STATE POOLED INVESTMENT FUND HOLDINGS REPORT as of SEPTEMBER 30, 2014

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1 STATE POOLED INVESTMENT FUND HOLDINGS REPORT as of SEPTEMBER 30, 2014 AMORTIZED DESCRIPTION CUSIP PRINCIPAL MATURITY* YIELD COST CERTIFICATES OF DEPOSIT BANK OF BRADFORD 90,000 3/24/ , BANK OF CROCKETT 3,000,000 10/9/ ,000, BANK OF CROCKETT 3,300,000 10/10/ ,300, BANK OF CROCKETT 1,500,000 10/9/ ,500, BANK OF CROCKETT 1,000,000 11/6/ ,000, BANK OF CROCKETT 2,000,000 10/10/ ,000, BANK OF GLEASON 300,000 1/16/ , BANK OF GLEASON 350,000 10/10/ , BANK OF GLEASON 750,000 3/27/ , BANK OF GLEASON 2,000,000 12/2/ ,000, BANK OF HALLS 735,000 10/20/ , BANK OF HALLS 2,450,000 11/21/ ,450, BANK OF HALLS 3,185,000 10/23/ ,185, BANK OF HALLS 735,000 11/6/ , BB&T 50,000,000 6/10/ ,000, BB&T 150,000,000 4/21/ ,000, BB&T 100,000,000 5/6/ ,000, CAPITALMARK BANK & TRUST 20,000,000 10/10/ ,000, CAPITALMARK BANK & TRUST 10,000,000 10/16/ ,000, CAPITALMARK BANK & TRUST 20,000,000 10/17/ ,000, CAPSTAR 10,000,000 3/24/ ,000, CAPSTAR BANK 10,000,000 2/9/ ,000, CAPSTAR BANK 5,000,000 3/6/ ,000, CAPSTAR BANK 5,000,000 3/13/ ,000, CAPSTAR BANK 10,000,000 3/20/ ,000, CITIZENS BANK, HARTSVILLE 5,000,000 11/3/ ,000, CITIZENS STATE BANK 100,000 12/26/ , CITIZENS STATE BANK 200,000 12/26/ , CIVIC BANK & TRUST 1,000,000 1/2/ ,000, COFFEE CO BANK, MACON 240,000 1/30/ , COMMERCE UNION BANK 2,000,000 11/10/ ,000, COMMUNITY 1ST BK & TRUST 2,000,000 10/17/ ,000, COMMUNITY NATL BANK 1,000,000 10/31/ ,000, COMMUNITY NATL BANK 1,000,000 12/23/ ,000, FIRST ADVANTAGE BANK 2,500,000 12/23/ ,500, FIRST CITIZENS NAT 20,000,000 11/21/ ,000, FIRST CITIZENS NAT 3,000,000 11/21/ ,000, FIRST NATL BK MCMINNVILLE 3,000,000 10/31/ ,000,000.00

2 FIRST NATL BK MCMINNVILLE 3,000,000 11/24/ ,000, FIRST NATL BK MCMINNVILLE 4,000,000 11/24/ ,000, FIRST TENNESSEE BANK 200,000,000 10/27/ ,000, GATES BANKING & TRUST 425,000 11/24/ , GATES BANKING & TRUST 1,250,000 10/6/ ,250, GATES BANKING & TRUST 500,000 10/27/ , GATES BANKING & TRUST 500,000 10/6/ , GATES BANKING & TRUST 250,000 10/3/ , GATES BANKING & TRUST 750,000 11/13/ , GATES BANKING & TRUST 250,000 11/14/ , GATES BANKING & TRUST 750,000 10/10/ , GATES BANKING & TRUST 250,000 11/21/ , GATES BANKING & TRUST 250,000 11/21/ , GATES BANKING & TRUST 500,000 10/2/ , GATES BANKING & TRUST 250,000 10/10/ , GATES BANKING & TRUST 250,000 10/10/ , GATES BANKING & TRUST 500,000 10/27/ , GATES BANKING & TRUST 80,000 10/31/ , GATES BANKING & TRUST 400,000 11/21/ , GATES BANKING & TRUST 250,000 11/24/ , HARDIN COUNTY BANK 2,000,000 2/10/ ,000, HARDIN COUNTY BANK 3,000,000 2/10/ ,000, LANDMARK COMMUNITY 1,000,000 10/7/ ,000, LANDMARK COMMUNITY 1,000,000 10/3/ ,000, LANDMARK COMMUNITY 6,000,000 10/7/ ,000, LANDMARK COMMUNITY 5,000,000 10/3/ ,000, LANDMARK COMMUNITY 5,000,000 10/3/ ,000, LANDMARK COMMUNITY 6,000,000 10/3/ ,000, LANDMARK COMMUNITY 11,000,000 10/3/ ,000, LANDMARK COMMUNITY 5,000,000 10/7/ ,000, METROPOLITAN BANK 7,500,000 12/9/ ,500, METROPOLITAN BANK 7,500,000 1/2/ ,500, NEWPORT FEDERAL S&L 95,000 1/30/ , NEWPORT FEDERAL S&L 500,000 11/21/ , NEWPORT FEDERAL S&L 500,000 11/21/ , NEWPORT FEDERAL S&L 300,000 1/30/ , PATRIOT BANK 3,000,000 10/23/ ,000, PATRIOT BANK 3,500,000 10/27/ ,500, PATRIOT BANK 6,000,000 11/10/ ,000, PATRIOT BANK 3,000,000 11/14/ ,000, PATRIOT BANK 3,000,000 10/20/ ,000, PATRIOT BANK 3,500,000 10/27/ ,500, PATRIOT BANK 1,500,000 11/24/ ,500, PATRIOT BANK 3,000,000 11/24/ ,000, PATRIOT BANK 5,000,000 10/10/ ,000, PUTNAM 1ST MERCANTILE 1,000,000 1/9/ ,000, PUTNAM 1ST MERCANTILE 1,000,000 11/10/ ,000, PUTNAM 1ST MERCANTILE 1,000,000 1/30/ ,000,000.00

3 PUTNAM 1ST MERCANTILE 1,000,000 10/3/ ,000, REGIONS BANK 100,000,000 10/1/ ,000, REGIONS BANK 200,000,000 10/1/ ,000, SECURITY BANK 2,000,000 10/16/ ,000, SECURITY BANK 2,000,000 10/24/ ,000, WAYNE COUNTY BANK 500,000 2/17/ , WAYNE COUNTY BANK 900,000 11/21/ , ASSET BACKED COMMERCIAL PAPER 1,069,885,000 1,069,885, NIEUW AMSTERDAM RECEIVABLES 65409SKH 40,500,000 10/17/ ,495, NIEUW AMSTERDAM RECEIVABLES 65409SKH 58,000,000 10/17/ ,994, OTHER COMMERCIAL PAPER 98,500,000 98,490, ADP 0530A3K1 100,000,000 10/1/ ,999, GENERAL ELECTRIC 36959JKP 100,000,000 10/23/ ,992, NESTLE 64105HKN 50,000,000 10/22/ ,999, PEPSI 71344UK3 50,000,000 10/3/ ,996, PEPSI 71344UKF 50,000,000 10/15/ ,997, TOYOTA 89233HKQ 100,000,000 10/24/ ,987, UPS 9113A3KF 50,000,000 10/15/ ,998, UPS 9113A3L3 50,000,000 11/3/ ,999, GOVERNMENT AGENCY DEBT 550,000, ,970, FEDERAL HOME LN MT 3134G32E 99,250,000 12/3/ ,312, FEDERAL HOME LN MT 3134G34N 75,000,000 1/9/ ,052, FEDERAL HOME LN MT 3134G3ZA 78,000,000 8/28/ ,258, FEDERAL HOME LN MT 3137EACY 19,774,000 11/25/ ,819, FEDERAL HOME LOAN 3130A05B 50,000,000 10/27/ ,000, FEDERAL HOME LOAN 3130A1QG 78,000,000 4/21/ ,992, FEDERAL HOME LOAN 3130A1YN 100,000,000 11/14/ ,997, FEDERAL HOME LOAN 3130A2MC 50,000,000 7/17/ ,971, FEDERAL HOME LOAN 3130A2PT 50,000,000 8/24/ ,002, FEDERAL HOME LOAN 3130A2SG 100,000,000 8/27/ ,000, FEDERAL HOME LOAN 3130A2WD 28,000,000 9/18/ ,999, FEDERAL HOME LOAN 3130A2WK 50,000,000 8/28/ ,969, FEDERAL HOME LOAN 3130A2ZY 100,000,000 10/9/ ,975, FEDERAL HOME LOAN JB 34,715,000 9/11/ ,279, FEDERAL HOME LOAN LC 100,000,000 8/10/ ,642, FEDERAL HOME LOAN V8 30,000,000 8/28/ ,054, FEDERAL NATL MTG A 3135G0KM 100,000,000 5/27/ ,333, FEDERAL NATL MTG A 3135G0NV 97,415,000 9/28/ ,727, FEDERAL NATL MTG A 31398AU3 58,057,000 7/28/ ,349,348.82

4 FNMA 2 5/8 11/20/ AZV 32,317,000 11/20/ ,624, FNMA 2 5/8 11/20/ AZV 15,342,000 11/20/ ,488, FNMA 2 5/8 11/20/ AZV 20,777,000 11/20/ ,975, FNMA 2 5/8 11/20/ AZV 55,436,000 11/20/ ,669, FEDERAL FARM CR BK 3133ECDR 24,600,000 2/24/ ,618, FEDERAL FARM CR BK 3133EDD3 100,000,000 1/6/ ,008, FEDERAL FARM CR BK 3133EDDR 65,000,000 1/16/ ,997, FEDERAL FARM CR BK 3133EDEL 91,678,000 3/12/ ,683, FEDERAL FARM CR BK 3133EDJC 115,751,000 4/10/ ,758, FEDERAL NATL MTG A BR 50,000,000 2/9/ ,996, FNMA J6 28,400,000 10/7/ ,394, FNMA K6 110,000,000 10/15/ ,983, FNMA K6 30,000,000 10/15/ ,996, FHLB DN AH 50,000,000 1/8/ ,962, FHLB DISC NOTE DM 100,000,000 3/25/ ,911, FEDL HOME LOAN BK J2 67,000,000 10/3/ ,992, FHLB J9 30,000,000 10/10/ ,994, FEDL HOME LOAN BK K6 68,575,000 10/15/ ,558, FEDL HOME LOAN BK Q3 75,000,000 11/21/ ,997, FHLB R8 75,000,000 12/4/ ,997, FMCDN BV 100,000,000 2/13/ ,943, FMDN K6 50,000,000 10/15/ ,990, FEDL HOME LN MTG C U2 50,000,000 12/22/ ,996, FEDL HOME LN MTG C U2 50,000,000 12/22/ ,998, INTER AMERN DEV BK 45818LJ2 25,000,000 10/3/ ,999, INTL BK FOR RECON AQ 100,000,000 1/15/ ,955, INTL BK FOR RECON H8 25,000,000 10/1/ ,999, INTL BK FOR RECON H8 25,000,000 10/1/ ,999, INTL BK FOR RECON H9 50,000,000 10/2/ ,999, INTL BK FOR RECON H9 50,000,000 10/2/ ,999, INTL BK FOR RECON J2 25,000,000 10/3/ ,999, INTL BK FOR RECON J2 25,000,000 10/3/ ,999, INTL BK FOR RECON J2 25,000,000 10/3/ ,999, INTL BK FOR RECON J2 50,000,000 10/3/ ,999, INTL BK FOR RECON P4 75,000,000 11/14/ ,998, INTL BK FOR RECON P4 25,000,000 11/14/ ,999, INTL BK FOR RECON T3 75,000,000 12/15/ ,996, INTL BK FOR RECON T3 50,000,000 12/15/ ,998, INTL BK RECON DEV 45905UPJ 100,000,000 6/5/ ,005, IBRD 45905UQC 100,000,000 10/9/ ,000, FRMDN 31315KBK 50,000,000 2/3/ ,948, FED AGRIC MTG CP D 31315KCP 100,000,000 3/3/ ,948, FED AGRIC MTG CP D 31315KEL 25,000,000 4/17/ ,973, FED AGRIC MTG CP D 31315KGC 50,000,000 5/27/ ,945, FRMDN 31315LH8 32,000,000 10/1/ ,994, FED AGRIC MTG CP D 31315LL7 75,000,000 10/24/ ,961, FED AGRIC MTG CP D 31315LR5 50,000,000 12/1/ ,963, FAMC 31315LU3 25,000,000 12/23/ ,978, ,985,087,000 3,989,945,932.51

5 TREASURY DEBT UNITED STATES TREA DF 115,000,000 1/8/ ,970, UNITED STATES TREA EK 100,000,000 12/18/ ,996, UNITED STATES TREA DC 100,000,000 11/15/ ,531, UNITED STATES TREA DC 48,000,000 11/15/ ,736, UNITED STATES TREA DM 50,000,000 2/15/ ,202, T 2 3/8 10/31/ LS 100,000,000 10/31/ ,770, T 2 1/8 11/30/ LZ 100,000,000 11/30/ ,814, T 2 1/8 11/30/ LZ 50,000,000 11/30/ ,370, UNITED STATES TREA MR 100,000,000 2/28/ ,474, UNITED STATES TREA MR 116,000,000 2/28/ ,722, UNITED STATES TREA NF 82,000,000 5/31/ ,206, UNITED STATES TREA RL 90,000,000 10/15/ ,116, UNITED STATES TREA RL 65,000,000 10/15/ ,026, UNITED STATES TREA RQ 100,000,000 11/15/ ,075, UNITED STATES TREA RV 100,000,000 12/15/ ,058, UNITED STATES TREA RV 100,000,000 12/15/ ,056, UNITED STATES TREA SP 58,000,000 4/15/ ,104, UNITED STATES TREA UK 87,000,000 1/31/ ,069, UNITED STATES TREA VU 150,000,000 8/31/ ,383, OTHER INSTRUMENTS 1,711,000,000 1,721,685, FIRST TN 110,000,000 10/1/ ,000, FIRST TN SWEEP #2 229,906,032 10/1/ ,906, REGIONS SWEEP 300,575,387 10/1/ ,575, ,481, ,481, GRAND TOTAL 8,054,953, ,070,458, WAM / WAL = 108 Days* Monthly Return =.12% *The State Pooled Investment Fund and Local Government Investment Pool report the final legal maturity date of all securities held, without reliance upon the SEC 2a-7 provision that permits a fund to shorten the maturity of an adjustable-rate security in reference to its interest rate reset dates. Therefore, the State Pooled Investment Fund s and Local Government Investment Pool s Weighted Average Maturity ( WAM ) and Weighted Average Life ( WAL") are the same.

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