the Fund’s benchmark. The Russell 1000 Growth Index is an unmanaged index that measures the performance of companies with higher price to earnings ratios and higher forecasted growth values Class A Shares compared to the S&P 500. The S&P 500 Index (with dividends reinvested) is the Standard & Poor’s 500 Composite Stock Price Index of 500 stocks, an unmanaged index of common stock prices. In the Investment Adviser’s opinion, the Russell 1000 Growth Index is a more appropriate GSCGX benchmark against which to measure the performance of the Fund. The Index figures do not reflect any deduction for fees, expenses or taxes.

Class B Shares            S T A N D A R D I Z E D T O T A L R E T U R N S 3

For the period ended 6/30/04 Class A            Class B            Class C            Institutional            Service GSCBX One Year 9.21% 9.71% 13.80% 16.06% 15.49% Five Years-4.49-4.51-4.10-3.01-3.49 Ten Years 9.48 N/A            N/A            N/A 10.034 Class C Shares Since Inception 10.83 7.61 3.77 4.94 11.224 (4/20/90) (5/1/96) (8/15/97) (8/15/97) (4/20/90) GSPCX

3 The Standardized Total Returns are average annual total returns or cumulative total returns (only if the performance period is one year or less) as of the most recent calendar quarter-end. They assume reinvestment of all distributions at NAV. These returns reflect a maximum initial sales charge of 5.5% for Class A Shares, the assumed contingent deferred sales charge for Class Institutional Shares B Shares (5% maximum declining to 0% after six years) and the assumed contingent deferred sales charge for Class C Shares (1% if redeemed within 12 months of purchase). Because Institutional and Service Shares do not involve a sales charge, such a charge is not applied to GSPIX their Standardized Total Returns. 4Performance data for Service Shares prior to August 15, 1997 (commencement of operations) is that of Class A Shares (excluding the impact of front-end sales charges applicable to Class A Shares since Service Shares are not subject to any sales charges). Performance of Class A Shares of the Capital Service Shares Growth Fund reflects the expenses applicable to the Fund’s Class A Shares. The fees applicable to Service Shares are different from those applicable to Class A Shares which impact performance ratings and rankings for a class of shares. GSPSX Total return figures in the above charts represent past performance and do not guarantee future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above charts. Please visit www.gs.com/funds to obtain the most recent month-end returns. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 5

G O L D M A N S A C H S C A P I TA L G R O W T H F U N D T O P 1 0 H O L D I N G S A S O F 8 / 3 1 / 0 4 5 Holding % of Total Net Assets Line of Business Microsoft Corp. 5.2% Computer Software Pfizer, Inc. 4.8 Drugs & Medicine QUALCOMM, Inc. 4.0 Semiconductors Fannie Mae 3.8 Financials PepsiCo, Inc. 3.5 Beverages Freddie Mac 3.0 Financials Dell, Inc. 3.0 Computer Hardware Viacom, Inc. Class B 2.9 Movies & Entertainment The McGraw-Hill Cos., Inc. 2.8 Commercial Services Wal-Mart Stores, Inc. 2.8 Retailing 5The top 10 holdings may not be representative of the Fund’s future investments. 6

P O R T F O L I O R E S U LT S Strategic Growth Fund Dear Shareholder, This report provides an overview on the performance of the Goldman Sachs Strategic Growth Fund during the one-year reporting period that ended August 31, 2004. Performance Review Over the one-year period that ended August 31, 2004, the Fund’s Class A, B, C, Institutional, and Service Shares generated cumulative total returns, without sales charges, of 3.59%, 2.78%, 2.91%, 4.04%, and 3.58%, respectively. These returns compare to the 5.36% cumulative total return of the Fund’s benchmark, the Russell 1000 Growth Index (with dividends reinvested), over the same period. While the Fund generated positive absolute results during the period, it lagged its benchmark on a relative basis. This was largely the result of the Fund’s relative underperformance in certain Media and Healthcare businesses. On the other hand, several of the Fund’s Finance and Technology holdings enhanced results. The Fund’s businesses in the Media sector that are exposed to the radio market were weak, as analysts were disappointed by sluggish advertising growth. While the recent stock performance from Viacom, Inc. and Clear Channel Communications, Inc. is disappointing, we remain focused on their competitive advantages and long-term growth prospects. We believe Viacom is positioned at the center of the growing advertising industry with the leading group of cable networks, a well-positioned broadcast network, and holdings in the 50 largest markets in radio and outdoor advertising. On the positive side, many segments of Media not exposed to the radio market are performing well and being recognized by investors for their strong fundamentals and growth prospects. Lamar Advertising Co. was up sharply over the reporting period. The Fund’s Technology companies significantly outperformed the market and enhanced results. In particular, QUALCOMM, Inc., eBay, Inc., and Yahoo!, Inc. had strong performance over the past year. QUALCOMM announced that its earnings would be significantly higher than analysts’ estimates, attributable to soaring demand for cell phone chips. As the innovator of Code Division Multiple Access (CDMA) technology, the fastest growing wireless standard, QUALCOMM receives a royalty on the manufacturers’ selling price of every CDMA handset made. Fannie Mae and Freddie Mac were also notable contributors to performance. Freddie Mac has rebounded sharply, as investors were reassured when the company issued its 2003 financial statements within the timeframe promised to regulators. We believe both companies are well positioned for higher interest rates as they are adequately hedged and have historically proven the ability to grow earnings in various environments. 7

P O R T F O L I O R E S U LT S Portfolio Composition The Strategic Growth Fund invests primarily in large-cap growth stocks. More specifically, we seek businesses with dominant market share, established brand name, pricing power, recurring revenue stream, and free cash flow. Additionally, we seek companies with high returns on invested capital, predictable growth, sustainable growth, long product life cycle, enduring competitive advantage, favorable demographic trends and excellent management. The Fund is more selective and focused than many mutual funds and there are typically 50 to 70 holdings in the portfolio. Portfolio Highlights While the Fund underperformed its benchmark during the reporting period, there were a number of holdings that enhanced results, including the following: Lamar Advertising Co. — Lamar employs a strategy of becoming the dominant outdoor advertising provider in the areas it serves. As a result, the company averages 85% market share of outdoor ad dollars within their markets. We believe this dominant market share has two benefits. First, the company has pricing power over local ad rates within their markets. Second, the company faces little competition since it is difficult for someone to enter their markets economically as a minority player. Historically, outdoor advertising also benefited from a structural growth in audience every year. Advertising rates are based in part on the number of people that view the advertisement. With traffic commute times increasing 13% on average over the past decade, the audience for outdoor advertising has steadily increased. Cendant Corp. — Cendant is a consumer and business services company primarily operating in two broad segments: travel services and real estate services. Cendant owns dominant franchises within its business segments and virtually all of its businesses are the number one or number two players in their respective industries. Cendant’s business model focuses primarily on franchising, outsourcing, and marketing its service-oriented businesses. It generally seeks to avoid asset ownership but it will opportunistically take ownership positions when advantageous. The results of this model are high margins, strong cash-flow generation, and few capital requirements. Avon Products, Inc. — The investment case for Avon rests with its global franchise in direct selling. This requires a low level of capital intensity and yields a highly profitable business that generates substantial free cash flow and high returns on invested capital. A true multinational, Avon generates well over half of its pre-tax profits in overseas markets. Tapping into the opportunities offered by emerging markets in Latin America, Europe, and Asia is central to Avon’s growth strategy. We believe emerging markets are fertile ground for Avon’s direct selling business model, given that these countries are often characterized by growing per capita disposable income, strong consumer demand for beauty products, desire for 8

P O R T F O L I O R E S U LT S entrepreneurial career opportunities, poor consumer product distribution infrastructure, and immature retail penetration. We thank you for your investment and look forward to your continued confidence. Goldman Sachs Growth Equity Investment Team New York, September 22, 2004 Sector Allocation (Percentage of Portfolio) as of 8/31/04 30% 27.1% 25% 19.9% 20% 16.0% 15% 13.6% 11.3% 11.0% 10% 5% 1.1% 0% Consumer Cyclicals Consumer Staples Financial Health Care Insurance Services Technology The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding repurchase agreements, securities lending collateral and cash). This Sector Allocation chart is provided for your reference. This new information has been included in response to recent rule and form amendments made by the Securities and Exchange Commission. 9

F U N D B A S I C S Strategic Growth Fund as of August 31, 2004 Assets Under Management P E R F O R M A N C E R E V I E W Fund Total Return            Russell 1000 $325.7 Million

September 1, 2003–August 31, 2004 (based on NAV)1 Growth Index2 Class A 3.59% 5.36% Class B 2.78 5.36 Number of Holdings            Class C 2.91 5.36 Institutional 4.04 5.36 Service 3.58 5.36 57

1The net asset value (NAV) represents the net assets of the class of the Fund (ex-dividend) divided by the total number of shares of the class outstanding. The Fund’s performance reflects the reinvestment of dividends and other distributions. The Fund’s performance does not reflect the deduction of any applicable sales charges. 2The Russell 1000 Growth Index (with dividends reinvested) is an unmanaged market capitalization N A S D A Q S Y M B O L S weighted index that measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes.

Class A Shares

GGRAX            S T A N D A R D I Z E D T O T A L R E T U R N S 3 For the period ended 6/30/04 Class A            Class B            Class C            Institutional            Service One Year 6.82% 7.28% 11.10% 13.51% 13.03% Class B Shares

Five Years -5.34 -5.39 -4.98 -3.88 -4.22 Since Inception -4.27 -4.13 -3.91 -2.83 -3.16 (5/24/99) GSWBX

3The Standardized Total Returns are average annual total returns or cumulative total returns (only if the performance period is one year or less) as of the most recent calendar quarter-end. They assume reinvestment of all distributions at NAV. These returns reflect a maximum initial Class C Shares sales charge of 5.5% for Class A Shares, the assumed contingent deferred sales charge for Class B Shares (5% maximum declining to 0% after six years) and the assumed contingent deferred sales charge for Class C Shares (1% if redeemed within 12 months of purchase). Because GGRCX Institutional and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns. Total return figures in the above charts represent past performance and do not guarantee future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their Institutional Shares original cost. Current performance may be lower or higher than the total return figures in the above charts. Please visit www.gs.com/funds to obtain the most recent month-end returns. Performance reflects expense limitations in effect. In their absence, performance would be reduced. GSTIX Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Service Shares T O P 1 0 H O L D I N G S A S O F 8 / 3 1 / 0 4 4 Holding % of Total Net Assets Line of Business GSTSX QUALCOMM, Inc. 4.9% Semiconductors Microsoft Corp. 4.9 Computer Software Pfizer, Inc. 4.5 Drugs & Medicine Freddie Mac 4.1 Financials Wal-Mart Stores, Inc. 3.7 Retailing Fannie Mae 3.6 Financials First Data Corp. 3.5 Computer Services PepsiCo, Inc. 3.3 Beverages Cendant Corp. 3.1 Consumer Services Dell, Inc. 2.9 Computer Hardware 4The top 10 holdings may not be representative of the Fund’s future investments. 10

P O R T F O L I O R E S U LT S Concentrated Growth Fund Dear Shareholder, This report provides an overview on the performance of the Goldman Sachs Concentrated Growth Fund over the one-year reporting period that ended August 31, 2004. Performance Review Over the one-year period that ended August 31, 2004, the Fund’s Class A, B, C, Institutional, and Service Shares generated cumulative total returns, without sales charges, of 0.84%, 0.06%, -0.02%, 1.26%, and 0.84%, respectively. These returns compare to the 5.36% cumulative total return of the Fund’s benchmark, the Russell 1000 Growth Index (with dividends reinvested), over the same period. The Fund lagged its benchmark during the reporting period. This was largely the result of its relative underperformance in certain Media and Healthcare businesses. On the other hand, several of the Fund’s Technology holdings enhanced results. In addition, Fannie Mae and Freddie Mac, two of the Fund’s largest holdings, rebounded and positively contributed to relative returns. The Fund’s businesses in the Media sector that are exposed to the radio market were weak, as analysts were disappointed by sluggish advertising growth. While the recent stock performance from Viacom, Inc. and Clear Channel Communications, Inc. is disappointing, we remain focused on their competitive advantages and long-term growth prospects. We believe Viacom, Inc. is positioned at the center of the growing advertising industry with a leading group of cable networks, the well-positioned broadcast network, and top holdings in the 50 largest markets in radio and outdoor advertising. On the positive side, many segments of Media not exposed to the radio market are performing well and being recognized by investors for their strong fundamentals and growth prospects. The E.W. Scripps Co., with operations in newspapers, broadcast television, and cable networks (which includes Food and HGTV), boosted returns. These networks benefit from audience share gains and the increased desire to advertise to a targeted audience. The Fund’s holding in Healthcare company Wyeth detracted from results as an appeals court overturned a prior ruling, which had limited the evidence that was allowed to be submitted by plaintiffs’ attorneys in fen-phen trials. We believe that the company may ultimately attempt to take the appeal to the Supreme Court. Although the company still possesses strong fundamentals, the legal overhang from the fen-phen trials was viewed as a drag on the stock. As such, we sold out of the position during the period. The Fund’s Technology companies significantly outperformed the market and enhanced results. In particular, QUALCOMM, Inc., eBay, Inc., and Yahoo!, Inc. had strong performance over the past year. QUALCOMM announced that its earnings would be significantly higher than analysts’ estimates, attributable to soaring demand for cell phone chips. As the innovator of Code Division Multiple Access (CDMA) technology, the fastest growing wireless standard, QUALCOMM receives a royalty on the manufacturers’ selling price of every CDMA handset made. 11

P O R T F O L I O R E S U LT S Fannie Mae and Freddie Mac were notable contributors to performance over the past twelve months. Freddie Mac has rebounded sharply, as investors were reassured when the company issued its 2003 financial statements within the timeframe promised to regulators. Portfolio Composition The Concentrated Growth Fund typically holds 30-40 high quality growth companies and tends to be more concentrated in individual holdings, industries, and sectors than the typical, broadly diversified large-cap growth portfolio. Portfolio Highlights While the Fund underperformed its benchmark during the reporting period, there were a number of holdings that enhanced results, including the following: Moody’s Corp. — Moody’s is an established and reputed brand name in the ratings business, and is one of the two leading agencies worldwide, along with Standard & Poor’s. These two agencies operate in an industry environment that can be characterized as quasi-monopolistic or a “partnership-monopoly.” This is because most issuers tend to have at least two ratings, one each from Moody’s and Standard & Poor’s. As a result, each agency rates around 90% of debt issuance in the U.S. Sustainability of growth is tied to favorable secular trends such as globalization of capitalism, and deregulation, financial innovation, and ever-increasing sensitivity to credit risk. Starwood Hotels & Resorts Worldwide, Inc. — Starwood is an emerging lodging leader and we feel is ideally situated to benefit from very favorable fundamentals in the U.S. lodging industry. Given the consolidation in the industry, professional managers and owners of hotels, as well as a more discerning lending community, have helped to tame the boom-bust hotel real estate cycles of the past. Because it takes 2-3 years to build an upscale hotel, we have reasonably good visibility over the next several years of the new supply entering the U.S. lodging market. 12

P O R T F O L I O R E S U LT S Wm. Wrigley Jr. Co. — We believe that Wrigley has one of the best global consumer franchises in the world today as it enjoys better than 50% worldwide market share of the chewing gum sector.

We thank you for your investment and look forward to your continued confidence.

Goldman Sachs Growth Equity Investment Team New York, September 22, 2004 Sector Allocation (Percentage of Portfolio) as of 8/31/04 50% 42.5% 40% 30%

17.6% 20% 15.9% 10.4% 10% 7.8% 5.8%

0% Consumer Cyclicals            Consumer Staples            Financial            Health Care            Services            Technology

The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding repurchase agreements, securities lending collateral and cash). This Sector Allocation chart is provided for your reference. This new information has been included in response to recent rule and form amendments made by the Securities and Exchange Commission.

13

F U N D B A S I C S Concentrated Growth Fund as of August 31, 2004 Assets Under Management P E R F O R M A N C E R E V I E W Fund Total Return            Russell 1000 $107.0 Million

September 1, 2003–August 31, 2004 (based on NAV)1 Growth Index2 Class A 0.84% 5.36% Class B 0.06 5.36 Number of Holdings            Class C -0.02 5.36 Institutional 1.26 5.36 Service 0.84 5.36 40

1The net asset value (NAV) represents the net assets of the class of the Fund (ex-dividend) divided by the total number of shares of the class outstanding. The Fund’s performance reflects the reinvestment of dividends and other distributions. The Fund’s performance does not reflect the deduction of any applicable sales charges. 2The Russell 1000 Growth Index (with dividends reinvested) is an unmanaged market capitalization N A S D A Q S Y M B O L S weighted index that measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes.

Class A Shares

GCGAX            S T A N D A R D I Z E D T O T A L R E T U R N S 3 For the period ended 6/30/04 Class A            Class B            Class C            Institutional            Service One Year 3.86% 4.11% 8.04% 10.35% 9.93% Class B Shares Since Inception 8.83 9.42 11.34 12.69 12.29 (9/3/02) GCGBX

3The Standardized Total Returns are average annual total returns or cumulative total returns (only if the performance period is one year or less) as of the most recent calendar quarter-end. They assume reinvestment of all distributions at NAV. These returns reflect a maximum initial sales charge of 5.5% for Class A Shares, the assumed contingent deferred sales charge for Class Class C Shares B Shares (5% maximum declining to 0% after six years) and the assumed contingent deferred sales charge for Class C Shares (1% if redeemed within 12 months of purchase). Because Institutional and Service Shares do not involve a sales charge, such a charge is not applied to GCGCX their Standardized Total Returns. Total return figures in the above charts represent past performance and do not guarantee future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the Institutional Shares above charts. Please visit www.gs.com/funds to obtain the most recent month-end returns. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the GCRIX redemption of Fund shares. T O P 1 0 H O L D I N G S A S O F 8 / 3 1 / 0 4 4 Service Shares Holding % of Total Net Assets Line of Business GCGSX QUALCOMM, Inc. 6.0% Semiconductors Viacom, Inc. Class B 5.7 Movies & Entertainment Univision Communications, Inc. 5.5 Broadcasting & Cable Cendant Corp. 5.1 Consumer Services Microsoft Corp. 4.9 Computer Software Freddie Mac 4.6 Financials First Data Corp. 4.1 Computer Services Pfizer, Inc. 4.1 Drugs & Medicine Fannie Mae 4.0 Financials Harrah’s Entertainment, Inc. 3.7 Gaming/Lodging 4The top 10 holdings may not be representative of the Fund’s future investments. 14

P O R T F O L I O R E S U LT S Growth Opportunities Fund Dear Shareholder, This report provides an overview on the performance of the Goldman Sachs Growth Opportunities Fund during the one- year reporting period that ended August 31, 2004. Performance Review Over the one-year period that ended August 31, 2004, the Fund’s Class A, B, C, Institutional, and Service Shares generated cumulative total returns, without sales charges, of 6.90%, 6.14%, 6.12%, 7.36%, and 6.77%, respectively. These returns compare to the 7.46% cumulative total return of the Fund’s benchmark, the Russell Midcap Growth Index (with dividends reinvested), over the same period. The Fund generated positive returns during the reporting period, but lagged its benchmark. This was largely due to the Fund’s holdings in the Media sector that have exposure to radio. Conversely, a number of the Fund’s Technology, Retail and Healthcare companies enhanced results. Several of the Fund’s Media stocks produced weak results, due to a sluggish radio advertising market. Entravision Communications and Citadel Broadcasting are examples of holdings that were a drag on results. However, we are encouraged by the attractive valuations and enduring growth prospects we find in the sector. On the upside, Media holdings Lamar Advertising and E.W. Scripps Co. ended the period in positive territory. The Fund’s Technology companies had strong performance overall and contributed to relative results. For example, FLIR Systems, Inc., Symantec Corp., and CheckFree Corp. boosted returns. Several stocks in the Retail sector were also beneficial for performance. For example, shares of Harman International Industries, Inc., Harrah’s Entertainment, Inc., and Chico’s FAS, Inc. rose due to strong results and fundamentals. Most of the Fund’s Healthcare companies generated positive returns over the reporting period, with Caremark Rx, Inc., Biogen Idec, Inc., and Charles River Laboratories International, Inc. contributing significantly to performance. Many of the holdings in the Fund have strong free cash flow and flexible balance sheets that can potentially allow them to thrive in different market environments. This is important because free cash flow allows a business to self-finance new growth opportunities, pay down debt, or return wealth to shareholders in the form of stock buybacks and dividends. Crown Castle International Corp. and EchoStar Communications Corp. are examples of companies in the Fund that recently announced stock buybacks. 15

P O R T F O L I O R E S U LT S Portfolio Composition The Fund invests primarily in medium-sized growth companies with a market capitalization between $1 and $10 billion. We seek companies that generally fall into these categories: (1) high growth companies with dominant market share in a niche industry, (2) companies that are undergoing fundamental improvements in their business or long-term growth rates, or (3) under-followed/under-recognized growth companies whose long-term prospects are under-appreciated by Wall Street analysts. We strive to purchase these companies at reasonable valuations in order to capture the full benefits of their growth. Portfolio Highlights While the Fund underperformed its benchmark during the reporting period, there were a number of holdings that enhanced results, including the following: Crown Castle International Corp. — Crown Castle is the largest firm in the international tower consolidation business and has benefited from increased demand for tower space. This is because of the proliferation of traditional wireless services such as cellular and demand for new services including two-way paging, digital TV, digital radio, and picture messaging. Crown Castle’s stock continued to climb after very strong performance in 2003. The company reported that same-tower revenues were up year-over-year and subsequently raised 2004 guidance. Crown Castle also announced the sale of its UK operations during the reporting period. We view this as a positive move, as it strengthens Crown Castle’s balance sheet. Lamar Advertising Co. — Lamar employs a strategy of becoming the dominant outdoor advertising provider in the areas it serves. As a result, the company averages 85% market share of outdoor ad dollars within their markets. We believe this dominant market share has two benefits. First, the company has pricing power over local ad rates within their markets. Second, the company faces little competition since it is difficult for someone to enter their markets economically as a minority player. Historically, outdoor advertising also benefited from a structural growth in audience every year. Advertising rates are based in part on the number of people that view the advertisement. With traffic commute times increasing 13% on average over the past decade, the audience for outdoor advertising has steadily increased. 16

P O R T F O L I O R E S U LT S Harman International Industries, Inc. — Harman produces audio products and electronic systems for consumer and professional markets. It continued to gain new automotive platforms because of significant demand for its high-end infotainment systems in the luxury-car market. The company has also been gaining notice in the market for its strong fundamentals and because it has the dominant franchise in its industry.

We thank you for your investment and look forward to your continued confidence.

Goldman Sachs Growth Equity Investment Team New York, September 22, 2004 Sector Allocation (Percentage of Portfolio) as of 8/31/04 30% 24.0% 25% 20.6% 20% 16.7%

15% 12.6%

11.8% 10% 5.9% 4.3%

5% 3.0%

1.1% 0% Consumer Cyclicals Consumer Staples Energy Financial Health Care Insurance Services Technology Transportation The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding repurchase agreements, securities lending collateral and cash). This Sector Allocation chart is provided for your reference. This new information has been included in response to recent rule and form amendments made by the Securities and Exchange Commission.

17

F U N D B A S I C S Growth Opportunities Fund as of August 31, 2004 Assets Under Management P E R F O R M A N C E R E V I E W Fund Total Return            Russell Midcap $1.1 Billion

September 1, 2003–August 31, 2004 (based on NAV)1 Growth Index2 Class A 6.90% 7.46% Class B 6.14 7.46 Number of Holdings Class C 6.12 7.46 Institutional 7.36 7.46 Service 6.77 7.46 74

1The net asset value (NAV) represents the net assets of the class of the Fund (ex-dividend) divided by the total number of shares of the class outstanding. The Fund’s performance reflects the reinvestment of dividends and other distributions. The Fund’s performance does not reflect the deduction of any applicable sales charges. 2The Russell Midcap Growth Index is an unmanaged market capitalization weighted index that N A S D A Q S Y M B O L S measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. The Index figures do not reflect any deduction for fees, expenses

Class A Shares            or taxes.

GGOAX            S T A N D A R D I Z E D T O T A L R E T U R N S 3 For the period ended 6/30/04 Class A            Class B            Class C            Institutional            Service One Year 16.46% 17.31% 21.34% 23.69% 23.07%

Class B Shares Five Years 13.11 13.45 13.55 14.86 14.26 Since Inception 14.13 14.56 14.54 15.85 15.26 GGOBX (5/24/99) 3The Standardized Total Returns are average annual total returns or cumulative total returns (only if the performance period is one year or less) as of the most recent calendar quarter-end. They assume reinvestment of all distributions at NAV. These returns reflect a maximum initial Class C Shares sales charge of 5.5% for Class A Shares, the assumed contingent deferred sales charge for Class B Shares (5% maximum declining to 0% after six years) and the assumed contingent deferred sales charge for Class C Shares (1% if redeemed within 12 months of purchase). Because GGOCX Institutional and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns. Total return figures in the above charts represent past performance and do not guarantee future results, which will vary. The investment return and principal value of an investment will fluctuate Institutional Shares and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above charts. Please visit www.gs.com/funds to obtain the most recent month-end returns. Performance reflects expense limitations in effect. In their absence, performance would be reduced. GGOIX Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Service Shares T O P 1 0 H O L D I N G S A S O F 8 / 3 1 / 0 4 4 % of Total GGOSX Holding Net Assets Line of Business Charles River Laboratories International, Inc. 2.4% Health Care Services Lamar Advertising Co. 2.3 Publishing PETCO Animal Supplies, Inc. 2.3 Retailing Harman International Industries, Inc. 2.2 Electrical Equipment Smith International, Inc. 2.1 Oil & Gas CheckFree Corp. 2.1 Internet & Online Gentex Corp. 2.1 Auto Parts & Related Reebok International Ltd. 2.0 Apparel/Shoes Williams-Sonoma, Inc. 2.0 Retailing ARAMARK Corp. Class B 1.9 Commercial Services 4The top 10 holdings may not be representative of the Fund’s future investments. 18

GOLDMAN SACHS CAPITAL GROWTH FUND 

Performance Summary

August 31, 2004

The following graph shows the value, as of August 31, 2004, of a $10,000 investment made on April 20, 1990 (commencement of operations) in Class A Shares (with the maximum sales charge of 5.5%) of the Goldman Sachs Capital Growth Fund. Effective December 1, 2003, the Russell® 1000 Growth Index (with dividends reinvested) replaced the Standard and Poor’s 500 Index (with dividends reinvested) (“S&P 500 Index”) as the Fund’s benchmark. In the opinion of the Fund’s investment adviser, the Russell® 1000 Growth Index is a more appropriate benchmark against which to measure performance of the Fund. For comparative purposes, the performance of the Fund’s former benchmark, the S&P 500 Index, and the Fund’s current benchmark, the Russell® 1000 Growth Index, are shown. This performance data represents past performance and should not be considered indicative of future performance which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of Class B, Class C, Institutional and Service Shares will vary from Class A Shares due to differences in fees and loads. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect portfolio performance. These factors include, but are not limited to, portfolio operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting a portfolio.

Capital Growth Fund’s Lifetime Performance

Performance of a $10,000 Investment, with dividends reinvested, from April 20, 1990 to August 31, 2004.

Average Annual Total Return through August 31, 2004	Since Inception		Ten Years		Five Years		One Year
Class A (commenced April 20, 1990)
Excluding sales charges		10.85%		9.01%		-3.02%		7.26%
Including sales charges		10.42%		8.39%		-4.11%		1.38%
Class B (commenced May 1, 1996)
Excluding contingent deferred sales charges		6.97%		n/a		-3.74%		6.46%
Including contingent deferred sales charges		6.97%		n/a		-4.13%		1.46%
Class C (commenced August 15, 1997)
Excluding contingent deferred sales charges		3.12%		n/a		-3.74%		6.41%
Including contingent deferred sales charges		3.12%		n/a		-3.74%		5.41%
Institutional Class (commenced August 15, 1997)		4.28%		n/a		-2.64%		7.63%
Service Class (commenced August 15, 1997)		3.78%		n/a		-3.12%		7.08%

19

 GOLDMAN SACHS CAPITAL GROWTH FUND

Statement of Investments

August 31, 2004

Shares		Description	Value
Common Stocks – 100.0%
Banks – 1.1%
	249,000	Citigroup, Inc.	$	11,598,420
	261,624	J.P. Morgan Chase & Co.		10,355,078
				21,953,498
Beverages – 4.2%
	1,338,950	PepsiCo, Inc.		66,947,500
	313,900	The Coca-Cola Co.		14,034,469
				80,981,969
Biotechnology – 2.4%
	780,700	Amgen, Inc.*		46,287,703
Broadcasting & Cable – 4.0%
	1,081,752	Clear Channel Communications, Inc.		36,249,509
	909,500	Univision Communications, Inc.*@		30,013,500
	400,700	XM Satellite Radio Holdings, Inc.*		11,007,229
				77,270,238
Commercial Services – 4.5%
	461,300	Moody’s Corp.		31,626,728
	723,599	The McGraw-Hill Cos., Inc.		54,798,152
				86,424,880
Computer Hardware – 3.0%
	1,659,490	Dell, Inc.*		57,816,632
Computer Services – 3.0%
	1,118,820	First Data Corp.		47,270,145
	460,053	Sabre Holdings Corp.		10,581,219
				57,851,364
Computer Software – 6.7%
	409,200	Electronic Arts, Inc.*		20,369,976
	198,761	Intuit, Inc.*		8,405,603
	3,676,000	Microsoft Corp.		100,354,800
				129,130,379
Consumer Services – 1.9%
	1,666,500	Cendant Corp.		36,046,395
Drugs & Medicine – 8.4%
	289,600	Eli Lilly & Co.		18,375,120
	2,855,310	Pfizer, Inc.		93,282,978
	514,000	Schering-Plough Corp.		9,488,440
	1,084,200	Wyeth		39,649,194
				160,795,732
Electrical Equipment – 2.2%
	655,400	General Electric Co.		21,490,566
	640,500	Tyco International Ltd.@		20,060,460
				41,551,026
Financials – 10.3%
	977,400	Fannie Mae		72,767,430
	870,400	Freddie Mac		58,421,248
	92,900	Golden West Financial Corp.		10,054,567
	1,002,070	MBNA Corp.		24,189,970
	174,400	Merrill Lynch & Co., Inc.		8,906,608
	184,800	Morgan Stanley		9,374,904
	1,440,600	The Charles Schwab Corp.		13,613,670
				197,328,397
Foods – 1.7%
	532,160	Wm. Wrigley Jr. Co.		33,009,885
Gaming/ Lodging – 4.3%
	701,000	GTECH Holdings Corp.		16,473,500
	574,010	Harrah’s Entertainment, Inc.		27,661,542
	399,540	Marriott International, Inc.		18,958,173
	443,980	Starwood Hotels & Resorts Worldwide, Inc.		19,623,916
				82,717,131
Health Care Services – 1.0%
	677,873	Caremark Rx, Inc.*		19,454,955
Household/ Personal Care – 6.9%
	883,900	Avon Products, Inc.		39,050,702
	697,760	Colgate-Palmolive Co.		37,679,040
	264,400	Energizer Holdings, Inc.*		10,930,296
	812,760	The Procter & Gamble Co.		45,490,177
				133,150,215
Insurance – 1.0%
	145,215	Ambac Financial Group, Inc.		10,963,732
	257,847	Willis Group Holdings Ltd.		9,016,910
				19,980,642
Internet & Online – 2.7%
	315,200	CheckFree Corp.*		8,589,200
	286,900	eBay, Inc.*		24,828,326
	124,708	Google, Inc.*		12,776,335
	206,300	Yahoo!, Inc.*		5,881,613
				52,075,474
Manufacturing – 1.5%
	346,700	3M Co.		28,554,212
Medical Products – 2.7%
	304,500	Guidant Corp.		18,209,100
	456,700	Medtronic, Inc.@		22,720,825
	163,400	St. Jude Medical, Inc.*		10,988,650
				51,918,575
Movies & Entertainment – 5.6%
	1,050,100	Liberty Media Corp. Class A*		9,356,391
	2,595,940	Time Warner, Inc.*		42,443,619
	1,680,730	Viacom, Inc. Class B		55,985,116
				107,785,126
Networking Telecom Equipment – 2.0%
	2,054,480	Cisco Systems, Inc.*		38,542,045

The accompanying notes are an integral part of these financial statements.

20

GOLDMAN SACHS CAPITAL GROWTH FUND 

Shares		Description	Value
Common Stocks – (continued)
Oil & Gas – 1.1%
	233,340	Apache Corp.	$	10,427,965
	231,212	Exxon Mobil Corp.		10,658,873
				21,086,838
Publishing – 3.9%
	222,000	Gannett Co., Inc.		18,803,400
	665,900	Lamar Advertising Co.*		29,093,171
	193,400	The E.W. Scripps Co.		19,786,754
	244,700	Valassis Communications, Inc.*		6,915,222
				74,598,547
Retailing – 6.2%
	393,000	Dollar Tree Stores, Inc.*		9,239,430
	348,300	Family Dollar Stores, Inc.		9,212,535
	695,600	Lowe’s Companies, Inc.		34,571,320
	365,200	PETCO Animal Supplies, Inc. *		12,095,424
	1,035,200	Wal-Mart Stores, Inc.		54,523,984
				119,642,693
Semiconductors – 6.4%
	1,272,800	Intel Corp.		27,097,912
	553,300	Linear Technology Corp.		19,791,541
	2,006,252	QUALCOMM, Inc.		76,337,888
				123,227,341
Telecommunications – 1.3%
	819,900	American Tower Corp.*@		12,208,311
	871,405	Crown Castle International Corp.*		12,469,805
				24,678,116
TOTAL COMMON STOCKS
(Cost $1,565,231,744)			$	1,923,860,008

Principal		Interest			Maturity
Amount		Rate			Date		Value
Repurchase Agreement – 0.0%
Joint Repurchase Agreement Account II^
$	200,000		1.60	%		09/01/2004	$	200,000
Maturity Value: $200,009
TOTAL REPURCHASE AGREEMENT
(Cost $200,000)							$	200,000
TOTAL INVESTMENTS BEFORE SECURITIES LENDING COLLATERAL
(Cost $1,565,431,744)							$	1,924,060,008

Shares		Description	Value
Securities Lending Collateral – 2.4%
	46,709,650	Boston Global Investment Trust – Enhanced Portfolio	$	46,709,650
TOTAL SECURITIES LENDING COLLATERAL
(Cost $46,709,650)			$	46,709,650
TOTAL INVESTMENTS – 102.4%
(Cost $1,612,141,394)			$	1,970,769,658

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

*	Non-income producing security.
@	All or a portion of security is on loan.
^	Joint repurchase agreement was entered into on August 31, 2004.

The accompanying notes are an integral part of these financial statements.

21

 GOLDMAN SACHS CAPITAL GROWTH FUND

Statement of Investments (continued)

August 31, 2004

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT II — At August 31, 2004, the Capital Growth Fund had undivided interest in the following Joint Repurchase Agreement Account II which equaled $200,000 in principal amount.

	Principal		Interest			Maturity	Maturity
Repurchase Agreements	Amount		Rate			Date	Value
Banc of America Securities LLC	$	1,750,000,000		1.60	%	09/01/2004	$	1,750,077,778
Barclays Capital PLC		100,000,000		1.55		09/01/2004		100,004,306
Barclays Capital PLC		750,000,000		1.59		09/01/2004		750,033,125
Citigroup Global Markets		1,000,000,000		1.60		09/01/2004		1,000,044,444
Credit Suisse First Boston Corp.		1,007,900,000		1.60		09/01/2004		1,007,944,795
Greenwich Capital Markets		400,000,000		1.60		09/01/2004		400,017,778
J.P. Morgan Chase & Co.		550,000,000		1.60		09/01/2004		550,024,444
Morgan Stanley & Co.		1,000,000,000		1.59		09/01/2004		1,000,044,167
UBS LLC		750,000,000		1.59		09/01/2004		750,033,125
Westdeutsche Landesbank AG		600,000,000		1.60		09/01/2004		600,026,667
TOTAL	$	7,907,900,000					$	7,908,250,629

At August 31, 2004, Joint Repurchase Agreement Account II was fully collateralized by Federal Home Loan Bank, 0.00% to 10.50%, due 09/20/2004 to 01/01/2022; Federal Home Loan Mortgage Association, 0.00% to 7.50%, due 09/07/2004 to 09/01/2034; Federal National Mortgage Association, 0.00% to 10.50%, due 11/04/2004 to 09/01/2034; Student Loan Marketing Association, 2.00% to 5.85%, due 03/15/2005 to 06/01/2007 and Tennessee Valley Authority, 5.625% to 6.79%, due 01/18/2011 to 03/15/2013.

The accompanying notes are an integral part of these financial statements.

22

GOLDMAN SACHS STRATEGIC GROWTH FUND 

Performance Summary

August 31, 2004

The following graph shows the value, as of August 31, 2004, of a $10,000 investment made on May 24, 1999 (commencement of operations) in Class A Shares (with the maximum sales charge of 5.5%) of the Goldman Sachs Strategic Growth Fund. For comparative purposes, the performance of the Fund’s benchmark, the Russell® 1000 Growth Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of Class B, Class C, Institutional and Service Shares will vary from Class A Shares due to differences in fees and loads. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect portfolio performance. These factors include, but are not limited to, portfolio operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting a portfolio.

Strategic Growth Fund’s Lifetime Performance

Performance of a $10,000 Investment, with dividends reinvested, from May 24, 1999 to August 31, 2004.

Average Annual Total Return through August 31, 2004	Since Inception		Five Years		One Year
Class A (commenced May 24, 1999)
Excluding sales charges		-3.97%		-4.30%		3.59%
Including sales charges		-4.99%		-5.38%		-2.06%
Class B (commenced May 24, 1999)
Excluding contingent deferred sales charges		-4.68%		-5.01%		2.78%
Including contingent deferred sales charges		-4.86%		-5.39%		-2.22%
Class C (commenced May 24, 1999)
Excluding contingent deferred sales charges		-4.63%		-4.98%		2.91%
Including contingent deferred sales charges		-4.63%		-4.98%		1.91%
Institutional Class (commenced May 24, 1999)		-3.57%		-3.89%		4.04%
Service Class (commenced May 24, 1999)		-3.90%		-4.23%		3.58%

23

 GOLDMAN SACHS STRATEGIC GROWTH FUND

Statement of Investments

August 31, 2004

Shares		Description	Value
Common Stocks – 99.5%
Beverages – 3.3%
	217,330	PepsiCo, Inc.	$	10,866,500
Biotechnology – 1.1%
	63,000	Amgen, Inc.*		3,735,270
Broadcasting & Cable – 7.3%
	213,320	Clear Channel Communications, Inc.		7,148,353
	100,400	Comcast Corp.*		2,786,100
	71,500	Cox Communications, Inc.*		2,349,490
	78,500	EchoStar Communications Corp.*		2,406,025
	271,997	Univision Communications, Inc.*@		8,975,901
				23,665,869
Commercial Services – 4.2%
	66,900	Moody’s Corp.		4,586,664
	118,500	The McGraw-Hill Cos., Inc.		8,974,005
				13,560,669
Computer Hardware – 3.5%
	270,900	Dell, Inc.*		9,438,156
	172,200	EMC Corp.*		1,854,594
				11,292,750
Computer Services – 4.5%
	270,300	First Data Corp.		11,420,175
	145,200	Sabre Holdings Corp.		3,339,600
				14,759,775
Computer Software – 4.9%
	589,200	Microsoft Corp.		16,085,160
Consumer Services – 3.1%
	460,300	Cendant Corp.		9,956,289
Drugs & Medicine – 8.1%
	46,500	Eli Lilly & Co.		2,950,425
	453,110	Pfizer, Inc.		14,803,104
	236,400	Wyeth		8,645,148
				26,398,677
Financials – 12.4%
	159,300	Fannie Mae		11,859,885
	199,800	Freddie Mac		13,410,576
	17,700	Golden West Financial Corp.		1,915,671
	198,650	MBNA Corp.		4,795,411
	33,800	State Street Corp.		1,525,732
	722,600	The Charles Schwab Corp.		6,828,570
				40,335,845
Foods – 2.1%
	108,600	Wm. Wrigley Jr. Co.		6,736,458
Gaming/ Lodging – 3.8%
	105,700	Harrah’s Entertainment, Inc.		5,093,683
	102,400	Marriott International, Inc.		4,858,880
	57,900	Starwood Hotels & Resorts Worldwide, Inc.		2,559,180
				12,511,743
Health Care Services – 1.5%
	172,900	Caremark Rx, Inc.*		4,962,230
Household/ Personal Care – 5.5%
	118,600	Avon Products, Inc.		5,239,748
	131,700	Colgate-Palmolive Co.		7,111,800
	44,436	Energizer Holdings, Inc.*		1,836,984
	66,800	The Procter & Gamble Co.		3,738,796
				17,927,328
Insurance – 1.1%
	28,300	Ambac Financial Group, Inc.		2,136,650
	43,600	Willis Group Holdings Ltd.		1,524,692
				3,661,342
Internet & Online – 3.3%
	53,700	eBay, Inc.*		4,647,198
	12,600	Google, Inc.*		1,290,870
	162,700	Yahoo!, Inc.*		4,638,577
				10,576,645
Medical Products – 2.7%
	80,000	Guidant Corp.		4,784,000
	82,800	Medtronic, Inc.		4,119,300
				8,903,300
Movies & Entertainment – 5.2%
	232,700	Liberty Media Corp.*		2,073,357
	351,600	Time Warner, Inc.*		5,748,660
	274,334	Viacom, Inc. Class B		9,138,066
				16,960,083
Networking Telecom Equipment – 2.9%
	499,300	Cisco Systems, Inc.*		9,366,868
Publishing – 2.4%
	23,900	Gannett Co., Inc.		2,024,330
	74,800	Lamar Advertising Co.*		3,268,012
	88,300	Valassis Communications, Inc.*		2,495,358
				7,787,700
Retailing – 7.4%
	81,900	CarMax, Inc.*		1,603,602
	57,500	Dollar Tree Stores, Inc.*		1,351,825
	141,300	Family Dollar Stores, Inc.		3,737,385
	112,900	Lowe’s Companies, Inc.		5,611,130
	225,800	Wal-Mart Stores, Inc.		11,892,886
				24,196,828
Semiconductors – 8.2%
	293,600	Intel Corp.		6,250,744
	121,600	Linear Technology Corp.		4,349,632
	423,100	QUALCOMM, Inc.		16,098,955
				26,699,331

The accompanying notes are an integral part of these financial statements.

24

GOLDMAN SACHS STRATEGIC GROWTH FUND 

Shares		Description	Value
Common Stocks – (continued)
Telecommunications – 1.0%
	224,900	Crown Castle International Corp.*	$	3,218,319
TOTAL COMMON STOCKS
(Cost $312,159,788)			$	324,164,979

Principal		Interest			Maturity
Amount		Rate			Date		Value
Repurchase Agreement – 0.5%
Joint Repurchase Agreement Account II^
$	1,600,000		1.60	%		09/01/2004	$	1,600,000
Maturity Value: $1,600,071
TOTAL REPURCHASE AGREEMENT
(Cost $1,600,000)							$	1,600,000
TOTAL INVESTMENTS BEFORE SECURITIES LENDING COLLATERAL
(Cost $313,759,788)							$	325,764,979

Shares		Description	Value
Securities Lending Collateral – 0.3%
	969,000	Boston Global Investment Trust – Enhanced Portfolio	$	969,000
TOTAL SECURITIES LENDING COLLATERAL
(Cost $969,000)				969,000
TOTAL INVESTMENTS – 100.3%
(Cost $314,728,788)			$	326,733,979

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

*	Non-income producing security.
@	All or a portion of security is on loan.
^	Joint repurchase agreement was entered into on August 31, 2004.

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT II — At August 31, 2004, the Strategic Growth Fund had undivided interest in the following Joint Repurchase Agreement Account II which equaled $1,600,000 in principal amount.

	Principal		Interest			Maturity	Maturity
Repurchase Agreements	Amount		Rate			Date	Value
Banc of America Securities LLC	$	1,750,000,000		1.60	%	09/01/2004	$	1,750,077,778
Barclays Capital PLC		100,000,000		1.55		09/01/2004		100,004,306
Barclays Capital PLC		750,000,000		1.59		09/01/2004		750,033,125
Citigroup Global Markets		1,000,000,000		1.60		09/01/2004		1,000,044,444
Credit Suisse First Boston Corp.		1,007,900,000		1.60		09/01/2004		1,007,944,795
Greenwich Capital Markets		400,000,000		1.60		09/01/2004		400,017,778
J.P. Morgan Chase & Co.		550,000,000		1.60		09/01/2004		550,024,444
Morgan Stanley & Co.		1,000,000,000		1.59		09/01/2004		1,000,044,167
UBS LLC		750,000,000		1.59		09/01/2004		750,033,125
Westdeutsche Landesbank AG		600,000,000		1.60		09/01/2004		600,026,667
TOTAL	$	7,907,900,000					$	7,908,250,629

At August 31, 2004, Joint Repurchase Agreement Account II was fully collateralized by Federal Home Loan Bank, 0.00% to 10.50%, due 09/20/2004 to 01/01/2022; Federal Home Loan Mortgage Association, 0.00% to 7.50%, due 09/07/2004 to 09/01/2034; Federal National Mortgage Association, 0.00% to 10.50%, due 11/04/2004 to 09/01/2034; Student Loan Marketing Association, 2.00% to 5.85%, due 03/15/2005 to 06/01/2007 and Tennessee Valley Authority, 5.625% to 6.79%, due 01/18/2011 to 03/15/2013.

The accompanying notes are an integral part of these financial statements.

25

 GOLDMAN SACHS CONCENTRATED GROWTH FUND

Performance Summary

August 31, 2004

The following graph shows the value, as of August 31, 2004, of a $10,000 investment made on September 3, 2002 (commencement of operations) in Class A Shares (with the maximum sales charge of 5.5%) of the Goldman Sachs Concentrated Growth Fund. For comparative purposes, the performance of the Fund’s benchmark, the Russell® 1000 Growth Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of Class B, Class C, Institutional and Service Shares will vary from Class A Shares due to differences in fees and loads. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect portfolio performance. These factors include, but are not limited to, portfolio operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting a portfolio.

Concentrated Growth Fund’s Lifetime Performance

Performance of a $10,000 Investment, with dividends reinvested, from September 3, 2002 to August 31, 2004.

Average Annual Total Return through August 31, 2004	Since Inception		One Year
Class A (commenced September 3, 2002)
Excluding sales charges		8.35%		0.84%
Including sales charges		5.34%		-4.73%
Class B (commenced September 3, 2002)
Excluding contingent deferred sales charges		7.56%		0.06%
Including contingent deferred sales charges		5.68%		-4.94%
Class C (commenced September 3, 2002)
Excluding contingent deferred sales charges		7.47%		-0.02%
Including contingent deferred sales charges		7.47%		-1.02%
Institutional Class (commenced September 3, 2002)		8.77%		1.26%
Service Class (commenced September 3, 2002)		8.35%		0.84%

26

GOLDMAN SACHS CONCENTRATED GROWTH FUND 

Statement of Investments

August 31, 2004

Shares		Description	Value
Common Stocks – 99.0%
Beverages – 3.6%
	77,820	PepsiCo, Inc.	$	3,891,000
Broadcasting & Cable – 17.8%
	189,890	Cablevision Systems New York Group*		3,516,763
	116,650	Clear Channel Communications, Inc.		3,908,941
	74,940	Comcast Corp.*		2,079,585
	76,770	EchoStar Communications Corp.*		2,353,000
	48,840	Entravision Communications Corp.*		395,604
	178,130	Univision Communications, Inc.*		5,878,290
	41,790	Westwood One, Inc.*		937,768
				19,069,951
Commercial Services – 3.6%
	17,930	Moody’s Corp.		1,229,281
	34,070	The McGraw-Hill Cos., Inc.		2,580,121
				3,809,402
Computer Hardware – 2.4%
	74,230	Dell, Inc.*		2,586,173
Computer Services – 5.4%
	103,820	First Data Corp.		4,386,395
	59,180	Sabre Holdings Corp.		1,361,140
				5,747,535
Computer Software – 4.9%
	191,010	Microsoft Corp.		5,214,573
Consumer Services – 5.1%
	253,070	Cendant Corp.		5,473,904
Drugs & Medicine – 4.1%
	133,880	Pfizer, Inc.		4,373,860
Financials – 11.6%
	58,040	Fannie Mae		4,321,078
	72,750	Freddie Mac		4,882,980
	341,790	The Charles Schwab Corp.		3,229,915
				12,433,973
Foods – 2.1%
	35,450	Wm. Wrigley Jr. Co.		2,198,963
Gaming/Lodging – 4.7%
	81,230	Harrah’s Entertainment, Inc.		3,914,474
	26,560	Starwood Hotels & Resorts Worldwide, Inc. Class B		1,173,952
				5,088,426
Health Care Services – 1.9%
	70,690	Caremark Rx, Inc.*		2,028,803
Internet & Online – 3.1%
	17,740	eBay, Inc.*		1,535,220
	6,150	Google, Inc.*		630,067
	41,360	Yahoo!, Inc.*		1,179,174
				3,344,461
Medical Products – 1.7%
	30,816	Guidant Corp.		1,842,797
Movies & Entertainment – 7.8%
	135,880	Time Warner, Inc.*		2,221,638
	183,660	Viacom, Inc. Class B		6,117,715
				8,339,353
Networking Telecom Equipment – 2.4%
	134,540	Cisco Systems, Inc.*		2,523,970
Publishing – 1.2%
	13,080	The E.W. Scripps Co.		1,338,215
Retailing – 5.6%
	24,570	Dollar Tree Stores, Inc.*		577,641
	58,370	Family Dollar Stores, Inc.		1,543,887
	30,880	Lowe’s Companies, Inc.		1,534,736
	43,820	Wal-Mart Stores, Inc.		2,307,999
				5,964,263
Semiconductors – 8.8%
	92,890	Intel Corp.		1,977,628
	30,550	Linear Technology Corp.		1,092,773
	167,460	QUALCOMM, Inc.		6,371,853
				9,442,254
Telecommunications – 1.2%
	86,970	Crown Castle International Corp.*		1,244,541
TOTAL COMMON STOCKS
(Cost $100,460,566)			$	105,956,417

Principal		Interest			Maturity
Amount		Rate			Date		Value
Repurchase Agreement – 0.7%
Joint Repurchase Agreement Account II^
$	700,000		1.60	%		09/01/2004	$	700,000
Maturity Value: $700,031
TOTAL REPURCHASE AGREEMENT
(Cost $700,000)							$	700,000
TOTAL INVESTMENTS – 99.7%
(Cost $101,160,566)							$	106,656,417

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

*	Non-income producing security.
^	Joint repurchase agreement was entered into on August 31, 2004.

The accompanying notes are an integral part of these financial statements.

27

 GOLDMAN SACHS CONCENTRATED GROWTH FUND

Statement of Investments (continued)

August 31, 2004

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT II — At August 31, 2004, the Concentrated Growth Fund had undivided interest in the following Joint Repurchase Agreement Account II which equaled $700,000 in principal amount.

	Principal		Interest			Maturity	Maturity
Repurchase Agreements	Amount		Rate			Date	Value
Banc of America Securities LLC	$	1,750,000,000		1.60	%	09/01/2004	$	1,750,077,778
Barclays Capital PLC		100,000,000		1.55		09/01/2004		100,004,306
Barclays Capital PLC		750,000,000		1.59		09/01/2004		750,033,125
Citigroup Global Markets		1,000,000,000		1.60		09/01/2004		1,000,044,444
Credit Suisse First Boston Corp.		1,007,900,000		1.60		09/01/2004		1,007,944,795
Greenwich Capital Markets		400,000,000		1.60		09/01/2004		400,017,778
J.P. Morgan Chase & Co.		550,000,000		1.60		09/01/2004		550,024,444
Morgan Stanley & Co.		1,000,000,000		1.59		09/01/2004		1,000,044,167
UBS LLC		750,000,000		1.59		09/01/2004		750,033,125
Westdeutsche Landesbank AG		600,000,000		1.60		09/01/2004		600,026,667
TOTAL	$	7,907,900,000					$	7,908,250,629

At August 31, 2004, Joint Repurchase Agreement Account II was fully collateralized by Federal Home Loan Bank, 0.00% to 10.50%, due 09/20/2004 to 01/01/2022; Federal Home Loan Mortgage Association, 0.00% to 7.50%, due 09/07/2004 to 09/01/2034; Federal National Mortgage Association, 0.00% to 10.50%, due 11/04/2004 to 09/01/2034; Student Loan Marketing Association, 2.00% to 5.85%, due 03/15/2005 to 06/01/2007 and Tennessee Valley Authority, 5.625% to 6.79%, due 01/18/2011 to 03/15/2013.

The accompanying notes are an integral part of these financial statements.

28

GOLDMAN SACHS GROWTH OPPORTUNITIES FUND 

Performance Summary

August 31, 2004

The following graph shows the value, as of August 31, 2004, of a $10,000 investment made on May 24, 1999 (commencement of operations) in Class A Shares (with the maximum sales charge of 5.5%) of the Goldman Sachs Growth Opportunities Fund. For comparative purposes, the performance of the Fund’s benchmark the Russell Midcap® Growth Index (with dividends reinvested) (“Russell Midcap Growth Index”), is shown. This performance data represents past performance and should not be considered indicative of future performance which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects expense limitations in effect. In their absence, performance would be reduced. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of Class B, Class C, Institutional, and Service Shares will vary from Class A Shares due to differences in fees and loads. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect portfolio performance. These factors include, but are not limited to, portfolio operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting a portfolio.

Growth Opportunities Fund’s Lifetime Performance

Performance of a $10,000 Investment, with dividends reinvested, from May 24, 1999 to August 31, 2004.

Average Annual Total Return through August 31, 2004	Since Inception		Five Years		One Year
Class A (commenced May 24, 1999)
Excluding sales charges		13.48%		13.97%		6.90%
Including sales charges		12.27%		12.69%		1.03%
Class B (commenced May 24, 1999)
Excluding contingent deferred sales charges		12.78%		13.12%		6.14%
Including contingent deferred sales charges		12.66%		12.86%		1.14%
Class C (commenced May 24, 1999)
Excluding contingent deferred sales charges		12.64%		13.15%		6.12%
Including contingent deferred sales charges		12.64%		13.15%		5.12%
Institutional Class (commenced May 24, 1999)		13.92%		14.44%		7.36%
Service Class (commenced May 24, 1999)		13.34%		13.85%		6.77%

29

 GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

Statement of Investments

August 31, 2004

Shares		Description	Value
Common Stocks – 97.0%
Aerospace & Defense – 1.8%
	337,205	Alliant Techsystems, Inc.*	$	19,537,658
Apparel/ Shoes – 3.5%
	403,192	Chico’s FAS, Inc.*@		16,490,553
	626,011	Reebok International Ltd.		21,265,594
				37,756,147
Auto Parts & Related – 2.1%
	636,500	Gentex Corp.@		21,857,410
Banks – 1.1%
	128,300	M&T Bank Corp.		12,185,934
Biotechnology – 1.6%
	187,500	Biogen Idec, Inc.*		11,124,375
	262,100	MedImmune, Inc.*		6,256,327
				17,380,702
Broadcasting & Cable – 7.8%
	982,539	Cablevision Systems New York Group*		18,196,622
	1,366,607	Citadel Broadcasting Co.*		19,679,141
	455,241	EchoStar Communications Corp.*@		13,953,137
	1,865,260	Entravision Communications Corp.*		15,108,606
	479,900	Univision Communications, Inc.*		15,836,700
				82,774,206
Commercial Services – 9.3%
	800,855	ARAMARK Corp. Class B		20,269,640
	611,311	Iron Mountain, Inc.*@		18,846,718
	310,571	ITT Educational Services, Inc.*@		10,736,440
	207,300	Moody’s Corp.		14,212,488
	346,700	Pitney Bowes, Inc.		15,102,252
	367,280	W.W. Grainger, Inc.		19,616,425
				98,783,963
Computer Hardware – 3.3%
	605,733	Amphenol Corp.*		18,208,334
	596,695	Avocent Corp.*		17,011,774
				35,220,108
Computer Software – 9.2%
	559,815	Cognos, Inc.*		17,701,350
	248,200	Electronic Arts, Inc.*		12,355,396
	289,376	Intuit, Inc.*		12,237,711
	761,868	Manhattan Associates, Inc.*		17,781,999
	124,900	Mercury Interactive Corp.*@		4,310,299
	250,943	NAVTEQ*@		8,251,006
	593,135	Salesforce.com, Inc.*@		7,710,755
	126,308	Symantec Corp.*		6,057,732
	339,438	Take-Two Interactive Software, Inc.*		11,116,595
				97,522,843
Drugs & Medicine – 0.9%
	152,700	OSI Pharmaceuticals, Inc.*		9,099,393
Electrical Equipment – 2.2%
	241,386	Harman International Industries, Inc.		23,339,612
Gaming/ Lodging – 3.7%
	752,040	GTECH Holdings Corp.		17,672,940
	275,800	Harrah’s Entertainment, Inc.		13,290,802
	173,200	Marriott International, Inc.		8,218,340
				39,182,082
Health Care Services – 6.0%
	605,753	Caremark Rx, Inc.*		17,385,111
	590,228	Charles River Laboratories International, Inc.*@		25,704,430
	401,890	Millipore Corp.*		20,215,067
				63,304,608
Household/Personal Care – 2.0%
	415,362	Energizer Holdings, Inc.*		17,171,065
	274,325	Select Comfort Corp.*		4,356,281
				21,527,346
Insurance – 3.7%
	155,996	Ambac Financial Group, Inc.		11,777,698
	221,600	RenaissanceRe Holdings Ltd.		10,663,392
	487,870	Willis Group Holdings Ltd.		17,060,814
				39,501,904
Internet & Online – 2.8%
	807,154	CheckFree Corp.*@		21,994,946
	916,415	CNET Networks, Inc.*		7,450,454
				29,445,400
Manufacturing – 1.5%
	277,600	American Standard Companies, Inc.*		10,440,536
	221,186	National Instruments Corp.		5,766,319
				16,206,855
Medical Products – 3.8%
	100,040	Allergan, Inc.		7,467,986
	314,029	Fisher Scientific International, Inc.*		17,890,232
	222,175	St. Jude Medical, Inc.*		14,941,269
				40,299,487
Movies & Entertainment – 0.6%
	442,324	LodgeNet Entertainment Corp.*		6,440,237
Networking Telecom Equipment – 4.1%
	689,849	ADTRAN, Inc.@		18,474,156
	246,876	FLIR Systems, Inc.*@		14,410,152
	464,500	Juniper Networks, Inc.*		10,632,405
				43,516,713
Oil & Gas – 2.9%
	400,226	Smith International, Inc.*@		22,804,877
	295,371	XTO Energy, Inc.		8,282,203
				31,087,080

The accompanying notes are an integral part of these financial statements.

30

GOLDMAN SACHS GROWTH OPPORTUNITIES FUND 

Shares		Description	Value
Common Stocks – (continued)
Oil & Gas – (continued)
Publishing – 4.2%
	564,547	Lamar Advertising Co.*@	$	24,665,058
	194,329	The E.W. Scripps Co.		19,881,800
				44,546,858
Restaurants – 1.2%
	294,896	P.F. Chang’s China Bistro, Inc.*@		12,362,040
Retailing – 7.5%
	626,710	CarMax, Inc.*@		12,270,982
	504,886	Dollar Tree Stores, Inc.*		11,869,870
	287,113	Ethan Allen Interiors, Inc.		10,261,418
	741,927	PETCO Animal Supplies, Inc.*		24,572,622
	592,519	Williams-Sonoma, Inc.*		20,732,240
				79,707,132
Semiconductors – 5.7%
	388,800	KLA-Tencor Corp.*@		14,525,568
	201,800	Linear Technology Corp.		7,218,386
	95,050	Marvell Technology Group Ltd.*		2,197,556
	646,750	Microchip Technology, Inc.		17,067,732
	667,183	Tessera Technologies, Inc.*		13,003,397
	240,690	Xilinx, Inc.		6,602,127
				60,614,766
Technology Services – 0.9%
	225,695	Global Payments, Inc.		10,011,830
Telecommunications – 1.5%
	1,093,850	Crown Castle International Corp.*@		15,652,994
Tobacco – 1.1%
	283,579	UST, Inc.@		11,377,190
Transportation – 1.0%
	255,000	C.H. Robinson Worldwide, Inc.@		10,880,850
TOTAL COMMON STOCKS
(Cost $917,646,093)			$	1,031,123,348

Principal		Interest			Maturity
Amount		Rate			Date		Value
Repurchase Agreement – 3.3%
Joint Repurchase Agreement Account II^
$	35,000,000		1.60	%		09/01/2004	$	35,000,000
Maturity Value: $35,001,552
TOTAL REPURCHASE AGREEMENT
(Cost $35,000,000)							$	35,000,000
TOTAL INVESTMENTS BEFORE SECURITIES LENDING COLLATERAL
(Cost $952,646,093)							$	1,066,123,348

Shares		Description	Value
Securities Lending Collateral – 19.3%
	205,269,450	Boston Global Investment Trust – Enhanced Portfolio	$	205,269,450
TOTAL SECURITIES LENDING COLLATERAL
(Cost $205,269,450)			$	205,269,450
TOTAL INVESTMENTS – 119.6%
(Cost $1,157,915,543)			$	1,271,392,798

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

*	Non-income producing security.
@	All or a portion of security is on loan.
^	Joint repurchase agreements was entered into on August 31, 2004.

The accompanying notes are an integral part of these financial statements.

31

Statement of Investments (continued)

August 31, 2004

 GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT II — At August 31, 2004, the Growth Opportunities Fund had undivided interest in the following Joint Repurchase Agreement Account II which equaled $35,000,000 in principal amount.

	Principal		Interest			Maturity	Maturity
Repurchase Agreements	Amount		Rate			Date	Value
Banc of America Securities LLC	$	1,750,000,000		1.60	%	09/01/2004	$	1,750,077,778
Barclays Capital PLC		100,000,000		1.55		09/01/2004		100,004,306
Barclays Capital PLC		750,000,000		1.59		09/01/2004		750,033,125
Citigroup Global Markets		1,000,000,000		1.60		09/01/2004		1,000,044,444
Credit Suisse First Boston Corp.		1,007,900,000		1.60		09/01/2004		1,007,944,795
Greenwich Capital Markets		400,000,000		1.60		09/01/2004		400,017,778
J.P. Morgan Chase & Co.		550,000,000		1.60		09/01/2004		550,024,444
Morgan Stanley & Co.		1,000,000,000		1.59		09/01/2004		1,000,044,167
UBS LLC		750,000,000		1.59		09/01/2004		750,033,125
Westdeutsche Landesbank AG		600,000,000		1.60		09/01/2004		600,026,667
TOTAL	$	7,907,900,000					$	7,908,250,629

At August 31, 2004, Joint Repurchase Agreement Account II was fully collateralized by Federal Home Loan Bank, 0.00% to 10.50%, due 09/20/2004 to 01/01/2022; Federal Home Loan Mortgage Association, 0.00% to 7.50%, due 09/07/2004 to 09/01/2034; Federal National Mortgage Association, 0.00% to 10.50%, due 11/04/2004 to 09/01/2034; Student Loan Marketing Association, 2.00% to 5.85%, due 03/15/2005 to 06/01/2007 and Tennessee Valley Authority, 5.625% to 6.79%, due 01/18/2011 to 03/15/2013.

The accompanying notes are an integral part of these financial statements.

32

GOLDMAN SACHS GROWTH EQUITY FUNDS 

Statements of Assets and Liabilities

August 31, 2004

		Capital			Strategic			Concentrated		Growth
		Growth			Growth			Growth		Opportunities
		Fund			Fund			Fund		Fund
Assets:
Investment in securities, at value (identified cost $1,565,431,744, $313,759,788, $101,160,566, and $952,646,093, respectively)		$	1,924,060,008		$	325,764,979		$	106,656,417	$	1,066,123,348
Securities lending collateral, at value (which approximates cost)			46,709,650			969,000			—		205,269,450
Cash			45,643			76,383			78,070		67,430
Receivables:
	Fund shares sold		2,024,666			192,514			352,297		2,751,539
	Dividends and interest		2,375,194			397,433			111,557		532,821
	Investment securities sold		2,143,813			—			—		—
	Reimbursement from investment adviser		89,774			39,591			32,955		—
	Securities lending income		9,582			76			—		22,731
Other assets			10,294			1,503			539		4,729
Total assets			1,977,468,624			327,441,479			107,231,835		1,274,772,048
Liabilities:
Payables:
	Payable upon return of securities loaned		46,709,650			969,000			—		205,269,450
	Fund shares repurchased		3,596,132			357,570			2,424		1,689,525
	Amounts owed to affiliates		2,328,872			365,817			114,196		1,269,579
	Investment securities purchased		—			—			—		3,762,414
Accrued expenses			159,404			98,464			90,013		169,975
Total liabilities			52,794,058			1,790,851			206,633		212,160,943
Net Assets:
Paid-in capital			2,073,010,906			386,189,225			100,027,199		1,033,729,448
Accumulated undistributed net investment income			231,054			1,239			—		731,807
Accumulated net realized gain (loss) on investment transactions			(507,195,658	)		(72,545,027	)		1,502,152		(85,327,405	)
Net unrealized gain on investments			358,628,264			12,005,191			5,495,851		113,477,255
NET ASSETS		$	1,924,674,566		$	325,650,628		$	107,025,202	$	1,062,611,105
Net asset value, offering and redemption price per share:(a)
	Class A		$18.31		$	8.07		$	11.70	$	18.58
	Class B		$17.13		$	7.76		$	11.53	$	17.98
	Class C		$17.10		$	7.78		$	11.51	$	17.86
	Institutional		$18.77		$	8.25		$	11.79	$	18.97
	Service		$18.14		$	8.10		$	11.70	$	18.46
Shares Outstanding:
	Class A		73,411,267			21,457,727			5,233,619		33,133,202
	Class B		11,497,335			1,486,160			8,331		4,782,262
	Class C		5,209,424			1,477,837			21,461		3,867,764
	Institutional		15,406,244			15,652,386			3,856,834		15,321,938
	Service		308,310			36,686			150		79,312
Total shares outstanding, $.001 par value (unlimited number of shares authorized)			105,832,580			40,110,796			9,120,395		57,184,478

(a)  Maximum public offering price per share (NAV per share multiplied by 1.0582) for Class A Shares of the Capital Growth, Strategic Growth, Concentrated Growth and Growth Opportunities Funds is $19.38, $8.54, $12.38 and $19.66, respectively. At redemption, Class B and Class C Shares may be subject to a contingent deferred sales charge, assessed on the amount equal to the lesser of the current NAV or the original purchase price of the shares.

The accompanying notes are an integral part of these financial statements.

33

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Statements of Operations

For the Year Ended August 31, 2004

	Capital			Strategic			Concentrated			Growth
	Growth			Growth			Growth			Opportunities
	Fund			Fund			Fund			Fund
Investment income:
Dividends	$	23,252,866		$	2,999,995		$	838,569		$	6,223,298
Interest (including securities lending income of $46,031, $288, $0, and $131,210, respectively)		145,659			43,964			14,982			359,711
Total income		23,398,525			3,043,959			853,551			6,583,009
Expenses:
Management fees		20,615,525			3,135,807			976,341			9,551,981
Distribution and Service fees(a)		6,762,065			671,312			150,432			2,976,076
Transfer Agent fees(a)		3,447,849			419,965			127,854			1,443,115
Custody and accounting fees		260,998			103,811			91,737			180,983
Registration fees		122,722			62,065			59,104			82,220
Printing fees		60,312			60,312			60,312			60,312
Professional fees		53,243			39,063			37,032			45,703
Trustee fees		12,717			12,717			12,717			12,717
Service share fees		30,296			809			9			5,056
Other		126,302			74,094			82,579			85,757
Total expenses		31,492,029			4,579,955			1,598,117			14,443,920
Less — expense reductions		(1,586,132	)		(340,113	)		(300,984	)		(2,546	)
Net expenses		29,905,897			4,239,842			1,297,133			14,441,374
NET INVESTMENT LOSS		(6,507,372	)		(1,195,883	)		(443,582	)		(7,858,365	)
Realized and unrealized gain (loss) on investment transactions:
Net realized gain (loss) from investment transactions		46,974,726			(7,492,332	)		2,632,353			77,432,377
Net increase from payments by affiliates for voluntary reimbursements		25,891			—			—			—
Net change in unrealized gain (loss) on investments		108,254,487			15,858,915			(2,547,374	)		(18,375,575	)
Net realized and unrealized gain on investment transactions		155,255,104			8,366,583			84,979			59,056,802
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	148,747,732		$	7,170,700		$	(358,603	)	$	51,198,437

(a)  Class specific distribution, service and transfer agent fees were as follows:

	Distribution and Service Fees						Transfer Agent Fees
Fund	Class A		Class B		Class C		Class A		Class B		Class C		Institutional		Service
Capital Growth Fund	$	3,575,375	$	2,199,289	$	987,401	$	2,717,285	$	417,865	$	187,606	$	122,669	$2,424
Strategic Growth Fund		430,747		122,165		118,400		327,368		23,211		22,496		46,825	65
Concentrated Growth Fund		147,191		889		2,352		111,865		169		447		15,372	1
Growth Opportunities Fund		1,365,833		914,415		695,828		1,038,032		173,739		132,207		98,732	405

The accompanying notes are an integral part of these financial statements.

34

GOLDMAN SACHS GROWTH EQUITY FUNDS 

Statements of Changes in Net Assets

For the Year Ended August 31, 2004

		Capital			Strategic			Concentrated			Growth
		Growth			Growth			Growth			Opportunities
		Fund			Fund			Fund			Fund
From operations:
Net investment loss		$	(6,507,372	)	$	(1,195,883	)	$	(443,582	)	$	(7,858,365	)
Net realized gain (loss) from investment transactions			46,974,726			(7,492,332	)		2,632,353			77,432,377
Net increase from payments by affiliates for voluntary reimbursements			25,891			—			—			—
Net change in unrealized gain (loss) on investments			108,254,487			15,858,915			(2,547,374	)		(18,375,575	)
Net increase (decrease) in net assets resulting from operations			148,747,732			7,170,700			(358,603	)		51,198,437
Distributions to shareholders:
From net realized gain
	Class A Shares		—			—			(162,223	)		—
	Class B Shares		—			—			(337	)		—
	Class C Shares		—			—			(804	)		—
	Institutional Shares		—			—			(108,680	)		—
	Service Shares		—			—			(6	)		—
Total distributions to shareholders			—			—			(272,050	)		—
From share transactions:
Proceeds from sales of shares			313,328,359			152,814,293			68,515,518			526,358,755
Reinvestment of distributions			—			—			230,631			—
Cost of shares repurchased			(657,684,172	)		(95,438,994	)		(38,508,678	)		(295,128,596	)
Net increase (decrease) in net assets resulting from share transactions			(344,355,813	)		57,375,299			30,237,471			231,230,159
TOTAL INCREASE (DECREASE)			(195,608,081	)		64,545,999			29,606,818			282,428,596
Net assets:
Beginning of year			2,120,282,647			261,104,629			77,418,384			780,182,509
End of year		$	1,924,674,566		$	325,650,628		$	107,025,202		$	1,062,611,105
Accumulated undistributed net investment income		$	231,054		$	1,239		$	—		$	731,807

The accompanying notes are an integral part of these financial statements.

35

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Statements of Changes in Net Assets

For the Year Ended August 31, 2003

	Capital			Strategic			Concentrated			Growth
	Growth			Growth			Growth			Opportunities
	Fund			Fund			Fund(a)			Fund
From operations:
Net investment loss	$	(1,122,359	)	$	(881,310	)	$	(225,644	)	$	(5,403,774	)
Net realized loss from investment transactions		(96,730,019	)		(8,729,775	)		(414,569	)		(66,167,118	)
Net change in unrealized loss on investments		306,253,361			36,951,517			8,043,225			211,454,976
Net increase in net assets resulting from operations		208,400,983			27,340,432			7,403,012			139,884,084
From share transactions:
Proceeds from sales of shares		545,831,663			134,738,736			78,058,609			281,629,809
Cost of shares repurchased		(684,932,168	)		(88,808,215	)		(8,043,237	)		(261,337,596	)
Net increase (decrease) in net assets resulting from share transactions		(139,100,505	)		45,930,521			70,015,372			20,292,213
TOTAL INCREASE		69,300,478			73,270,953			77,418,384			160,176,297
Net assets:
Beginning of year		2,050,982,169			187,833,676			—			620,006,212
End of year	$	2,120,282,647		$	261,104,629		$	77,418,384		$	780,182,509
Accumulated undistributed net investment income	$	358,781		$	14,217		$	—		$	486,301

(a)  Concentrated Growth Fund commenced operations on September 3, 2002.

The accompanying notes are an integral part of these financial statements.

36

GOLDMAN SACHS GROWTH EQUITY FUNDS 

Notes to Financial Statements

August 31, 2004

1. ORGANIZATION

Goldman Sachs Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, (the “Act”) as an open-end management investment company. The Trust includes the Goldman Sachs Capital Growth Fund, Goldman Sachs Strategic Growth Fund, Goldman Sachs Concentrated Growth Fund and Goldman Sachs Growth Opportunities Fund (collectively the “Funds” or individually a “Fund”). Each Fund (except the Concentrated Growth Fund) is a diversified portfolio. Concentrated Growth is a non-diversified portfolio. Each Fund offers five classes of shares — Class A, Class B, Class C, Institutional and Service.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of the significant accounting policies consistently followed by the Funds. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.

A. Investment Valuation — Investments in securities traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, securities are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services, broker/dealer-supplied valuations or matrix pricing systems. Unlisted equity and debt securities for which market quotations are available are valued at the last sale price on valuation date, or if no sale occurs, at the last bid price. Investments in investment companies are valued at the net asset value per share on the valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which quotations are not readily available or are deemed to be inaccurate by the investment adviser are valued at fair value using methods approved by the Trust’s Board of Trustees.

B. Security Transactions and Investment Income — Security transactions are recorded as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes which are reduced by any amounts reclaimable by the Funds, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.

     Net investment income (other than class-specific expenses) and unrealized and realized gains or losses are allocated daily to each class of shares of the Funds based upon the relative proportion of net assets of each class.

C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual fund of the Trust are allocated to the Funds on a straight-line or pro rata basis depending upon the nature of the expense.

     Class A, Class B and Class C shares bear all expenses and fees relating to their respective Distribution and Service Plans. Each class of shares of the Funds separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Service and Shareholder Administration Plans.

37

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Notes to Financial Statements (continued)

August 31, 2004

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

D. Federal Taxes — It is each Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on ex-dividend date. Income and capital gain distributions, if any, are declared and paid annually.

     The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules. Therefore, the source of a Fund’s distributions may be shown in the accompanying financial statements as either from net investment income or net realized gain, or from paid-in capital, depending on the type of book/tax differences that may exist.

E. Segregation Transactions — The Funds may enter into certain derivative transactions to seek to increase total return. Forward foreign currency exchange contracts, futures contracts, written options, when-issued securities and forward commitments represent examples of such transactions. As a result of entering into these transactions, the Funds are required to segregate liquid assets on the accounting records equal to or greater than the market value of the corresponding transactions.

F. Repurchase Agreements — Pursuant to exemptive relief granted by the Securities and Exchange Commission (the “SEC”) and terms and conditions contained therein, the Fund, together with other registered investment companies having management agreements with Goldman Sachs Asset Management, L.P. (“GSAM”), or its affiliates, transfer uninvested cash into joint accounts, the daily aggregate balance of which is invested in one or more repurchase agreements.

     Repurchase agreements involve the purchase of securities subject to the seller’s agreement to repurchase them at a mutually agreed upon date and price. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Funds, including accrued interest, is required to equal or exceed the value of the repurchase agreement, including accrued interest. If the seller defaults or becomes insolvent, realization of the collateral by each Fund may be delayed or limited and there may be a decline in the value of the collateral during the period while the Fund seeks to assert its rights. The underlying securities for all repurchase agreements are held in safekeeping at the Funds’ custodian or designated subcustodians under triparty repurchase agreements.

3. AGREEMENTS

GSAM, an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser pursuant to an Investment Management Agreement (the “Agreement”) with the Trust on behalf of the Funds. Under this Agreement, GSAM manages the Funds, subject to the general supervision of the Trust’s Board of Trustees. As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Funds’ business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to an annual percentage rate of each Fund’s average daily net assets.

38

GOLDMAN SACHS GROWTH EQUITY FUNDS 

3. AGREEMENTS (continued)

     Effective June 1, 2004, GSAM has voluntarily agreed to waive a portion of its Management Fee for the Capital Growth Fund at the following annual rate:

	Annual
Average Daily Net Assets	Rate
First $1 Billion		0.00	%
Next $1 Billion		0.10
Over $2 Billion		0.20

     Prior to June 1, 2004, GSAM voluntarily agreed to waive a portion of its Management Fee for the Capital Growth Fund equal to 0.05% of the Fund’s average daily net assets. GSAM may discontinue or modify these waivers in the future at its discretion.

     Additionally, GSAM has voluntarily agreed to limit certain “Other Expenses” (excluding Management fees, Distribution and Service fees, Transfer Agent fees and expenses, taxes, Service Share fees, interest and brokerage fees and litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent that such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of each Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Funds are not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any.

     For the year ended August 31, 2004, the Funds’ Management Fees, Management Fee waivers and expense limitations as an annual percentage rate of average daily net assets were as follows:

	Management Fee
	Contractual			Effective Annual			Other
Fund	Annual Rate			Waiver Rate			Expense Limit
Capital Growth		1.00	%		0.05	%		0.004	%
Strategic Growth		1.00			—			0.004
Concentrated Growth		1.00			—			0.044
Growth Opportunities		1.00			—			0.114

     The Trust, on behalf of the Funds, has adopted Distribution and Service Plans (the “Plans”). Under the Plans, Goldman Sachs and/or Authorized Dealers are entitled to a monthly fee for distribution services equal, on an annual basis, to 0.25%, 0.75% and 0.75% of the Funds’ average daily net assets attributable to Class A, Class B and Class C Shares, respectively. Additionally, Goldman Sachs and/or Authorized Dealers are entitled to receive under the Plans a separate fee for personal and account maintenance services equal to, on an annual basis, 0.25% of the Funds’ average daily net assets attributable to Class B or Class C Shares.

39

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Notes to Financial Statements (continued)

August 31, 2004

3. AGREEMENTS (continued)

     Goldman Sachs serves as the Distributor of shares of the Funds pursuant to a Distribution Agreement. Goldman Sachs may retain a portion of the Class A sales load and Class B and Class C contingent deferred sales charges. During the year ended August 31, 2004, Goldman Sachs advised the Funds that it retained approximately the following amounts:

			Contingent Deferred Sales Charge
	Sales Load
Fund	Class A		Class B		Class C
Capital Growth	$	354,000	$	1,000	$	300
Strategic Growth		21,000		—		—
Concentrated Growth		3,000		—		—
Growth Opportunities		256,000		300		500

     Goldman Sachs also serves as the Transfer Agent of the Funds for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly at an annual rate as follows: 0.19% of the average daily net assets for Class A, Class B and Class C Shares and 0.04% of the average daily net assets for Institutional and Service Shares.

     The Trust, on behalf of each Fund, has adopted a Service Plan and Shareholder Administration Plan (the “Plans”). These Plans allow for Service Shares to compensate service organizations for providing varying levels of personal and account administration and shareholder administration services to their customers who are beneficial owners of such shares. The Plans provide for compensation to the service organizations in an amount up to, on an annualized basis, 0.25% and 0.25%, respectively, of the average daily net asset value of the Service Shares.

     For the year ended August 31, 2004, GSAM has voluntarily agreed to waive certain fees and reimburse other expenses. In addition, the Funds have entered into certain expense offset arrangements with the custodian resulting in a reduction in the Funds’ expenses. For the year ended August 31, 2004, expense reductions were as follows (in thousands):

	Management				Custody		Total Expense
Fund	Fee Waiver		Reimbursement		Credit		Reductions
Capital Growth	$	1,031	$	554	$	1	$	1,586
Strategic Growth		—		339		1		340
Concentrated Growth		—		300		1		301
Growth Opportunities		—		—		3		3

     At August 31, 2004, the amounts owed to affiliates were as follows (in thousands):

	Management		Distribution and		Transfer
Fund	Fees		Service Fees		Agent Fees		Total
Capital Growth	$	1,537	$	522	$	270	$	2,329
Strategic Growth		274		56		36		366
Concentrated Growth		90		13		11		114
Growth Opportunities		881		257		132		1,270

40

GOLDMAN SACHS GROWTH EQUITY FUNDS 

4. PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds of sales and maturities of securities (excluding short-term investments) for the year ended August 31, 2004, were as follows:

Fund	Purchases		Sales and Maturities
Capital Growth	$	883,854,597	$	1,218,586,248
Strategic Growth		116,827,581		58,723,623
Concentrated Growth		56,076,015		26,719,483
Growth Opportunities		686,309,887		480,554,381

     For the year ended August 31, 2004, Goldman Sachs earned approximately $7,000 and $8,000 in brokerage commissions from portfolio transactions executed on behalf of the Concentrated Growth and Growth Opportunities Funds, respectively.

     GSAM has voluntarily determined to make a one-time reimbursement of approximately $26,000 for the Capital Growth Fund for certain brokerage commissions paid by this Fund over the course of several years.

5. SECURITIES LENDING

Pursuant to exemptive relief granted by the SEC and the terms and conditions contained therein, the Funds may lend their securities through their securities lending agent, Boston Global Advisers (BGA) — a wholly owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs. The loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. As with other extensions of credit, the Funds bear the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.

     Both the Funds and BGA receive compensation relating to the lending of the Funds’ securities. The amounts earned by the Funds for the year ended August 31, 2004 are reported parenthetically on the Statements of Operations. The Funds invest the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust, a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in high quality money market instruments. The Funds bear the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.

     The table below details the following items as of or for the year ended August 31, 2004:

							Earnings Received		Amounts Payable to
					Earnings of BGA		From Lending to		Goldman Sachs
	Market Value of		Cash Collateral		Relating to Securities		Goldman Sachs		Upon Return of
	Securities on loan		Received for Loans		Loaned for the		for the		Securities Loaned
	as of		Outstanding as of		Year ended		Year ended		as of
Fund	August 31, 2004		August 31, 2004		August 31, 2004		August 31, 2004		August 31, 2004
Capital Growth	$	45,437,174	$	46,709,650	$	8,120	$	7,174	$	—
Strategic Growth		940,500		969,000		51		154		—
Growth Opportunities		200,938,236		205,269,450		23,146		19,149		4,954,500

41

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Notes to Financial Statements (continued)

August 31, 2004

6. LINE OF CREDIT FACILITY

The Funds participate in a $350,000,000 committed, unsecured revolving line of credit facility. Under the most restrictive arrangement, each Fund must own securities having a market value in excess of 300% (400% prior to May 26, 2004) of the total bank borrowings. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Funds based on the amount of the commitment which has not been utilized. During the year ended August 31, 2004, the Funds did not have any borrowings under this facility.

7. ADDITIONAL TAX INFORMATION

The tax character of distributions paid by the Concentrated Growth Fund during the fiscal year ended August 31, 2004 was $272,050 from net long-term capital gains.

As of August 31, 2004, the components of accumulated earnings (losses) on a tax basis were as follows:

		Capital Growth			Strategic Growth			Concentrated Growth		Growth Opportunities
		Fund			Fund			Fund		Fund
Undistributed ordinary income — net		$	—		$	—		$	229,636	$	—
Undistributed long-term capital gains			—			—			1,805,810		—
	Total undistributed earnings		—			—			2,035,446		—
Capital loss carryforward:
	Expiring 2010		(196,695,306	)		(14,302,712	)		—		—
	Expiring 2011		(264,243,165	)		(31,652,440	)		—		(83,409,757	)
	Expiring 2012		—			(13,060,848	)		—		—
Total capital loss carryforward			(460,938,471	)		(59,016,000	)		—		(83,409,757	)
Timing differences (post-October losses)			—			(4,406,440	)		—		—
Unrealized gains — net			312,602,131			2,883,843			4,962,557		112,291,414
Total accumulated earnings (losses) — net		$	(148,336,340	)	$	(60,538,597	)	$	6,998,003	$	28,881,657

     At August 31, 2004, the Funds’ aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes was as follows:

	Capital Growth			Strategic Growth			Concentrated Growth			Growth Opportunities
	Fund			Fund			Fund			Fund
Tax Cost	$	1,658,167,527		$	323,850,136		$	101,693,860		$	1,159,101,384
Gross unrealized gain		365,819,031			24,429,653			9,494,176			147,776,892
Gross unrealized loss		(53,216,900	)		(21,545,810	)		(4,531,619	)		(35,485,478	)
Net unrealized security gain	$	312,602,131		$	2,883,843		$	4,962,557		$	112,291,414

The difference between book-basis and tax-basis unrealized gains is attributable primarily to wash sales and differences related to the tax treatment of partnership investments.

42

GOLDMAN SACHS GROWTH EQUITY FUNDS 

8. CERTAIN RECLASSIFICATIONS

In order to account for permanent book/tax differences, certain reclassifications have been recorded to the Funds’ accounts. These reclassifications have no impact on the net asset value of the Funds. Reclassifications result primarily from the difference in the tax treatment of net operating losses.

				Accumulated		Accumulated net realized
				undistributed net		gain (loss) on investment
Fund	Paid-in capital			investment income		transactions
Capital Growth	$	(6,375,864	)	$	6,379,645	$	(3,781	)
Strategic Growth		(1,182,905	)		1,182,905		—
Concentrated Growth		—			443,582		(443,582	)
Growth Opportunities		(8,103,871	)		8,103,871		—

9. OTHER MATTERS

Legal Proceedings — Purported class and derivative action lawsuits were filed in April and May 2004 in the United States District Court for the Southern District of New York against GSAM and certain related parties, including certain Goldman Sachs Funds and the Trustees and Officers of the Trust. The actions allege violations of the Act, the Investment Advisers Act of 1940 and common law breach of fiduciary duty. The complaints allege, among other things, that between April 2, 1999 and January 9, 2004 (the “Class Period”), GSAM charged the Goldman Sachs Funds improper Rule 12b-1 fees; made improper brokerage commission and other payments to brokers that sold shares of the Goldman Sachs Funds; and made untrue statements of material fact in registration statements and reports filed pursuant to the Act. Based on currently available information, GSAM believes that the likelihood that the purported class action lawsuits will have a material adverse financial impact on the Funds is remote, and the pending actions are not likely to materially affect its ability to provide investment management services to its clients, including the Goldman Sachs Funds.

Mergers and Reorganizations — At a meeting held on August 5, 2004, the Board of Trustees of the Trust approved an Agreement and Plan of Reorganization providing for the tax-free acquisition of the Golden Oak Growth Portfolio into the Goldman Sachs Strategic Growth Fund. The acquisition was completed on September 28, 2004.

10. SUBSEQUENT EVENT

On September 22, 2004, Goldman Sachs, as Transfer Agent, has voluntarily determined to make a payment to the Goldman Sachs Trust of approximately $683,000 of which approximately $121,000, $2,000, $1,000 and $14,000 is to be paid to Capital Growth, Strategic Growth, Concentrated Growth and Growth Opportunities, respectively, related to certain earnings credits that reduce transfer agent fees. This amount will be allocated to Class A, Class B and Class C shares of each Fund of the Goldman Sachs Trust.

43

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Notes to Financial Statements (continued)

August 31, 2004

11. SUMMARY OF SHARE TRANSACTIONS

Share activity for the year ended August 31, 2004 is as follows:

	Capital Growth Fund						Strategic Growth Fund						Concentrated Growth Fund						Growth Opportunities Fund
	Shares			Dollars			Shares			Dollars			Shares			Dollars			Shares			Dollars
Class A Shares
Shares sold		12,322,402		$	225,194,591			8,513,583		$	71,048,493			3,443,190		$	42,060,240			17,523,657		$	330,319,134
Reinvestments of distributions		—			—			—			—			10,850			128,356			—			—
Shares converted from Class B(a)		28,859			543,993			—			—			—			—			—			—
Shares repurchased		(25,840,576	)		(469,353,768	)		(5,899,965	)		(48,658,693	)		(2,472,099	)		(30,186,150	)		(9,778,619	)		(183,518,842	)
		(13,489,315	)		(243,615,184	)		2,613,618			22,389,800			981,941			12,002,446			7,745,038			146,800,292
Class B Shares
Shares sold		573,185			9,792,118			292,155			2,319,155			6,136			74,182			752,102			13,386,817
Reinvestments of distributions		—			—			—			—			29			337			—			—
Shares converted to Class A(a)		(30,804	)		(543,993	)		—			—			—			—			—			—
Shares repurchased		(3,128,568	)		(53,696,607	)		(322,691	)		(2,557,127	)		(5,831	)		(71,581	)		(1,022,004	)		(18,569,840	)
		(2,586,187	)		(44,448,482	)		(30,536	)		(237,972	)		334			2,938			(269,902	)		(5,183,023	)
Class C Shares
Shares sold		847,971			14,562,617			644,477			5,071,513			19,652			221,898			1,164,534			20,885,352
Reinvestments of distributions		—			—			—			—			68			792			—			—
Shares repurchased		(1,862,902	)		(32,061,730	)		(353,953	)		(2,819,654	)		(1	)		(6	)		(1,061,554	)		(19,149,072	)
		(1,014,931	)		(17,499,113	)		290,524			2,251,859			19,719			222,684			102,980			1,736,280
Institutional Shares
Shares sold		3,362,723			62,812,467			8,743,063			74,057,039			2,125,858			26,159,198			8,435,963			160,658,930
Reinvestments of distributions		—			—			—			—			8,506			101,140			—			—
Shares repurchased		(5,377,822	)		(100,785,750	)		(4,920,761	)		(41,401,519	)		(657,894	)		(8,250,941	)		(3,837,216	)		(73,703,876	)
		(2,015,099	)		(37,973,283	)		3,822,302			32,655,520			1,476,470			18,009,397			4,598,747			86,955,054
Service Shares
Shares sold		53,329			966,566			36,777			318,093			—			—			58,161			1,108,522
Reinvestments of distributions		—			—			—			—			—	(b)		6			—			—
Shares repurchased		(98,440	)		(1,786,317	)		(241	)		(2,001	)		—			—			(10,022	)		(186,966	)
		(45,111	)		(819,751	)		36,536			316,092			—	(b)		6			48,139			921,556
NET INCREASE (DECREASE)		(19,150,643	)	$	(344,355,813	)		6,732,444		$	57,375,299			2,478,464		$	30,237,471			12,225,002		$	231,230,159

(a)	Class B Shares automatically convert into Class A Shares at the end of the calendar quarter that is eight years after the initial purchase date of either the Fund or another Goldman Sachs Fund.
(b)	Less than 0.5 shares.

44

GOLDMAN SACHS GROWTH EQUITY FUNDS 

11. SUMMARY OF SHARE TRANSACTIONS (continued)

Share activity for the year ended August 31, 2003 is as follows:

	Capital Growth Fund						Strategic Growth Fund						Concentrated Growth Fund(a)						Growth Opportunities Fund
	Shares			Dollars			Shares			Dollars			Shares			Dollars			Shares			Dollars
Class A Shares
Shares sold		29,351,471		$	448,668,873			9,762,760		$	68,553,912			4,591,408		$	48,217,184			11,395,188		$	165,931,549
Shares repurchased		(32,407,004	)		(504,393,044	)		(7,285,417	)		(51,274,784	)		(339,730	)		(3,713,390	)		(12,154,828	)		(173,534,251	)
		(3,055,533	)		(55,724,171	)		2,477,343			17,279,128			4,251,678			44,503,794			(759,640	)		(7,602,702	)
Class B Shares
Shares sold		1,247,400			18,337,238			400,455			2,775,325			9,910			105,476			1,306,210			19,141,317
Shares repurchased		(3,418,150	)		(49,322,008	)		(324,757	)		(2,178,648	)		(1,913	)		(21,487	)		(1,214,534	)		(17,070,441	)
		(2,170,750	)		(30,984,770	)		75,698			596,677			7,997			83,989			91,676			2,070,876
Class C Shares
Shares sold		1,289,224			18,767,968			725,267			5,070,070			1,742			17,950			1,642,898			23,195,336
Shares repurchased		(2,016,368	)		(29,092,729	)		(289,311	)		(1,968,295	)		—			—			(1,340,484	)		(18,300,778	)
		(727,144	)		(10,324,761	)		435,956			3,101,775			1,742			17,950			302,414			4,894,558
Institutional Shares
Shares sold		3,781,261			59,233,342			8,148,729			58,339,429			2,779,179			29,716,499			4,855,023			73,291,718
Shares repurchased		(6,478,938	)		(100,746,625	)		(4,710,697	)		(33,386,488	)		(398,815	)		(4,308,360	)		(3,589,777	)		(52,324,566	)
		(2,697,677	)		(41,513,283	)		3,438,032			24,952,941			2,380,364			25,408,139			1,265,246			20,967,152
Service Shares
Shares sold		54,041			824,242			—			—			150			1,500			4,903			69,889
Shares repurchased		(90,418	)		(1,377,762	)		—			—			—			—			(7,316	)		(107,560	)
		(36,377	)		(553,520	)		—			—			150			1,500			(2,413	)		(37,671	)
NET INCREASE (DECREASE)		(8,687,481	)	$	(139,100,505	)		6,427,029		$	45,930,521			6,641,931		$	70,015,372			897,283		$	20,292,213

(a)  Commencement date of operations for the Concentrated Growth Fund was September 3, 2002 for all share classes.

45

 GOLDMAN SACHS CAPITAL GROWTH FUND

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

			Income (loss) from									Distributions
			investment operations									to shareholders
	Net asset		Net
	value,		investment			Net realized			Total from			From net			Net asset
	beginning		income			and unrealized			investment			realized			value, end		Total
	of year		(loss)(b)			gain (loss)			operations			gains			of year		return(a)
FOR THE YEARS ENDED AUGUST 31,
2004 - Class A Shares	$	17.07	$	(0.05	)	$	1.29		$	1.24		$	—		$	18.31		7.26	%
2004 - Class B Shares		16.09		(0.17	)		1.21			1.04			—			17.13		6.46
2004 - Class C Shares		16.07		(0.17	)		1.20			1.03			—			17.10		6.41
2004 - Institutional Shares		17.44		0.03			1.30			1.33			—			18.77		7.63
2004 - Service Shares		16.94		(0.07	)		1.27			1.20			—			18.14		7.08
2003 - Class A Shares		15.44		—	(c)		1.63			1.63			—			17.07		10.56
2003 - Class B Shares		14.66		(0.11	)		1.54			1.43			—			16.09		9.75
2003 - Class C Shares		14.64		(0.11	)		1.54			1.43			—			16.07		9.77
2003 - Institutional Shares		15.71		0.06			1.67			1.73			—			17.44		11.01
2003 - Service Shares		15.33		(0.01	)		1.62			1.61			—			16.94		10.50
2002 - Class A Shares		19.76		(0.05	)		(4.24	)		(4.29	)		(0.03	)		15.44		(21.74	)
2002 - Class B Shares		18.90		(0.18	)		(4.03	)		(4.21	)		(0.03	)		14.66		(22.31	)
2002 - Class C Shares		18.88		(0.18	)		(4.03	)		(4.21	)		(0.03	)		14.64		(22.33	)
2002 - Institutional Shares		20.02		0.02			(4.30	)		(4.28	)		(0.03	)		15.71		(21.41	)
2002 - Service Shares		19.63		(0.07	)		(4.20	)		(4.27	)		(0.03	)		15.33		(21.78	)
2001 - Class A Shares		28.95		(0.06	)		(7.23	)		(7.29	)		(1.90	)		19.76		(26.48	)
2001 - Class B Shares		27.99		(0.23	)		(6.96	)		(7.19	)		(1.90	)		18.90		(27.06	)
2001 - Class C Shares		27.94		(0.22	)		(6.94	)		(7.16	)		(1.90	)		18.88		(27.00	)
2001 - Institutional Shares		29.19		0.03			(7.30	)		(7.27	)		(1.90	)		20.02		(26.18	)
2001 - Service Shares		28.81		(0.08	)		(7.20	)		(7.28	)		(1.90	)		19.63		(26.58	)
2000 - Class A Shares		24.96		(0.11	)		6.29			6.18			(2.19	)		28.95		25.70
2000 - Class B Shares		24.37		(0.30	)		6.11			5.81			(2.19	)		27.99		24.75
2000 - Class C Shares		24.33		(0.30	)		6.10			5.80			(2.19	)		27.94		24.75
2000 - Institutional Shares		25.06		—	(c)		6.32			6.32			(2.19	)		29.19		26.18
2000 - Service Shares		24.88		(0.13	)		6.25			6.12			(2.19	)		28.81		25.53

(a)	Assumes investment at the net asset value at the beginning of the year, reinvestment of all dividends and distributions, a complete redemption of the investment at the net asset value at the end of the year and no sales or redemption charges. Total return would be reduced if a sales or redemption charge were taken into account. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(b)	Calculated based on the average shares outstanding methodology.
(c)	Amount is less than $0.005 per share.

The accompanying notes are an integral part of these financial statements.

46

GOLDMAN SACHS CAPITAL GROWTH FUND 

								Ratios assuming
								no expense reductions
					Ratio of						Ratio of
Net assets,		Ratio of			net investment			Ratio of			net investment
end of		net expenses			income (loss)			total expenses			income (loss)			Portfolio
year		to average			to average			to average			to average			turnover
(in 000s)		net assets			net assets			net assets			net assets			rate
$	1,343,848		1.39	%		(0.26	)%		1.47	%		(0.34	)%		43	%
	196,910		2.14			(1.01	)		2.22			(1.09	)		43
	89,086		2.14			(1.01	)		2.22			(1.09	)		43
	289,239		0.99			0.14			1.07			0.06			43
	5,592		1.49			(0.36	)		1.57			(0.44	)		43
	1,483,768		1.40			0.00			1.48			(0.08	)		17
	226,663		2.15			(0.74	)		2.23			(0.82	)		17
	100,027		2.15			(0.74	)		2.23			(0.82	)		17
	303,840		1.00			0.41			1.08			0.33			17
	5,985		1.50			(0.10	)		1.58			(0.18	)		17
	1,388,868		1.43			(0.29	)		1.47			(0.33	)		11
	238,335		2.18			(1.04	)		2.22			(1.08	)		11
	101,783		2.18			(1.04	)		2.22			(1.08	)		11
	316,020		1.03			0.11			1.07			0.07			11
	5,976		1.53			(0.39	)		1.57			(0.43	)		11
	2,001,259		1.44			(0.25	)		1.46			(0.27	)		18
	338,673		2.19			(1.00	)		2.21			(1.02	)		18
	127,839		2.19			(1.00	)		2.21			(1.02	)		18
	444,195		1.04			0.15			1.06			0.13			18
	8,979		1.54			(0.35	)		1.56			(0.37	)		18
	2,736,484		1.45			(0.41	)		1.47			(0.44	)		34
	451,666		2.20			(1.16	)		2.22			(1.19	)		34
	143,126		2.20			(1.16	)		2.22			(1.19	)		34
	497,986		1.05			—			1.07			(0.03	)		34
	13,668		1.55			(0.49	)		1.57			(0.52	)		34

47

 GOLDMAN SACHS STRATEGIC GROWTH FUND

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

			Income (loss) from									Distributions
			investment operations									to shareholders
	Net asset
	value,		Net			Net realized			Total from			From net			Net asset
	beginning		investment			and unrealized			investment			realized			value, end		Total
	of year		loss(b)			gain (loss)			operations			gains			of year		return(a)
FOR THE YEARS ENDED AUGUST 31,
2004 - Class A Shares	$	7.79	$	(0.04	)	$	0.32		$	0.28		$	—		$	8.07		3.59	%
2004 - Class B Shares		7.55		(0.10	)		0.31			0.21			—			7.76		2.78
2004 - Class C Shares		7.56		(0.10	)		0.32			0.22			—			7.78		2.91
2004 - Institutional Shares		7.93		(0.01	)		0.33			0.32			—			8.25		4.04
2004 - Service Shares		7.82		(0.05	)		0.33			0.28			—			8.10		3.58
2003 - Class A Shares		6.95		(0.03	)		0.87			0.84			—			7.79		12.09
2003 - Class B Shares		6.79		(0.08	)		0.84			0.76			—			7.55		11.19
2003 - Class C Shares		6.80		(0.09	)		0.85			0.76			—			7.56		11.18
2003 - Institutional Shares		7.05		(0.01	)		0.89			0.88			—			7.93		12.48
2003 - Service Shares		6.97		(0.03	)		0.88			0.85			—			7.82		12.20
2002 - Class A Shares		9.22		(0.06	)		(2.21	)		(2.27	)		—	(c)		6.95		(24.59	)
2002 - Class B Shares		9.07		(0.12	)		(2.16	)		(2.28	)		—	(c)		6.79		(25.11	)
2002 - Class C Shares		9.08		(0.12	)		(2.16	)		(2.28	)		—	(c)		6.80		(25.08	)
2002 - Institutional Shares		9.30		(0.02	)		(2.23	)		(2.25	)		—	(c)		7.05		(24.17	)
2002 - Service Shares		9.23		(0.05	)		(2.21	)		(2.26	)		—	(c)		6.97		(24.46	)
2001 - Class A Shares		12.52		(0.06	)		(3.24	)		(3.30	)		—			9.22		(26.35	)
2001 - Class B Shares		12.40		(0.13	)		(3.20	)		(3.33	)		—			9.07		(26.84	)
2001 - Class C Shares		12.42		(0.13	)		(3.21	)		(3.34	)		—			9.08		(26.88	)
2001 - Institutional Shares		12.58		(0.02	)		(3.26	)		(3.28	)		—			9.30		(26.06	)
2001 - Service Shares		12.52		(0.04	)		(3.25	)		(3.29	)		—			9.23		(26.27	)
2000 - Class A Shares		10.06		(0.06	)		2.52			2.46			—			12.52		24.46
2000 - Class B Shares		10.04		(0.14	)		2.50			2.36			—			12.40		23.51
2000 - Class C Shares		10.05		(0.14	)		2.51			2.37			—			12.42		23.58
2000 - Institutional Shares		10.07		(0.01	)		2.52			2.51			—			12.58		24.93
2000 - Service Shares		10.06		(0.04	)		2.50			2.46			—			12.52		24.45

(a)	Assumes investment at the net asset value at the beginning of the year, reinvestment of all dividends and distributions, a complete redemption of the investment at the net asset value at the end of the year and no sales or redemption charges. Total return would be reduced if a sales or redemption charge were taken into account. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(b)	Calculated based on the average shares outstanding methodology.
(c)	Less than $0.005 per share.

The accompanying notes are an integral part of these financial statements.

48

GOLDMAN SACHS STRATEGIC GROWTH FUND 

								Ratios assuming no
								expense reductions
					Ratio of						Ratio of
Net assets,		Ratio of			net investment			Ratio of			net investment
end of		net expenses			loss			total expenses			loss to			Portfolio
year		to average			to average			to average			average net			turnover
(in 000s)		net assets			net assets			net assets			assets			rate
$	173,243		1.44	%		(0.47	)%		1.55	%		(0.58	)%		19	%
	11,537		2.19			(1.22	)		2.30			(1.33	)		19
	11,491		2.19			(1.22	)		2.30			(1.33	)		19
	129,083		1.04			(0.07	)		1.15			(0.18	)		19
	297		1.54			(0.58	)		1.65			(0.69	)		19
	146,867		1.45			(0.49	)		1.62			(0.66	)		14
	11,452		2.20			(1.24	)		2.37			(1.41	)		14
	8,979		2.20			(1.24	)		2.37			(1.41	)		14
	93,806		1.05			(0.09	)		1.22			(0.26	)		14
	1		1.55			(0.44	)		1.72			(0.61	)		14
	113,813		1.45			(0.66	)		1.63			(0.84	)		40
	9,781		2.20			(1.41	)		2.38			(1.59	)		40
	5,109		2.20			(1.41	)		2.38			(1.59	)		40
	59,130		1.05			(0.27	)		1.23			(0.45	)		40
	1		1.55			(0.58	)		1.73			(0.76	)		40
	109,315		1.44			(0.52	)		1.67			(0.75	)		25
	14,235		2.19			(1.27	)		2.42			(1.50	)		25
	5,613		2.19			(1.27	)		2.42			(1.50	)		25
	45,898		1.04			(0.15	)		1.27			(0.38	)		25
	1		1.54			(0.37	)		1.77			(0.60	)		25
	92,271		1.44			(0.50	)		1.63			(0.69	)		19
	17,149		2.19			(1.24	)		2.38			(1.43	)		19
	7,287		2.19			(1.24	)		2.38			(1.43	)		19
	22,910		1.04			(0.09	)		1.23			(0.28	)		19
	2		1.54			(0.35	)		1.73			(0.54	)		19

49

 GOLDMAN SACHS CONCENTRATED GROWTH FUND

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

			Income (loss) from							Distributions
			investment operations							to shareholders
	Net asset
	value,		Net			Net realized		Total from		From net			Net asset
	beginning		investment			and unrealized		investment		realized			value, end		Total
	of period		loss(c)			gain		operations		gains			of period		return(a)
FOR THE YEAR ENDED AUGUST 31,
2004 - Class A Shares	$	11.64	$	(0.07	)	$	0.17	$	0.10	$	(0.04	)	$	11.70		0.84	%
2004 - Class B Shares		11.56		(0.16	)		0.17		0.01		(0.04	)		11.53		0.06
2004 - Class C Shares		11.55		(0.16	)		0.16		—		(0.04	)		11.51		(0.02	)
2004 - Institutional Shares		11.68		(0.02	)		0.17		0.15		(0.04	)		11.79		1.26
2004 - Service Shares		11.64		(0.07	)		0.17		0.10		(0.04	)		11.70		0.84
FOR THE PERIOD ENDED AUGUST 31,
2003 - Class A Shares (commenced September 3, 2002)		10.00		(0.08	)		1.72		1.64		—			11.64		16.40
2003 - Class B Shares (commenced September 3, 2002)		10.00		(0.16	)		1.72		1.56		—			11.56		15.60
2003 - Class C Shares (commenced September 3, 2002)		10.00		(0.16	)		1.71		1.55		—			11.55		15.50
2003 - Institutional Shares (commenced September 3, 2002)		10.00		(0.03	)		1.71		1.68		—			11.68		16.80
2003 - Service Shares (commenced September 3, 2002)		10.00		(0.07	)		1.71		1.64		—			11.64		16.40

(a)	Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions, a complete redemption of the investment at the net asset value at the end of the period and no sales or redemption charges. Total return would be reduced if a sales or redemption charge were taken into account. Total returns for periods less than one full year are not annualized. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(b)	Annualized.
(c)	Calculated based on the average shares outstanding methodology.

The accompanying notes are an integral part of these financial statements.

50

GOLDMAN SACHS CONCENTRATED GROWTH FUND 

								Ratios assuming no
								expense reductions
					Ratio of			Ratio of			Ratio of
Net assets,		Ratio of			net investment			total expenses			net investment
end of		net expenses			loss to			to average			loss to			Portfolio
period		to average			average			net			average			turnover
(in 000s)		net assets			net assets			assets			net assets			rate
$	61,216		1.48	%		(0.61	)%		1.79	%		(0.92	)%		28	%
	96		2.23			(1.38	)		2.54			(1.69	)		28
	247		2.23			(1.34	)		2.54			(1.65	)		28
	45,464		1.08			(0.20	)		1.39			(0.51	)		28
	2		1.58			(0.61	)		1.89			(0.92	)		28
	49,494		1.48	(b)		(0.76	)(b)		2.65	(b)		(1.93	)(b)		19
	92		2.23	(b)		(1.50	)(b)		3.40	(b)		(2.67	)(b)		19
	20		2.23	(b)		(1.53	)(b)		3.40	(b)		(2.70	)(b)		19
	27,810		1.08	(b)		(0.32	)(b)		2.25	(b)		(1.49	)(b)		19
	2		1.58	(b)		(0.72	)(b)		2.75	(b)		(1.89	)(b)		19

51

 GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

			Income (loss) from									Distributions
			investment operations									to shareholders
	Net asset
	value,		Net			Net realized			Total from			From net			Net asset
	beginning		investment			and unrealized			investment			realized			value, end		Total
	of year		loss(b)			gain (loss)			operations			gains			of year		return(a)
FOR THE YEARS ENDED AUGUST 31,
2004 - Class A Shares	$	17.38	$	(0.15	)	$	1.35		$	1.20		$	—		$	18.58		6.90	%
2004 - Class B Shares		16.94		(0.28	)		1.32			1.04			—			17.98		6.14
2004 - Class C Shares		16.83		(0.28	)		1.31			1.03			—			17.86		6.12
2004 - Institutional Shares		17.67		(0.08	)		1.38			1.30			—			18.97		7.36
2004 - Service Shares		17.29		(0.17	)		1.34			1.17			—			18.46		6.77
2003 - Class A Shares		14.09		(0.12	)		3.41			3.29			—			17.38		23.35
2003 - Class B Shares		13.84		(0.22	)		3.32			3.10			—			16.94		22.40
2003 - Class C Shares		13.74		(0.22	)		3.31			3.09			—			16.83		22.49
2003 - Institutional Shares		14.27		(0.06	)		3.46			3.40			—			17.67		23.83
2003 - Service Shares		14.03		(0.13	)		3.39			3.26			—			17.29		23.24
2002 - Class A Shares		18.11		(0.15	)		(3.87	)		(4.02	)		—			14.09		(22.20	)
2002 - Class B Shares		17.92		(0.27	)		(3.81	)		(4.08	)		—			13.84		(22.77	)
2002 - Class C Shares		17.80		(0.27	)		(3.79	)		(4.06	)		—			13.74		(22.81	)
2002 - Institutional Shares		18.26		(0.08	)		(3.91	)		(3.99	)		—			14.27		(21.89	)
2002 - Service Shares		18.05		(0.16	)		(3.86	)		(4.02	)		—			14.03		(22.27	)
2001 - Class A Shares		19.50		(0.14	)		(0.66	)		(0.80	)		(0.59	)		18.11		(4.17	)
2001 - Class B Shares		19.45		(0.28	)		(0.66	)		(0.94	)		(0.59	)		17.92		(4.92	)
2001 - Class C Shares		19.31		(0.28	)		(0.64	)		(0.92	)		(0.59	)		17.80		(4.85	)
2001 - Institutional Shares		19.59		(0.07	)		(0.67	)		(0.74	)		(0.59	)		18.26		(3.79	)
2001 - Service Shares		19.45		(0.16	)		(0.65	)		(0.81	)		(0.59	)		18.05		(4.24	)
2000 - Class A Shares		10.13		(0.11	)		9.71			9.60			(0.23	)		19.50		95.73
2000 - Class B Shares		10.18		(0.24	)		9.74			9.50			(0.23	)		19.45		94.27
2000 - Class C Shares		10.10		(0.24	)		9.68			9.44			(0.23	)		19.31		94.43
2000 - Institutional Shares		10.13		(0.04	)		9.73			9.69			(0.23	)		19.59		96.67
2000 - Service Shares		10.12		(0.12	)		9.68			9.56			(0.23	)		19.45		95.41

(a)

Assumes investment at the net asset value at the beginning of the year, reinvestment of all dividends and distributions, a complete redemption of the investment at the net asset value at the end of the year and no sales or redemption charges. Total return would be reduced if a sales or redemption charge were taken into account. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(b)

Calculated based on the average shares outstanding methodology.

The accompanying notes are an integral part of these financial statements.

52

GOLDMAN SACHS GROWTH OPPORTUNITIES FUND 

								Ratios assuming no
								expense reductions
					Ratio of						Ratio of
Net assets,		Ratio of			net investment			Ratio of			net investment
end of		net expenses			loss			total expenses			loss to			Portfolio
year		to average			to average			to average			average			turnover
(in 000s)		net assets			net assets			net assets			net assets			rate
$	615,510		1.49	%		(0.80	)%		1.49	%		(0.80	)%		51	%
	85,969		2.24			(1.55	)		2.24			(1.55	)		51
	69,067		2.24			(1.55	)		2.24			(1.55	)		51
	290,601		1.09			(0.40	)		1.09			(0.40	)		51
	1,464		1.59			(0.87	)		1.59			(0.87	)		51
	441,187		1.53			(0.80	)		1.53			(0.80	)		66
	85,601		2.28			(1.56	)		2.28			(1.56	)		66
	63,358		2.28			(1.56	)		2.28			(1.56	)		66
	189,498		1.13			(0.41	)		1.13			(0.41	)		66
	539		1.63			(0.90	)		1.63			(0.90	)		66
	368,361		1.51			(0.87	)		1.51			(0.87	)		69
	68,639		2.26			(1.62	)		2.26			(1.62	)		69
	47,581		2.26			(1.62	)		2.26			(1.62	)		69
	134,954		1.11			(0.47	)		1.11			(0.47	)		69
	471		1.61			(0.99	)		1.61			(0.99	)		69
	428,981		1.54			(0.74	)		1.54			(0.74	)		66
	73,776		2.29			(1.49	)		2.29			(1.49	)		66
	47,738		2.29			(1.49	)		2.29			(1.49	)		66
	128,182		1.14			(0.34	)		1.14			(0.34	)		66
	232		1.64			(0.84	)		1.64			(0.84	)		66
	188,199		1.52			(0.64	)		1.61			(0.73	)		73
	42,061		2.27			(1.38	)		2.36			(1.47	)		73
	26,826		2.27			(1.38	)		2.36			(1.47	)		73
	49,921		1.12			(0.23	)		1.21			(0.32	)		73
	3		1.62			(0.69	)		1.71			(0.78	)		73

53

 GOLDMAN SACHS GROWTH EQUITY FUNDS

Report of Independent Registered Public Accounting Firm

To the Trustees and Shareholders of
Goldman Sachs Trust — Growth Equity Funds:

In our opinion, the accompanying statements of assets and liabilities, including the statement of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Capital Growth Fund, Strategic Growth Fund, Concentrated Growth Fund and Growth Opportunities Fund (collectively “the Growth Equity Funds”), portfolios of the Goldman Sachs Trust, at August 31, 2004, and the results of each of their operations, the changes in each of their net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Growth Equity Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of investments owned at August 31, 2004, by correspondence with the custodian, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 27, 2004

54

Fund Expenses (Unaudited) — Six Month Period Ended August 31, 2004

          As a shareholder of Class A, Class B, Class C, Institutional or Service Shares of the Funds you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments (with respect to Class A Shares) or contingent deferred sales charges (loads) on redemptions (with respect to Class B and Class C Shares); and (2) ongoing costs, including management fees; distribution and service (12b-1) fees (with respect to Class A, Class B and Class C Shares); and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in Class A, Class B, Class C, Institutional and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

          The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from March 1, 2004 through August 31, 2004.

Actual Expenses — The first line under each share class in 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, an $8,600 account value divided by $1,000=8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

          Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). 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.

	Capital Growth Fund							Strategic Growth Fund
						Expenses							Expenses
	Beginning		Ending			Paid for the		Beginning		Ending			Paid for the
	Account Value		Account Value			6 months ended		Account Value		Account Value			6 months ended
Share Class	3/1/04		8/31/04			8/31/04*		3/1/04		8/31/04			8/31/04*
Class A
Actual	$	1,000.00	$	969.30		$	6.90	$	1,000.00	$	948.30		$	7.07
Hypothetical (5% return before expenses)		1,000.00		1,018.13	+		7.07		1,000.00		1,017.88	+		7.32
Class B
Actual		1,000.00		965.60			10.59		1,000.00		945.20			10.72
Hypothetical (5% return before expenses)		1,000.00		1,014,36	+		10.85		1,000.00		1,014.11	+		11.10
Class C
Actual		1,000.00		965.00			10.59		1,000.00		946.50			10.73
Hypothetical (5% return before expenses)		1,000.00		1,014.36	+		10.85		1,000.00		1,014.11	+		11.10
Institutional
Actual		1,000.00		970.50			4.92		1,000.00		951.60			5.13
Hypothetical (5% return before expenses)		1,000.00		1,020.14	+		5.05		1,000.00		1,019.88	+		5.31
Service
Actual		1,000.00		968.50			7.39		1,000.00		948.50			7.56
Hypothetical (5% return before expenses)		1,000.00		1,017.63	+		7.57		1,000.00		1,017.38	+		7.83

[Additional columns below]

[Continued from above table, first column(s) repeated]

	Concentrated Growth Fund							Growth Opportunities Fund
						Expenses							Expenses
	Beginning		Ending			Paid for the		Beginning		Ending			Paid for the
	Account Value		Account Value			6 months ended		Account Value		Account Value			6 months ended
Share Class	3/1/04		8/31/04			8/31/04*		3/1/04		8/31/04			8/31/04*
Class A
Actual	$	1,000.00	$	933.00		$	7.21	$	1,000.00	$	956.70		$	7.33
Hypothetical (5% return before expenses)		1,000.00		1,017.68	+		7.52		1,000.00		1,017.64	+		7.56
Class B
Actual		1,000.00		929.10			10.83		1,000.00		953.30			10.99
Hypothetical (5% return before expenses)		1,000.00		1,013.91	+		11.31		1,000.00		1,013.88	+		11.33
Class C
Actual		1,000.00		929.00			10.82		1,000.00		953.00			10.99
Hypothetical (5% return before expenses)		1,000.00		1,013.91	+		11.30		1,000.00		1,013.88	+		11.33
Institutional
Actual		1,000.00		934.20			5.27		1,000.00		958.60			5.37
Hypothetical (5% return before expenses)		1,000.00		1,019.69	+		5.50		1,000.00		1,019.65	+		5.54
Service
Actual		1,000.00		932.30			7.68		1,000.00		956.00			7.83
Hypothetical (5% return before expenses)		1,000.00		1,017.19	+		8.02		1,000.00		1,017.13	+		8.07

*  Expenses for each share class are calculated using the fund’s annualized expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended 8/31/04. Expenses are calculated by multiplying the annualized expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the calendar year. Expense ratios for the most recent fiscal half year may differ from expense ratios based on one-year data in the financial highlights. The expense ratios for the period were as follows:

Fund	Class A			Class B			Class C			Institutional			Service
Capital Growth Fund		1.39	%		2.14	%		2.14	%		0.99	%		1.49	%
Strategic Growth Fund		1.44			2.19			2.19			1.04			1.54
Concentrated Growth Fund		1.48			2.23			2.23			1.08			1.58
Growth Opportunities Fund		1.49			2.24			2.24			1.09			1.59

+  Hypothetical expenses are based on the Fund’s actual annualized expense ratios and an assumed rate of return of 5% per year before expenses.

55

Trustees and Officers (Unaudited)

Independent Trustees

				Number of
		Term of		Portfolios in
	Position(s)	Office and		Fund Complex	Other
Name,	Held with	Length of	Principal Occupation(s)	Overseen by	Directorships
Address and Age1	the Trust2	Time Served3	During Past 5 Years	Trustee4	Held by Trustee5
Ashok N. Bakhru Age: 62	Chairman & Trustee	Since 1991	President, ABN Associates (July 1994-March 1996 and November 1998-Present); Executive Vice President—Finance and Administration and Chief Financial Officer, Coty Inc. (manufacturer of fragrances and cosmetics) (April 1996-November 1998); Director of Arkwright Mutual Insurance Company (1984-1999); Trustee of International House of Philadelphia (program center and residential community for students and professional trainees from the United States and foreign countries) (1989-Present); Member of Cornell University Council (1992-Present); Trustee of the Walnut Street Theater (1992-Present); Trustee, Scholarship America (1998-Present); Director, Private Equity Investors—III and IV (November 1998-Present), and Equity-Limited Investors II (April 2002-Present); and Chairman, Lenders Service Inc. (provider of mortgage lending services) (2000-2003). Chairman of the Board and Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	None
John P. Coblentz, Jr. Age: 63	Trustee	Since 2003	Partner, Deloitte & Touche LLP (June 1975-May 2003). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	None
Patrick T. Harker Age: 45	Trustee	Since 2000	Dean and Reliance Professor of Operations and Information Management, The Wharton School, University of Pennsylvania (February 2000-Present); Interim and Deputy Dean, The Wharton School, University of Pennsylvania (July 1999-Present); and Professor and Chairman of Department of Operations and Information Management, The Wharton School, University of Pennsylvania (July 1997-August 2000). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	None
Mary P. McPherson Age: 69	Trustee	Since 1997	Vice President, The Andrew W. Mellon Foundation (provider of grants for conservation, environmental and educational purposes) (October 1997-Present); Director, Smith College (1998-Present); Director, Josiah Macy, Jr. Foundation (health educational programs) (1977-Present); Director, Philadelphia Contributionship (insurance) (1985-Present); Director Emeritus, Amherst College (1986-1998); Director, The Spencer Foundation (educational research) (1993-February 2003); member of PNC Advisory Board (banking) (1993-1998); and Director, American School of Classical Studies in Athens (1997-Present). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	None
Wilma J. Smelcer Age: 55	Trustee	Since 2001	Chairman, Bank of America, Illinois (banking) (1998-January 2001); and Governor, Board of Governors, Chicago Stock Exchange (national securities exchange) (April 2001-April 2004). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	Lawson Products Inc. (distributor of industrial products).
Richard P. Strubel Age: 65	Trustee	Since 1987	Vice Chairman and Director, Unext, Inc. (provider of educational services via the internet) (2003-Present); President, COO and Director, Unext, Inc. (1999-2003); Director, Cantilever Technologies, Inc. (a private software company) (1999-Present); Trustee, The University of Chicago (1987-Present); and Managing Director, Tandem Partners, Inc. (management services firm) (1990-1999). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	Gildan Activewear Inc. (an activewear clothing marketing and manufacturing company); Unext, Inc. (provider of educational services via the internet); Northern Mutual Fund Complex (53 Portfolios).

56

Interested Trustees

				Number of
		Term of		Portfolios in
	Position(s)	Office and		Fund Complex	Other
Name,	Held with	Length of	Principal Occupation(s)	Overseen by	Directorships
Address and Age1	the Trust2	Time Served3	During Past 5 Years	Trustee4	Held by Trustee5
*Alan A. Shuch Age: 54	Trustee	Since 1990	Advisory Director—GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies).	63	None
*Kaysie P. Uniacke Age: 43	Trustee & President	Since 2001 Since 2002	Managing Director, GSAM (1997-Present). Trustee—Goldman Sachs Mutual Fund Complex (registered investment companies). President—Goldman Sachs Mutual Fund Complex (2002- Present) (registered investment companies). Assistant Secretary—Goldman Sachs Mutual Fund Complex (1997-2002) (registered investment companies).	63	None

*	These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1	Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, One New York Plaza, 37th Floor, New York, New York, 10004, Attn: Howard B. Surloff.
2	The Trust is a successor to a Massachusetts business trust that was combined with the Trust on April 30, 1997.
3	Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the date the Trustee attains the age of 72 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
4	The Goldman Sachs Mutual Fund Complex consists of the Trust and Goldman Sachs Variable Insurance Trust. As of August 31, 2004, the Trust consisted of 57 portfolios, including the Funds described in this Annual Report, and Goldman Sachs Variable Insurance Trust consisted of 6 portfolios.
5	This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726

57

Officers of the Trust*

		Term of
		Office and
	Position(s) Held	Length of
	With the Trust	Time Served1	Principal Occupation(s) During Past 5 Years
Name, Age And Address
Kaysie P. Uniacke 32 Old Slip New York, NY 10005 Age: 43	President & Trustee	Since 2002 Since 2001	Managing Director, GSAM (1997-Present). Trustee— Goldman Sachs Mutual Fund Complex (registered investment companies). President— Goldman Sachs Mutual Fund Complex (registered investment companies). Assistant Secretary— Goldman Sachs Mutual Fund Complex (1997-2002) (registered investment companies).
James A. Fitzpatrick 4900 Sears Tower Chicago, IL 60606 Age: 44	Vice President	Since 1997	Managing Director, Goldman Sachs (October 1999-Present); and Vice President of GSAM (April 1997-December 1999). Vice President— Goldman Sachs Mutual Fund Complex (registered investment companies).
James A. McNamara 32 Old Slip New York, NY 10005 Age: 41	Vice President	Since 2001	Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). Vice President— Goldman Sachs Mutual Fund Complex (registered investment companies). Trustee— Goldman Sachs Mutual Fund Complex (registered investment companies) (December 2002-May 2004).
John M. Perlowski 32 Old Slip New York, NY 10005 Age: 39	Treasurer	Since 1997	Managing Director, Goldman Sachs (November 2003-Present) and Vice President, Goldman Sachs (July 1995-November 2003). Treasurer— Goldman Sachs Mutual Fund Complex (registered investment companies).
Howard B. Surloff One New York Plaza 37th Floor New York, NY 10004 Age: 39	Secretary	Since 2001	Managing Director, Goldman Sachs (November 2002-Present); Associate General Counsel, Goldman Sachs and General Counsel to the U.S. Funds Group (December 1997-Present). Secretary— Goldman Sachs Mutual Fund Complex (registered investment companies) (2001-Present) and Assistant Secretary prior thereto.

1	Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
*	Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

58

Goldman Sachs Trust — Growth Equity Funds — Tax Information (unaudited)

       Pursuant to Section 852 of the Internal Revenue Code, the Concentrated Growth Fund designates $272,050 as capital gain dividends paid during the year ended August 31, 2004.

59

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F U N D S P R O F I L E Goldman Sachs Funds Goldman Sachs is a premier financial services firm, known since 1869 for creating thoughtful and customized investment solutions in complex global markets. Today, Goldman Sachs Asset Management, L.P. and other units of the Investment Management Division of Goldman Sachs serve a diverse set of clients worldwide, including private institutions, public entities and individuals. With portfolio management teams located around the world — and $406.0 billion in assets under management as of THE GOLDMAN June 30, 2004 — our investment professionals bring firsthand knowledge of local markets SACHS ADVANTAGE to every investment decision, making us one of the few truly global asset managers.

Our goal is to deliver: G O L D M A N S A C H S F U N D S Strong, Consistent In            INTERNATIONAL Investment Results portfolio, EQUITY 50 Global Resources and Global Research            to borders, Team Approach and Disciplined Processes DOMESTIC EQUITY Innovative, Value-Added Investment Products            SPECIALTY FIXED ALLOCATION Thoughtful Solutions            INCOME            ASSET Risk Management

MONEY Outstanding MARKET Asset Allocation Funds Client Service Risk/Return Balanced Fund Domestic Equity Funds Lower Asset Allocation Portfolios Small Cap Value Fund Dedicated Service CORESM Small Cap Equity Fund Fixed Income Funds Teams Mid Cap Value Fund Emerging Markets Debt Fund Excellence and Concentrated Growth Fund High Yield Fund Integrity International Equity Funds Growth Opportunities Fund High Yield Municipal Fund Asia Growth Fund Research Select FundSM Global Income Fund Emerging Markets Equity Fund Strategic Growth Fund Investment Grade Credit Fund International Growth Capital Growth Fund Core Fixed Income Fund Opportunities Fund Large Cap Value Fund U.S. Mortgages Fund Japanese Equity Fund Growth and Income Fund Municipal Income Fund European Equity Fund CORESM Large Cap Growth Fund Government Income Fund International Equity Fund CORESM Large Cap Value Fund Short Duration Tax-Free Fund CORESM International Equity Fund CORESM U.S. Equity Fund Short Duration Government Fund Ultra-Short Duration Government Specialty Funds Fund Tollkeeper FundSM Enhanced Income Fund CORESM Tax-Managed Equity Fund Real Estate Securities Fund Money Market Funds1 1 An investment in a money market fund is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Funds. The Goldman Sachs Research Select FundSM, Tollkeeper FundSM and CORESM are service marks of Goldman, Sachs & Co.

GOLDMAN SACHS ASSET MANAGEMENT, L.P. 32 OLD SLIP, 32ND FLOOR, NEW YORK, NEW YORK 10005

T R U S T E E S            O F F I C E R S Ashok N. Bakhru, Chairman            Kaysie P. Uniacke, President

John P. Coblentz, Jr. James A. Fitzpatrick, Vice President Patrick T. Harker James A. McNamara, Vice President Mary Patterson McPherson John M. Perlowski, Treasurer Alan A. Shuch Howard B. Surloff, Secretary Wilma J. Smelcer Richard

P. Strubel Kaysie P. Uniacke G O L D M A N , S AC H S & CO. G O L D M A N S AC H S A S S E T M A N AG E M E N T, L . P.

Distributor and Transfer Agent Investment Adviser Visit our Web site at www.gs.com/funds to obtain the most recent month-end returns The reports concerning the Funds included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed. A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information regarding how a Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders); and (ii) on the Securities and Exchange Commission Web site at http://www.sec.gov. The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. Beginning the fiscal quarter ended November 30, 2004 and every first and third fiscal quarter thereafter, the Funds’ Form N-Q will become available on the SEC’s website at http://www.sec.gov within 60 days after the Funds’ first and third fiscal quarters. When available, the Funds’ Forms N-Q may be reviewed and copied at the SEC’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. When available, Form N-Q may be obtained upon request and without charge by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders). This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus for the Funds. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Funds. Holdings are as of August 31, 2004 and are subject to change in the future. Fund holdings of stocks or bonds should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. The Strategic Growth Fund may participate in the Initial Public Offering (IPO) market, and a portion of the Fund’s returns consequently may be attributable to its investment in IPOs, which may have a magnified impact due to the Fund’s small asset base. As the Fund’s assets grow, it is probable that the effect of the Fund’s investment in IPOs on its total returns may not be as significant. The Concentrated Growth Fund is not diversified. Due to the smaller number of stocks generally held in the portfolio, the Fund may be subject to greater risks than a more diversified fund. A change in the value of any single holding may affect the overall value more than it would affect a diversified fund that holds more investments. The Fund is subject to the risk of rising and falling stock prices. In recent years, the U.S. stock market has experienced substantial price volatility. Goldman, Sachs & Co. is the distributor of the Fund. Copyright 200 4 Goldman, Sachs & Co. All rights reserved. Date of first use: October 29, 2004 / 04-1434 GROWTHAR / 148.5K /10-04

ITEM 2. CODE OF ETHICS.

(a)	As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party (the “Code of Ethics”). The Code of Ethics is attached hereto as Exhibit 10(a)(1).
(b)	During the period covered by this report, no amendments were made to the provisions of the Code of Ethics.
(c)	During the period covered by this report, the registrant did not grant any waivers, including an implicit waiver, from any provision of the Code of Ethics.

ITEM 3.	AUDIT COMMITTEE FINANCIAL EXPERT.
	The registrant’s board of trustees has determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee. John P. Coblentz, Jr. is the “audit committee financial expert” and is “independent” (as each term is defined in Item 3 of Form N-CSR).

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

     Item 4 – Principal Accountant Fees and Services for the Goldman Sachs Trust: The accountant fees below reflect the aggregate fees billed to all of the Funds of the Goldman Sachs Trust and includes the Goldman Sachs Funds to which this certified shareholder report relates.

Table 1 – Items 4(a) – 4(d)

	2004		2003		Description of Services Rendered
Audit Fees:
•PricewaterhouseCoopers LLP	$	701,500	$	668,000	Financial statement audits
(“PwC”)
•Ernst & Young LLP (“E&Y”)	$	372,500	$	214,000	Financial statement audits
Audit-Related Fees:
•PwC	$	198,800	$	138,500	Other attest services
•E&Y	$	0	$	0
Tax Fees:
•PwC	$	175,900	$	175,900	Tax compliance services provided
					in connection with the
					preparation and review of the
					registrant’s tax returns
•E&Y	$	75,650	$	57,800	Tax compliance services provided
					in connection with the
					preparation and review of the
					registrant's tax returns
All Other Fees:
•E&Y	$	10,000	$	0	Research and discussion on
					amortization methodologies

Items 4(b)(c) & (d) Table 2. Non-Audit Services to the Goldman Sachs Trust’s service affiliates * that were pre-approved by the Goldman Sachs Trust’s Audit Committee pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.

	2004		2003		Description of Services Rendered
Audit-Related Fees:
•PwC	$	683,000	$	524,000	Internal control review
					performed in accordance with
					Statement on Auditing Standards
					No. 70.
•E&Y	$	0	$	0
Tax Fees:
•PwC	$	0	$	0
•E&Y	$	0	$	0
All Other Fees:
•PwC	$	16,000	$	0	Review of form N-14 for
					purposes of consent issuance
•E&Y	$	14,000	$	0	Review of fund merger
					documents; represents access to
					an on-line accounting reference
					tool for certain employees of
					the Trust’s distributor.

* These include the adviser (excluding sub-advisers) and any entity controlling, controlled by or under common control with the adviser that provides ongoing services to the registrant (hereinafter referred to as “service affiliates”).

Item 4(e)(1) – Audit Committee Pre-Approval Policies and Procedures

Pre-Approval of Audit and Non-Audit Services Provided to the Funds of the Goldman Sachs Trust. The Audit and Non-Audit Services Pre-Approval Policy (the “Policy”) adopted by the Audit Committee of the Goldman Sachs Trust (“GST”) sets forth the procedures and the conditions pursuant to which services performed by an independent auditor for GST may be pre-approved. Services may be pre-approved specifically by the Audit Committee as a whole or, in certain circumstances, by the Audit Committee Chairman or the person designated as the Audit Committee Financial Expert. In addition, subject to specified cost limitations, certain services may be pre-approved under the provisions of the Policy. The Policy provides that the Audit Committee will consider whether the services provided by an independent auditor are consistent with the Securities and Exchange Commission’s rules on auditor independence. The Policy provides for periodic review and pre-approval by the Audit Committee of the services that may be provided by the independent auditor.

De Minimis Waiver. The pre-approval requirements of the Policy may be waived with respect to the provision of non-audit services that are permissible for an independent auditor to perform, provided (1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of revenues subject to pre-approval that was paid to the independent auditors during the fiscal year in which the services are provided; (2) such services were not recognized by GST at the time of the engagement to be non-audit services; and (3) such services are promptly brought to the attention of the Audit Committee and approved prior to the completion of the audit by the Audit Committee or by one or more members of the Audit Committee to whom authority to grant such approvals has been delegated by the Audit Committee, pursuant to the pre-approval provisions of the Policy.

Pre-Approval of Non-Audit Services Provided to GST’s Investment Advisers. The Policy provides that, in addition to requiring pre-approval of audit and non-audit services provided to GST, the Audit Committee will pre-approve those non-audit services provided to GST’s investment advisers (and entities controlling, controlled by or under common control with the investment advisers that provide ongoing services to GST) where the engagement relates directly to the operations or financial reporting of GST.

Item 4(e)(2) – $58,000 of the audit-related fees, tax fees and other fees listed in Table 1 were approved by GST’s Audit Committee pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X. In addition, 0% of the non-audit services to the Goldman Sachs Trust’s service affiliates listed in Table 2 were approved by the Trust’s audit committee pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

Item 4(f) – Not applicable.

Item 4(g) Aggregate Non-Audit Fees Disclosure

The aggregate non-audit fees billed to GST by PwC for the 12 months ended [August 31, 2004 and August 31, 2003] were approximately $374,700 and $314,400, respectively. The aggregate non-audit fees billed to GST’s adviser and service affiliates by PwC for non-audit services for the twelve months ended November 28, 2003 and November 29, 2002 were approximately $5.5 million and $8.4 million, respectively. The 2003 amount includes fees for non-audit services required to be pre-approved [see Table 2] and fees for non-audit services that did not require pre-approval since they did not directly relate to GST’s operations or financial reporting.

The aggregate non-audit fees billed to GST by E&Y for the 12 months ended August 31, 2004 and August 31, 2003 were approximately $85,650 and $57,800, respectively. The aggregate non-audit fees billed to GST’s adviser and service affiliates by E&Y for non-audit services for the twelve months ended December 31, 2003 and December 31, 2002 were approximately $30.9 million and $15.4 million, respectively. The 2003 amount includes fees for non-audit services required to be pre-approved [see Table 2] and fees for non-audit services that did not require pre-approval since they did not directly relate to GST’s operations or financial reporting.

Item 4(h) – GST’s Audit Committee has considered whether the provision of non-audit services to GST’s investment adviser and service affiliates that did not require pre-approval pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the auditor’s independence.

ITEM 5.	AUDIT COMMITTEE OF LISTED REGISTRANTS.
	Not applicable.

ITEM 6. Schedule of Investments is included as part of the Report to Shareholders filed under Item 1.

ITEM 7.	DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
	Not applicable.

ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS

ITEM 9.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

ITEM 10. CONTROLS AND PROCEDURES.

(a)

The registrant’s principal executive and principal financial officers or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal half-year (the registrant’s second fiscal half year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting.

ITEM 11. EXHIBITS.

(a)(1) Goldman Sachs Trust’s Code of Ethics for Principal Executive and Senior Financial Officers is incorporated by reference to Exhibit 11(a)(1) of the registrant’s Form N-CSR filed on March 8, 2004 for its Real Estate Securities Fund (Accession Number 0000950123-04-0002984).

(a)(2)	Exhibit 99.CERT	Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith.
(b)	Exhibit 99.906CERT	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith

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.

Goldman Sachs Trust

/s/ Kaysie Uniacke

By: Kaysie Uniacke

Chief Executive Officer of

Goldman Sachs Trust

Date: November 8, 2004

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

/s/ Kaysie Uniacke

By: Kaysie Uniacke

Chief Executive Officer of

Goldman Sachs Trust

Date: November 8, 2004

/s/ John M. Perlowski

By: John M. Perlowski

Chief Financial Officer of

Goldman Sachs Trust

Date: November 8, 2004

EX-99.CERT

CERTIFICATIONS
(Section 302)

     I, Kaysie Uniacke, certify that:

     1. I have reviewed this report on Form N-CSR of Goldman Sachs Trust;

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

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

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

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

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

     c. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal half year (the registrant’s second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

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

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

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

Dated: November 8, 2004

S/ Kaysie Uniacke

Kaysie Uniacke

Principal Executive Officer

CERTIFICATIONS
(Section 302)

     I, John M. Perlowski, certify that:

     1. I have reviewed this report on Form N-CSR of Goldman Sachs Trust;

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

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

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

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

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

     c. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal half year (the registrant’s second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

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

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

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

Dated: November 8, 2004

S/ John M. Perlowski

John M. Perlowski

Principal Financial Officer

EX-99.906CERT

EX-99.906CERT

Certification Under Section 906
of the Sarbanes-Oxley Act of 2002

               Kaysie Uniacke, Chief Executive Officer, and John M. Perlowski, Chief Financial Officer of Goldman Sachs Trust (the “Registrant”), each certify to the best of their knowledge that:

1.	The Registrant’s periodic report on Form N-CSR for the period ended August 31, 2004 (the “Form N-CSR”) fully complies with the requirements of section 15(d) of the Securities Exchange Act of 1934, as amended; and
2.	The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Chief Executive Officer	Chief Financial Officer
Goldman Sachs Trust	Goldman Sachs Trust
S/ Kaysie Uniacke	S/ John M. Perlowski
Kaysie Uniacke	John M. Perlowski
Date: November 8, 2004	Date: November 8, 2004

This certification is being furnished to the Securities and Exchange Commission pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR with the Securities and Exchange Commission.