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SPDR S&P 500 ETF Trust

Trust Overview

OBJECTIVE:

The SPDR S&P 500 ETF Trust (the “Trust”) is an exchange traded fund designed to generally correspond to the price and yield performance of the S&P 500^® Index.

STRATEGY:

To accomplish this, the Trust utilizes a full replication approach. With this strategy, all 500 securities of the S&P 500^® Index are owned by the Trust in their approximate market capitalization weight. A replication management approach should result in low expected tracking error of the Trust relative to its benchmark.

PERFORMANCE OVERVIEW:

The Trust ended its fiscal year on September 30, 2010 with a 12-month total return of 10.08% on net asset value as compared to the S&P 500^® Index return of 10.16%.

The Trust’s performance reflects the operating expenses of the Trust, including brokerage and Trustee fees. The S&P 500^® Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns.

SPDR S&P 500 ETF Trust

Schedule of Investments

September 30, 2010


Common Stocks	Shares		Value


3M Co.		5,384,706	$	466,907,857
Abbott Laboratories		11,656,468		608,933,888
Abercrombie & Fitch Co. (Class A)		667,532		26,247,358
ACE, Ltd.		2,541,504		148,042,608
Adobe Systems, Inc.*		3,976,197		103,977,552
Advanced Micro Devices, Inc.*		4,273,001		30,381,037
Aetna, Inc.		3,151,222		99,610,127
AFLAC, Inc.		3,546,962		183,413,405
Agilent Technologies, Inc.*		2,629,171		87,735,436
Air Products & Chemicals, Inc.		1,603,816		132,828,041
Airgas, Inc.		560,054		38,055,669
AK Steel Holding Corp.		831,883		11,488,304
Akamai Technologies, Inc.*		1,371,565		68,825,132
Alcoa, Inc.		7,712,586		93,399,416
Allegheny Energy, Inc.		1,280,302		31,393,005
Allegheny Technologies, Inc.		743,164		34,519,968
Allergan, Inc.		2,322,128		154,491,176
Altera Corp.		2,278,473		68,718,746
Altria Group, Inc.		15,726,714		377,755,670
Amazon.com, Inc.*		2,675,555		420,222,668
Ameren Corp.		1,799,624		51,109,322
American Electric Power Co., Inc.		3,617,357		131,056,844
American Express Co.		7,865,760		330,597,893
American International Group, Inc.*		1,019,778		39,873,320
American Tower Corp. (Class A)*		3,046,810		156,179,481
Ameriprise Financial, Inc.		1,895,254		89,702,372
AmerisourceBergen Corp.		2,134,233		65,435,584
Amgen, Inc.*		7,233,877		398,658,961
Amphenol Corp. (Class A)		1,311,398		64,232,274
Anadarko Petroleum Corp.		3,736,361		213,159,395
Analog Devices, Inc.		2,251,292		70,645,543
Aon Corp.		2,034,345		79,563,233
Apache Corp.		2,752,803		269,114,021
Apartment Investment & Management Co. (Class A)		882,191		18,861,244
Apollo Group, Inc. (Class A)*		950,100		48,787,635
Apple, Inc.*		6,902,640		1,958,624,100
Applied Materials, Inc.		10,145,568		118,500,234
Archer-Daniels-Midland Co.		4,856,445		155,017,724
Assurant, Inc.		803,280		32,693,496
AT&T, Inc.		44,621,968		1,276,188,285
Autodesk, Inc.*		1,732,528		55,388,920
Automatic Data Processing, Inc.		3,714,066		156,102,194
AutoNation, Inc.*		471,409		10,960,259
Autozone, Inc.*		220,753		50,532,569
AvalonBay Communities, Inc.		627,273		65,192,483
Avery Dennison Corp.		834,422		30,973,745
Avon Products, Inc.		3,235,913		103,905,166
Baker Hughes, Inc.		3,240,059		138,026,513
Ball Corp.		697,564		41,051,641
Bank of America Corp.		75,763,287		993,256,693
Baxter International, Inc.		4,411,239		210,460,213
BB&T Corp.		5,226,925		125,864,354
Becton, Dickinson & Co.		1,762,928		130,632,965
Bed Bath & Beyond, Inc.*		1,988,307		86,312,407
Bemis Co., Inc.		824,842		26,188,734
Berkshire Hathaway, Inc. (Class B) *		13,088,808		1,082,182,645
Best Buy Co., Inc.		2,613,576		106,712,308
Big Lots, Inc.*		606,676		20,171,977
Biogen Idec, Inc.*		1,827,022		102,532,475
BMC Software, Inc.*		1,370,917		55,494,720
Boston Properties, Inc.		1,050,611		87,326,786
Boston Scientific Corp.*		11,453,960		70,212,775
Bristol-Myers Squibb Co.		12,986,146		352,054,418
Broadcom Corp. (Class A)		3,389,689		119,961,094
Brown-Forman Corp. (Class B)		782,602		48,239,587
C.H. Robinson Worldwide, Inc.		1,252,582		87,580,533
C.R. Bard, Inc.		717,874		58,456,480
CA, Inc.		2,949,611		62,295,784
Cabot Oil & Gas Corp.		785,573		23,653,603
Cameron International Corp.*		1,845,117		79,266,226
Campbell Soup Co.		1,413,415		50,529,586
Capital One Financial Corp.		3,448,880		136,403,204
Cardinal Health, Inc.		2,649,675		87,545,262
CareFusion Corp.*		1,684,711		41,848,221
CarMax, Inc.*		1,685,290		46,952,179
Carnival Corp.		3,270,422		124,962,825
Caterpillar, Inc.		4,740,508		372,983,169
CB Richard Ellis Group, Inc. (Class A)*		2,192,994		40,087,930
CBS Corp. (Class B)		5,136,511		81,465,064
Celgene Corp.*		3,480,172		200,492,709
CenterPoint Energy, Inc.		3,144,727		49,435,108
CenturyLink, Inc.		2,269,699		89,562,323
Cephalon, Inc.*		567,606		35,441,319
Cerner Corp.*		516,013		43,339,932
CF Industries Holdings, Inc.		536,432		51,229,256
Chesapeake Energy Corp.		4,917,094		111,372,179
Chevron Corp.		15,168,246		1,229,386,338
Chubb Corp.		2,372,949		135,234,364
CIGNA Corp.		2,089,037		74,745,744
Cincinnati Financial Corp.		1,231,286		35,522,601
Cintas Corp.		993,994		27,384,535
Cisco Systems, Inc.*		43,127,979		944,502,740
Citigroup, Inc.*		179,795,747		701,203,413
Citrix Systems, Inc.*		1,402,721		95,721,681
Cliffs Natural Resources, Inc.		1,023,500		65,422,120
Clorox Co.		1,064,385		71,058,343

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010


Common Stocks	Shares		Value


CME Group, Inc.		508,333	$	132,395,330
CMS Energy Corp.		1,736,898		31,298,902
Coach, Inc.		2,244,723		96,433,300
Coca-Cola Enterprises, Inc.		2,456,878		76,163,218
Cognizant Technology Solutions Corp. (Class A)*		2,261,565		145,803,096
Colgate-Palmolive Co.		3,670,370		282,104,638
Comcast Corp. (Class A)		21,198,032		383,260,419
Comerica, Inc.		1,331,437		49,462,885
Computer Sciences Corp.		1,165,007		53,590,322
Compuware Corp.*		1,699,589		14,497,494
ConAgra Foods, Inc.		3,365,849		73,846,727
ConocoPhillips		11,204,779		643,490,458
CONSOL Energy, Inc.		1,704,466		62,997,063
Consolidated Edison, Inc.		2,129,399		102,679,620
Constellation Brands, Inc. (Class A)*		1,334,429		23,606,049
Constellation Energy Group, Inc.		1,520,712		49,027,755
Corning, Inc.		11,788,649		215,496,504
Costco Wholesale Corp.		3,329,876		214,743,703
Coventry Health Care, Inc.*		1,118,119		24,073,102
CSX Corp.		2,865,155		158,500,375
Cummins, Inc.		1,515,090		137,236,852
CVS Caremark Corp.		10,276,616		323,405,106
D.R. Horton, Inc.		2,091,669		23,259,359
Danaher Corp.		4,045,208		164,275,897
Darden Restaurants, Inc.		1,061,273		45,401,259
DaVita, Inc.*		784,341		54,143,059
Dean Foods Co.*		1,371,968		14,007,793
Deere & Co.		3,207,989		223,853,472
Dell, Inc.*		12,772,640		165,533,414
Denbury Resources, Inc.*		3,015,738		47,920,077
DENTSPLY International, Inc.		1,105,893		35,355,399
Devon Energy Corp.		3,283,082		212,546,729
DeVry, Inc.		467,881		23,024,424
Diamond Offshore Drilling, Inc.		524,491		35,544,755
DIRECTV*		6,536,534		272,115,910
Discover Financial Services		4,107,915		68,520,022
Discovery Communications, Inc. (Class A)*		2,147,881		93,540,218
Dominion Resources, Inc.		4,448,893		194,238,668
Dover Corp.		1,410,117		73,622,209
Dr. Pepper Snapple Group, Inc.		1,802,832		64,036,593
DTE Energy Co.		1,272,249		58,434,397
Duke Energy Corp.		9,919,334		175,671,405
Dun & Bradstreet Corp.		380,996		28,247,043
ETRADE Financial Corp.		1,498,229		21,784,250
E. I. du Pont de Nemours & Co.		6,841,601		305,272,237
Eastman Chemical Co.		546,942		40,473,708
Eastman Kodak Co.*		2,037,173		8,556,127
Eaton Corp.		1,265,677		104,405,696
eBay, Inc.*		8,727,685		212,955,514
Ecolab, Inc.		1,763,250		89,467,305
Edison International		2,461,570		84,653,392
El Paso Corp.		5,315,937		65,811,300
Electronic Arts, Inc.*		2,471,638		40,609,012
Eli Lilly & Co.		7,662,713		279,918,906
EMC Corp.*		15,522,884		315,269,774
Emerson Electric Co.		5,687,461		299,501,696
Entergy Corp.		1,429,530		109,401,931
EOG Resources, Inc.		1,912,188		177,776,118
EQT Corp.		1,087,258		39,206,523
Equifax, Inc.		956,472		29,841,926
Equity Residential		2,137,127		101,663,131
Exelon Corp.		4,988,285		212,401,175
Expedia, Inc.		1,566,041		44,178,017
Expeditors International of Washington, Inc.		1,607,761		74,326,791
Express Scripts, Inc.*		4,096,111		199,480,606
Exxon Mobil Corp.		38,460,339		2,376,464,347
Family Dollar Stores, Inc.		1,019,743		45,031,851
Fastenal Co.		1,118,302		59,482,483
Federated Investors, Inc. (Class B)		669,984		15,248,836
FedEx Corp.		2,365,512		202,251,276
Fidelity National Information Services, Inc.		1,930,487		52,374,112
Fifth Third Bancorp		6,003,540		72,222,586
First Horizon National Corp.*		1,758,633		20,065,999
First Solar, Inc.*		408,541		60,198,516
FirstEnergy Corp.		2,302,398		88,734,419
Fiserv, Inc.*		1,152,711		62,038,906
FLIR Systems, Inc.*		1,156,558		29,723,541
Flowserve Corp.		422,760		46,258,399
Fluor Corp.		1,350,835		66,906,858
FMC Corp.		548,834		37,545,734
FMC Technologies, Inc.*		918,293		62,710,229
Ford Motor Co.*		25,991,236		318,132,729
Forest Laboratories, Inc.*		2,156,419		66,698,040
Fortune Brands, Inc.		1,150,255		56,627,054
Franklin Resources, Inc.		1,115,747		119,273,354
Freeport-McMoRan Copper & Gold, Inc.		3,562,250		304,180,528
Frontier Communications Corp.		7,484,095		61,145,056
GameStop Corp. (Class A)*		1,153,904		22,743,448
Gannett Co., Inc.		1,794,483		21,946,527
General Dynamics Corp.		2,871,866		180,381,903
General Electric Co.		80,770,126		1,312,514,548
General Mills, Inc.		4,845,541		177,056,068

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010


Common Stocks	Shares		Value


Genuine Parts Co.		1,200,070	$	53,511,121
Genworth Financial, Inc. (Class A)*		3,694,710		45,149,356
Genzyme Corp.*		1,921,947		136,054,628
Gilead Sciences, Inc.*		6,332,707		225,507,696
Goodrich Corp.		945,505		69,712,084
Google, Inc. (Class A)*		1,879,974		988,471,529
H&R Block, Inc.		2,325,237		30,111,819
H.J. Heinz Co.		2,388,439		113,140,355
Halliburton Co.		6,836,312		226,076,838
Harley-Davidson, Inc.		1,778,785		50,588,645
Harman International Industries, Inc.*		524,652		17,528,623
Harris Corp.		981,293		43,461,467
Hartford Financial Services Group, Inc.		3,354,644		76,989,080
Hasbro, Inc.		1,058,767		47,125,719
HCP, Inc.		2,342,100		84,268,758
Health Care REIT, Inc.		1,000,583		47,367,599
Helmerich & Payne, Inc.		798,191		32,294,808
Hess Corp.		2,207,104		130,483,988
Hewlett-Packard Co.		17,113,037		719,945,467
Home Depot, Inc.		12,576,355		398,418,926
Honeywell International, Inc.		5,785,676		254,222,603
Hormel Foods Corp.		522,982		23,324,997
Hospira, Inc.*		1,252,628		71,412,322
Host Hotels & Resorts, Inc.		4,972,154		71,996,790
Hudson City Bancorp, Inc.		3,992,801		48,951,740
Humana, Inc.*		1,285,785		64,597,838
Huntington Bancshares, Inc.		5,412,758		30,690,338
Illinois Tool Works, Inc.		3,835,766		180,357,717
Integrys Energy Group, Inc.		581,333		30,264,196
Intel Corp.		42,015,976		807,967,219
IntercontinentalExchange, Inc.*		558,893		58,527,275
International Business Machines Corp.		9,522,392		1,277,333,663
International Flavors & Fragrances, Inc.		600,993		29,160,180
International Game Technology		2,245,934		32,453,746
International Paper Co.		3,298,156		71,734,893
Intuit, Inc.*		2,127,187		93,192,062
Intuitive Surgical, Inc.*		296,183		84,038,964
Invesco, Ltd.		3,528,093		74,901,414
Iron Mountain, Inc.		1,527,738		34,129,667
ITT Corp.		1,385,069		64,862,781
J.C. Penney Co., Inc.		1,784,743		48,509,315
Jabil Circuit, Inc.		1,465,090		21,111,947
Jacobs Engineering Group, Inc.*		944,111		36,537,096
Janus Capital Group, Inc.		1,387,529		15,193,443
JDS Uniphase Corp.*		1,691,969		20,963,496
Johnson & Johnson		20,827,292		1,290,459,012
Johnson Controls, Inc.		5,081,654		154,990,447
JPMorgan Chase & Co.		29,950,809		1,140,227,299
Juniper Networks, Inc.*		3,974,120		120,614,542
Kellogg Co.		1,927,178		97,341,761
KeyCorp		6,641,292		52,864,684
Kimberly-Clark Corp.		3,090,920		201,064,346
Kimco Realty Corp.		3,064,342		48,263,387
King Pharmaceuticals, Inc.*		1,883,457		18,759,232
KLA-Tencor Corp.		1,284,419		45,250,081
Kohl’s Corp.*		2,326,156		122,541,898
Kraft Foods, Inc. (Class A)		13,165,950		406,301,217
L-3 Communications Holdings, Inc.		874,884		63,227,867
Laboratory Corp. of America Holdings*		784,964		61,564,727
Legg Mason, Inc.		1,167,610		35,390,259
Leggett & Platt, Inc.		1,119,095		25,470,602
Lennar Corp. (Class A)		1,229,536		18,910,264
Leucadia National Corp.*		1,434,230		33,876,513
Lexmark International, Inc. (Class A)*		592,090		26,419,056
Life Technologies Corp.*		1,379,791		64,422,442
Limited Brands, Inc.		2,038,942		54,602,867
Lincoln National Corp.		2,396,522		57,324,806
Linear Technology Corp.		1,691,053		51,966,059
Lockheed Martin Corp.		2,241,528		159,776,116
Loews Corp.		2,391,998		90,656,724
Lorillard, Inc.		1,154,151		92,689,867
Lowe’s Cos., Inc.		10,593,735		236,134,353
LSI Corp.*		4,936,423		22,510,089
M & T Bank Corp.		628,746		51,437,710
Macy’s, Inc.		3,187,146		73,591,201
Marathon Oil Corp.		5,359,154		177,387,997
Marriott International, Inc. (Class A)		2,173,623		77,880,912
Marsh & McLennan Cos., Inc.		4,087,844		98,598,797
Marshall & Ilsley Corp.		3,982,562		28,037,236
Masco Corp.		2,709,787		29,834,755
Massey Energy Co.		779,109		24,167,961
MasterCard, Inc. (Class A)		730,537		163,640,288
Mattel, Inc.		2,755,038		64,633,191
McAfee, Inc.*		1,178,340		55,688,348
McCormick & Co., Inc.		1,000,041		42,041,724
McDonald’s Corp.		8,037,282		598,857,882
McKesson Corp.		1,972,182		121,841,404
Mead Johnson Nutrition Co.		1,545,224		87,938,698
MeadWestvaco Corp.		1,290,186		31,454,735

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010


Common Stocks	Shares		Value


Medco Health Solutions, Inc.*		3,275,693	$	170,532,578
Medtronic, Inc.		8,152,084		273,746,981
MEMC Electronic Materials, Inc.*		1,717,421		20,471,658
Merck & Co., Inc.		23,238,155		855,396,486
Meredith Corp.		278,415		9,274,004
MetLife, Inc.		6,852,787		263,489,660
MetroPCS Communications, Inc.*		1,974,981		20,658,301
Microchip Technology, Inc.		1,401,314		44,071,325
Micron Technology, Inc.*		6,453,001		46,526,137
Microsoft Corp.		57,576,043		1,410,037,293
Molex, Inc.		1,025,639		21,466,624
Molson Coors Brewing Co. (Class B)		1,191,750		56,274,435
Monsanto Co.		4,081,203		195,612,060
Monster Worldwide, Inc.*		952,198		12,340,486
Moody’s Corp.		1,485,614		37,110,638
Morgan Stanley		10,555,230		260,503,076
Motorola, Inc.*		17,555,751		149,750,556
Murphy Oil Corp.		1,446,857		89,589,385
Mylan, Inc.*		2,332,706		43,878,200
Nabors Industries, Ltd.*		2,152,067		38,866,330
National Semiconductor Corp.		1,796,501		22,941,318
National-Oilwell Varco, Inc.		3,165,270		140,759,557
NetApp, Inc.*		2,700,888		134,477,214
Newell Rubbermaid, Inc.		2,100,653		37,412,630
Newmont Mining Corp.		3,710,270		233,042,059
News Corp. (Class A)		17,234,680		225,084,921
NextEra Energy, Inc.		3,133,490		170,430,521
Nicor, Inc.		341,992		15,670,073
NIKE, Inc. (Class B)		2,933,997		235,130,520
NiSource, Inc.		2,093,683		36,430,084
Noble Energy, Inc.		1,318,864		99,033,498
Nordstrom, Inc.		1,258,091		46,800,985
Norfolk Southern Corp.		2,795,044		166,333,068
Northeast Utilities		1,327,980		39,268,369
Northern Trust Corp.		1,826,543		88,112,434
Northrop Grumman Corp.		2,220,729		134,642,799
Novell, Inc.*		2,635,995		15,736,890
Novellus Systems, Inc.*		725,528		19,284,534
NRG Energy, Inc.*		1,928,825		40,158,137
Nucor Corp.		2,380,670		90,941,594
NVIDIA Corp.*		4,321,486		50,474,956
NYSE Euronext		1,971,626		56,329,355
O’Reilly Automotive, Inc.*		1,043,080		55,491,856
Occidental Petroleum Corp.		6,133,434		480,247,882
Office Depot, Inc.*		2,083,480		9,584,008
Omnicom Group, Inc.		2,318,379		91,529,603
Oneok, Inc.		803,550		36,191,892
Oracle Corp.		29,224,833		784,686,766
Owens-Illinois, Inc.*		1,246,021		34,963,349
PACCAR, Inc.		2,756,207		132,711,367
Pactiv Corp.*		1,002,414		33,059,614
Pall Corp.		882,625		36,752,505
Parker-Hannifin Corp.		1,217,070		85,267,924
Patterson Cos., Inc.		704,406		20,181,232
Paychex, Inc.		2,429,386		66,783,821
Peabody Energy Corp.		2,030,278		99,503,925
People’s United Financial, Inc.		2,831,200		37,060,408
Pepco Holdings, Inc.		1,682,535		31,295,151
PepsiCo, Inc.		12,012,506		798,110,899
PerkinElmer, Inc.		887,992		20,548,135
Pfizer, Inc.		60,717,239		1,042,514,994
PG&E Corp.		2,957,097		134,311,346
Philip Morris International, Inc.		13,840,904		775,367,442
Pinnacle West Capital Corp.		819,449		33,818,660
Pioneer Natural Resources Co.		874,649		56,878,424
Pitney Bowes, Inc.		1,569,012		33,545,477
Plum Creek Timber Co., Inc.		1,231,124		43,458,677
PNC Financial Services Group, Inc.		3,972,513		206,213,150
Polo Ralph Lauren Corp.		496,452		44,611,177
PPG Industries, Inc.		1,256,746		91,491,109
PPL Corp.		3,650,662		99,407,526
Praxair, Inc.		2,310,752		208,568,476
Precision Castparts Corp.		1,073,729		136,739,388
priceline.com, Inc.*		365,901		127,457,954
Principal Financial Group, Inc.		2,415,993		62,622,539
Progress Energy, Inc.		2,169,007		96,347,291
ProLogis		3,592,484		42,319,462
Prudential Financial, Inc.		3,519,966		190,711,758
Public Service Enterprise Group, Inc.		3,822,006		126,431,958
Public Storage, Inc.		1,054,718		102,349,835
Pulte Group, Inc.*		2,400,329		21,026,882
QEP Resources, Inc.		1,319,807		39,778,983
QLogic Corp.*		842,827		14,867,468
QUALCOMM, Inc.		12,116,784		546,709,294
Quanta Services, Inc.*		1,587,594		30,291,294
Quest Diagnostics, Inc.		1,141,311		57,601,966
Qwest Communications International, Inc.		13,206,384		82,804,028
R.R. Donnelley & Sons Co.		1,555,505		26,381,365
RadioShack Corp.		946,872		20,196,780
Range Resources Corp.		1,204,543		45,929,225
Raytheon Co.		2,824,303		129,098,890
Red Hat, Inc.*		1,424,928		58,422,048
Regions Financial Corp.		9,486,361		68,965,844
Republic Services, Inc.		2,309,687		70,422,357

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010


Common Stocks	Shares		Value


Reynolds American, Inc.		1,276,503	$	75,811,513
Robert Half International, Inc.		1,135,206		29,515,356
Rockwell Automation, Inc.		1,077,596		66,520,001
Rockwell Collins, Inc.		1,189,188		69,270,201
Roper Industries, Inc.		709,167		46,223,505
Ross Stores Inc.		926,146		50,586,095
Rowan Cos., Inc.*		863,406		26,213,006
Ryder System, Inc.		399,919		17,104,536
Safeway, Inc.		2,934,957		62,103,690
SAIC, Inc.*		2,209,887		35,313,994
Salesforce.com, Inc.*		884,460		98,882,628
SanDisk Corp.*		1,737,535		63,680,658
Sara Lee Corp.		4,994,085		67,070,562
SCANA Corp.		857,573		34,577,343
Schlumberger, Ltd.		10,314,993		635,506,719
Scripps Networks Interactive (Class A)		676,028		32,165,412
Sealed Air Corp.		1,203,005		27,043,552
Sears Holdings Corp.*		333,187		24,036,110
Sempra Energy		1,869,289		100,567,748
Sherwin-Williams Co.		696,476		52,333,207
Sigma-Aldrich Corp.		917,038		55,370,754
Simon Property Group, Inc.		2,209,913		204,947,332
SLM Corp.*		3,668,920		42,376,026
Snap-on, Inc.		436,850		20,317,894
Southern Co.		6,226,135		231,861,267
Southwest Airlines Co.		5,623,182		73,494,989
Southwestern Energy Co.*		2,615,104		87,449,078
Spectra Energy Corp.		4,894,385		110,368,382
Sprint Nextel Corp.*		22,517,066		104,254,016
St. Jude Medical, Inc.*		2,468,297		97,102,804
Stanley Black & Decker, Inc.		1,253,154		76,793,277
Staples, Inc.		5,512,939		115,330,684
Starbucks Corp.		5,628,469		143,976,237
Starwood Hotels & Resorts Worldwide, Inc.		1,430,885		75,193,007
State Street Corp.(a)		3,790,256		142,741,041
Stericycle, Inc.*		639,787		44,452,401
Stryker Corp.		2,595,305		129,895,015
Sunoco, Inc.		910,200		33,222,300
SunTrust Banks, Inc.		3,775,064		97,509,903
SUPERVALU, Inc.		1,604,486		18,499,724
Symantec Corp.*		6,033,579		91,529,393
Sysco Corp.		4,468,466		127,440,650
T. Rowe Price Group, Inc.		1,960,296		98,142,219
Target Corp.		5,445,952		291,031,675
TECO Energy, Inc.		1,617,776		28,019,880
Tellabs, Inc.		2,914,180		21,710,641
Tenet Healthcare Corp.*		3,284,271		15,501,759
Teradata Corp.*		1,260,632		48,609,970
Teradyne, Inc.*		1,363,310		15,187,273
Tesoro Corp.		1,066,242		14,244,993
Texas Instruments, Inc.		9,021,437		244,841,800
Textron, Inc.		2,063,540		42,426,382
The AES Corp.*		5,046,217		57,274,563
The Allstate Corp.		4,062,271		128,164,650
The Bank of New York Mellon Corp.		9,158,986		239,324,304
The Boeing Co.		5,520,155		367,311,114
The Charles Schwab Corp.		7,392,082		102,749,940
The Coca-Cola Co.		17,421,165		1,019,486,576
The Dow Chemical Co.		8,720,747		239,471,713
The Estee Lauder Cos., Inc. (Class A)		860,896		54,434,454
The Gap, Inc.		3,390,289		63,194,987
The Goldman Sachs Group, Inc.		3,887,678		562,080,485
The Goodyear Tire & Rubber Co.*		1,837,078		19,748,589
The Hershey Co.		1,163,752		55,382,958
The Interpublic Group of Cos., Inc.*		3,696,339		37,074,280
The JM Smucker Co.		900,292		54,494,675
The Kroger Co.		4,880,845		105,719,103
The McGraw-Hill Cos., Inc.		2,383,048		78,783,567
The NASDAQ OMX Group, Inc.*		1,100,702		21,386,640
The New York Times Co. (Class A)*		878,779		6,801,749
The Procter & Gamble Co.		21,432,199		1,285,288,974
The Progressive Corp.		5,063,039		105,665,624
The Travelers Cos., Inc.		3,549,096		184,907,902
The Walt Disney Co.		14,436,287		477,985,463
The Washington Post Co. (Class B)		45,284		18,086,882
The Western Union Co.		5,075,927		89,691,630
The Williams Cos., Inc.		4,412,119		84,315,594
Thermo Fisher Scientific, Inc.*		3,099,717		148,414,450
Tiffany & Co.		960,305		45,124,732
Time Warner Cable, Inc.		2,673,913		144,364,563
Time Warner, Inc.		8,490,997		260,249,058
Titanium Metals Corp.*		638,265		12,739,769
TJX Cos., Inc.		3,024,687		134,991,781
Torchmark Corp.		623,210		33,117,379
Total System Services, Inc.		1,244,016		18,958,804
Tyco International, Ltd.		3,757,814		138,024,508
Tyson Foods, Inc. (Class A)		2,307,637		36,968,345
U.S. Bancorp		14,474,869		312,946,668
Union Pacific Corp.		3,756,509		307,282,436
United Parcel Service, Inc. (Class B)		7,479,692		498,820,660

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010


Common Stocks	Shares		Value


United States Steel Corp.		1,082,983	$	47,477,975
United Technologies Corp.		7,017,608		499,864,218
UnitedHealth Group, Inc.		8,490,015		298,084,427
Unum Group		2,514,259		55,690,837
Urban Outfitters, Inc.*		982,167		30,879,330
V.F. Corp.		666,038		53,962,399
Valero Energy Corp.		4,270,490		74,776,280
Varian Medical Systems, Inc.*		932,943		56,443,052
Ventas, Inc.		1,184,349		61,076,878
VeriSign, Inc.*		1,313,013		41,675,033
Verizon Communications, Inc.		21,346,060		695,668,095
Viacom, Inc. (Class B)		4,588,268		166,049,419
Visa, Inc. (Class A)		3,766,647		279,711,206
Vornado Realty Trust		1,226,789		104,927,263
Vulcan Materials Co.		964,894		35,623,886
W.W. Grainger, Inc.		449,772		53,572,343
Wal-Mart Stores, Inc.		15,088,425		807,532,506
Walgreen Co.		7,388,179		247,503,997
Waste Management, Inc.		3,648,080		130,382,379
Waters Corp.*		701,650		49,662,787
Watson Pharmaceuticals, Inc.*		809,089		34,232,556
WellPoint, Inc.*		3,019,057		170,999,389
Wells Fargo & Co.		39,542,102		993,693,023
Western Digital Corp.*		1,730,191		49,120,123
Weyerhaeuser Co.		4,083,031		64,348,569
Whirlpool Corp.		567,055		45,908,773
Whole Foods Market, Inc.*		1,097,166		40,715,830
Windstream Corp.		3,648,724		44,842,818
Wisconsin Energy Corp.		882,589		51,013,644
Wyndham Worldwide Corp.		1,359,107		37,334,669
Wynn Resorts, Ltd.		570,878		49,535,084
Xcel Energy, Inc.		3,470,971		79,728,204
Xerox Corp.		10,416,514		107,810,920
Xilinx, Inc.		1,955,473		52,035,137
XL Group PLC		2,584,499		55,980,248
Yahoo!, Inc.*		10,232,092		144,988,744
Yum! Brands, Inc.		3,531,207		162,647,394
Zimmer Holdings, Inc.*		1,532,090		80,174,270
Zions Bancorporation		1,304,712		27,868,648

Total Common Stocks (b) (Cost $80,279,228,597)			$	78,077,851,159

* Non-income producing security


(a)	Affiliated Issuer. See following table for more information.
(b)	The values of the securities of the Trust are determined based on Level 1 inputs (Note 2).

REIT = Real Estate Investment Trust

Transactions with Affiliates

SPDR S&P 500 ETF Trust has invested in a company affiliated with the Trustee, State Street Corp. Amounts related to these investments at September 30, 2010, and for the year then ended are:


															Number
	Number of														of Shares
	Shares Held		Cost at		Value at		Purchased				Sold				Held at		Value at		Dividend		Realized
	at 9/30/09		9/30/09		9/30/09		Cost		Shares		Proceeds		Shares		9/30/10		9/30/10		Income		Gain

State Street Corp.		3,793,465	$	164,567,461	$	199,536,259	$	310,957,645		7,581,766	$	310,564,549		7,584,975		3,790,256	$	142,741,041	$	155,923	$	8,836,491

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Schedule of Investments (continued)

September 30, 2010

INDUSTRY BREAKDOWN AS OF SEPTEMBER 30, 2010*


INDUSTRY**	VALUE


Oil, Gas and Consumable Fuels	$	7,120,276,046
Pharmaceuticals		4,747,336,908
Computers & Peripherals		3,447,937,274
Insurance		3,185,595,032
Diversified Financial Services		3,174,313,156
Software		3,036,160,591
IT Services		2,449,952,006
Media		2,399,777,059
Diversified Telecommunication Services		2,250,210,605
Commercial Banks		2,137,843,028
Aerospace and Defense		2,129,109,964
Beverages		2,085,917,357
Industrial Conglomerates		1,959,873,295
Food & Staples Retailing		1,947,664,309
Semiconductors & Semiconductor Equipment		1,911,932,756
Capital Markets		1,865,147,427
Communications Equipment		1,847,712,736
Household Products		1,839,516,301
Health Care Providers & Services		1,585,938,804
Machinery		1,578,043,101
Chemicals		1,566,879,449
Specialty Retail		1,564,996,927
Electric Utilities		1,535,740,956
Internet Software & Services		1,469,256,438
Food Products		1,454,463,190
Energy Equipment & Services		1,415,264,981
Hotels, Restaurants & Leisure		1,348,243,015
Health Care Equipment & Supplies		1,339,779,461
Tobacco		1,321,624,492
Real Estate Investment Trusts (REITs)		1,148,368,194
Multi-Utilities		1,108,540,420
Biotechnology		1,098,687,788
Metals & Mining		893,211,733
Air Freight & Logistics		862,979,260
Multiline Retail		671,715,012
Road & Rail		649,220,415
Internet & Catalog Retail		591,858,639
Consumer Finance		577,897,145
Electronic Equipment, Instruments & Components		439,766,326
Textiles, Apparel & Luxury Goods		430,137,396
Electrical Equipment		412,245,202
Commercial Services & Supplies		397,671,926
Automobiles		368,721,374
Household Durables		322,937,464
Life Sciences Tools & Services		283,047,814
Wireless Telecommunication Services		281,091,798
Auto Components		174,739,036
Containers & Packaging		162,306,890
Personal Products		158,339,620
Independent Power Producers & Energy Traders		146,460,455
Construction & Engineering		133,735,248
Leisure Equipment & Products		120,315,037
Trading Companies & Distributors		113,054,826
Office Electronics		107,810,920
Paper & Forest Products		103,189,628
Diversified Consumer Services		101,923,878
Professional Services		87,604,325
Thrifts & Mortgage Finance		86,012,148
Airlines		73,494,989
Distributors		53,511,121
Gas Utilities		51,861,965
Health Care Technology		43,339,932
Real Estate Management & Development		40,087,930
Construction Materials		35,623,886
Building Products		29,834,755

TOTAL	$	78,077,851,159


*		SPDR S&P 500 ETF Trust’s industry breakdown is expressed as market value by industry and may change over time.

**		Each security is valued based on Level 1 inputs.

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Statement of Assets and Liabilities

September 30, 2010


ASSETS
Investments in unaffiliated issuers, at value	$	77,935,110,118
Investments in affiliated issuers, at value		142,741,041

Total investments		78,077,851,159
Cash		467,823,962
Dividends receivable — unaffiliated issuers		97,267,765
Dividends receivable — affiliated issuers		38,675

Total Assets		78,642,981,561

LIABILITIES
Payable for investments purchased		5,931,706
Payable for units of fractional undivided interest (“Units”) redeemed in-kind		527,194
Income distribution payable		426,267,165
Accrued trustee expense		3,008,238
Accrued expenses and other liabilities		16,365,856

Total Liabilities		452,100,159

NET ASSETS	$	78,190,881,402

NET ASSETS CONSIST OF:
Paid in Capital (Note 4)	$	89,077,858,400
Distribution in excess of net investment income		(426,704,977	)
Accumulated net realized gain on investments		(8,258,894,583	)
Net unrealized depreciation on investments		(2,201,377,438	)

NET ASSETS	$	78,190,881,402

NET ASSET VALUE PER UNIT	$	114.13

UNITS OUTSTANDING, UNLIMITED UNITS AUTHORIZED, $0.00 PAR VALUE		685,082,116

COST OF INVESTMENTS:
Unaffiliated issuers	$	80,105,431,548
Affiliated issuers		173,797,049

Total Cost of Investments	$	80,279,228,597

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Statement of Operations


	For the			For the			For the
	Year Ended			Year Ended			Year Ended
	September 30,			September 30,			September 30,
	2010			2009			2008

INVESTMENT INCOME
Dividend income — unaffiliated issuers	$	1,516,348,569		$	1,899,322,298		$	1,628,431,147
Dividend income — affiliated issuers		155,923			2,239,900			2,890,454

Total Investment Income		1,516,504,492			1,901,562,198			1,631,321,601

EXPENSES
Trustee expense		40,693,484			37,299,801			36,310,380
S&P license fee		21,931,368			21,492,906			23,977,390
Marketing expense		14,620,912			14,233,147			18,115,010
Legal and audit services		422,917			277,642			155,059
Other expenses		1,543,741			1,050,269			2,341,136

Total Expenses		79,212,422			74,353,765			80,898,975
Trustee expense waiver		(10,128,612	)		(7,102,147	)		(6,923,474	)

Net Expenses		69,083,810			67,251,618			73,975,501

NET INVESTMENT INCOME		1,447,420,682			1,834,310,580			1,557,346,100

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain (loss) on:
Investment transactions — unaffiliated issuers		16,730,164,234			(44,584,311,986	)		(8,458,807,396	)
Investment transactions — affiliated issuers		8,836,491			(166,785,981	)		19,363,771
Net change in unrealized appreciation (depreciation) on:
Investment transactions — unaffiliated issuers		(11,825,602,638	)		29,208,992,488			(12,549,019,477	)
Investment transactions — affiliated issuers		(66,024,806	)		90,665,805			(54,343,615	)

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		4,847,373,281			(15,451,439,674	)		(21,042,806,717	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	6,294,793,963		$	(13,617,129,094	)	$	(19,485,460,617	)

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Statements of Changes in Net Assets


	For the			For the			For the
	Year Ended			Year Ended			Year Ended
	September 30,			September 30,			September 30,
	2010			2009			2008

INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS:
Net investment income	$	1,447,420,682		$	1,834,310,580		$	1,557,346,100
Net realized gain (loss) on investment transactions		16,739,000,725			(44,751,097,967	)		(8,439,443,625	)
Net change in unrealized appreciation (depreciation)		(11,891,627,444	)		29,299,258,293			(12,603,363,092	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		6,294,793,963			(13,617,129,094	)		(19,485,460,617	)

NET EQUALIZATION CREDITS AND CHARGES		102,137,436			79,929,657			218,645,921

DISTRIBUTIONS TO UNITHOLDERS FROM NET INVESTMENT INCOME		(1,549,861,683	)		(1,938,730,332	)		(1,782,447,532	)


INCREASE (DECREASE) IN NET ASSETS FROM UNIT TRANSACTIONS:
Proceeds from sale of Units		400,829,082,743			343,468,772,184			445,910,262,535
Proceeds from reinvestment of distributions		2,216,596			12,270,791			13,008,992
Cost of Units repurchased		(399,041,216,070	)		(349,232,583,429	)		(410,330,564,199	)
Net income equalization (Note 2)		(102,137,436	)		(79,929,657	)		(218,645,921	)

NET INCREASE (DECREASE) IN NET ASSETS FROM ISSUANCE AND REDEMPTION OF UNITS		1,687,945,833			(5,831,470,111	)		35,374,061,407

NET INCREASE (DECREASE) IN NET ASSETS DURING PERIOD		6,535,015,549			(21,307,399,880	)		14,324,799,179
NET ASSETS AT BEGINNING OF PERIOD		71,655,865,853			92,963,265,733			78,638,466,554

NET ASSETS END OF PERIOD*	$	78,190,881,402		$	71,655,865,853		$	92,963,265,733


UNIT TRANSACTIONS:
Units sold		3,614,350,000			3,788,050,000			3,304,850,000
Units issued from reinvestment distributions		21,395			135,148			95,213
Units redeemed		(3,607,000,000	)		(3,908,300,000	)		(3,022,850,000	)

NET INCREASE (DECREASE)		7,371,395			(120,114,852	)		282,095,213

* Includes undistributed (distribution in excess of) net investment income	$	(426,704,977	)	$	(336,373,142	)	$	(439,719,151	)

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Financial Highlights

Selected data for a Unit outstanding throughout each year


	For the			For the			For the			For the			For the
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	September 30,			September 30,			September 30,			September 30,			September 30,
	2010			2009			2008			2007			2006

Net asset value, beginning of year	$	105.73		$	116.52		$	152.48		$	133.53		$	122.85

Investment Operations:
Net investment income(1)		2.20			2.32			2.72			2.66			2.32
Net realized and unrealized gain (loss) on investments		8.24			(10.90	)		(36.28	)		18.75			10.54

Total from investment operations		10.44			(8.58	)		(33.56	)		21.41			12.86

Net equalization credits and charges(1)		0.16			0.10			0.38			0.26			0.15

Less distributions from:
Net investment income		(2.20	)		(2.31	)		(2.78	)		(2.72	)		(2.33	)

Net asset value, end of year	$	114.13		$	105.73		$	116.52		$	152.48		$	133.53

Total investment return(2)		10.08	%		(6.90	)%		(21.84	)%		16.31	%		10.64	%

Ratios and supplemental data
Ratio to average net assets:
Net investment income		1.98	%		2.58	%		1.99	%		1.86	%		1.83	%
Total expenses(3)		0.09	%		0.09	%		0.09	%		0.08	%		0.08	%
Total expenses excluding Trustee earnings credit		0.11	%		0.10	%		0.11	%		0.11	%		0.10	%
Total expenses excluding Trustee earnings credit and fee waivers		0.11	%		0.10	%		0.11	%		0.12	%		0.12	%
Portfolio turnover rate(4)		5.38	%		6.68	%		4.56	%		2.95	%		3.70	%
Net assets, end of year (000’s)	$	78,190,881		$	71,655,866		$	92,963,266		$	78,638,467		$	57,585,885


(1)	Per Unit numbers have been calculated using the average shares method, which more appropriately presents the per share data for the year.

(2)	Total return is calculated assuming a purchase of a Unit at net asset value per Unit on the first day and a sale at net asset value per Unit on the last day of each period reported. Distributions are assumed, for the purposes of this calculation, to be reinvested at the net asset value per Unit on the respective payment dates of each Trust. Broker commission charges are not included in this calculation.

(3)	Net of expenses reimbursed by the Trustee.

(4)	Portfolio turnover ratio excludes securities received or delivered from processing creations or redemptions of Units.

See accompanying notes to financial statements.

SPDR S&P 500 ETF Trust

Notes to Financial Statements

September 30, 2010


Note 1 —	Organization

SPDR S&P 500 ETF Trust (the “Trust”), formerly the SPDR Trust, Series 1, is a unit investment trust created under the laws of the State of New York and registered under the Investment Company Act of 1940, as amended. The Trust was created to provide investors with the opportunity to purchase a security representing a proportionate undivided interest in a portfolio of securities consisting of substantially all of the component common stocks, in substantially the same weighting, which comprise the Standard & Poor’s 500 Composite Price Index (the “S&P 500 Index”). Each unit of fractional undivided interest in the Trust is referred to as a “Unit”. The Trust commenced operations on January 22, 1993 upon the initial issuance of 150,000 Units (equivalent to three “Creation Units” — see Note 4) in exchange for a portfolio of securities assembled to reflect the intended portfolio composition of the Trust.

Under the Amended and Restated Standard Terms and Conditions of the Trust, as amended (“Trust Agreement”), PDR Services, LLC, as Sponsor of the Trust (“Sponsor”), and State Street Bank and Trust Company, as Trustee of the Trust (“Trustee”), are indemnified against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. However, based on experience, the Trust expects the risk of material loss to be remote.


Note 2 —	Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements:

The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

Security Valuation

The value of the Trust’s portfolio securities is based on the market price of the securities, which generally means a valuation obtained from an exchange or other market (or based on a price quotation or other equivalent indication of value supplied by an exchange or other market) or a valuation obtained from an independent pricing service. If a security’s market price is not readily available or does not otherwise accurately reflect the fair value of the security, the security will be valued by another method that the Trustee believes will better reflect fair value in accordance with the Trust’s valuation policies and procedures. The Trustee has established a Pricing and Investment Committee (the “Committee”) for the purpose of valuing securities for which market quotations are not readily available or do not otherwise accurately reflect the fair value of the security. The Committee, subject to oversight by the Trustee, may use fair value pricing in a variety of circumstances, including but not limited to, situations when trading in a security has been suspended or halted. Accordingly, the Trust’s net asset value may reflect certain portfolio securities’ fair values rather than their market prices. Fair value pricing involves subjective judgments and it is possible that the fair value determination for a security is materially different than the value that could be received on the sale of the security.

The Trust continues to follow the authoritative guidance for fair value measurements and the fair value option for financial assets and financial liabilities. The guidance for the fair value option for financial assets and financial liabilities provides the Trust the irrevocable option to measure many financial assets and liabilities at fair value with changes in fair value recognized in earnings. The guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the

SPDR S&P 500 ETF Trust

Notes to Financial Statements (continued)

September 30, 2010


Note 2 —	Significant Accounting Policies – (continued)

use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three levels of inputs that may be used to measure fair value:


•	Level 1 — quoted prices in active markets for identical investments

•	Level 2 — other significant observable inputs (including, but not limited to, quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

•	Level 3 — significant unobservable inputs (including the Trust’s own assumptions in determining the fair value of investments)

Investments that use Level 2 or Level 3 inputs may include, but are not limited to: (i) an unlisted security related to corporate actions; (ii) a restricted security (e.g., one that may not be publicly sold without registration under the Securities Act of 1933, as amended); (iii) a security whose trading has been suspended or which has been de-listed from its primary trading exchange; (iv) a security that is thinly traded; (v) a security in default or bankruptcy proceedings for which there is no current market quotation; (vi) a security affected by currency controls or restrictions; and (vii) a security affected by a significant event (e.g., an event that occurs after the close of the markets on which the security is traded but before the time as of which the Trust’s net assets are computed and that may materially affect the value of the Trust’s investments). Examples of events that may be “significant events” are government actions, natural disasters, armed conflicts, acts of terrorism, and significant market fluctuations.

Fair value pricing could result in a difference between the prices used to calculate the Trust’s net asset value and the prices used by the S&P 500 Index, which, in turn, could result in a difference between the Trust’s performance and the performance of the S&P 500 Index. The inputs or methodology used for valuation are not necessarily an indication of the risk associated with investing in those investments. The type of inputs used to value each security is identified in the Schedule of Investments, which also includes a breakdown of the Trust’s investments by industry.

Subsequent Events

Management has determined that there are no subsequent events or transactions that would have materially impacted the Trust’s financial statements as presented.

Investment Risk

The Trust’s investments are exposed to risks, such as market risk. Due to the level of risk associated with certain investments it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.

An investment in the Trust involves risks similar to those of investing in any fund of equity securities, such as market fluctuations caused by such factors as economic and political developments, changes in interest rates and perceived trends in stock prices. The value of a Unit will decline, more or less, in correlation with any decline in value of the S&P 500 Index. The values of equity securities could decline generally or could underperform other investments. The Trust would not sell an equity security because the security’s issuer was in financial trouble unless that security is removed from the S&P 500 Index.

SPDR S&P 500 ETF Trust

Notes to Financial Statements (continued)

September 30, 2010


Note 2 —	Significant Accounting Policies – (continued)

Investment Transactions

Investment transactions are recorded on the trade date. Realized gains and losses from the sale or disposition of securities are recorded on the identified cost basis. Dividend income is recorded on the ex-dividend date.

Distributions to Unitholders

The Trust declares and distributes dividends from net investment income to its unitholders quarterly. The Trust declares and distributes net realized capital gains, if any, at least annually.

Effective October 30, 2009, the Trust’s Dividend Reinvestment Service was discontinued. Broker-dealers, at their own discretion, may offer a dividend reinvestment service under which additional Units may be purchased in the secondary market at current market prices. Investors should consult their broker-dealer for further information regarding any dividend reinvestment service offered by such broker-dealer.

Equalization

The Trust follows the accounting practice known as “Equalization” by which a portion of the proceeds from sales and costs of reacquiring the Trust’s Units, equivalent on a per Unit basis to the amount of distributable net investment income on the date of the transaction, is credited or charged to undistributed net investment income. As a result, undistributed net investment income per Unit is unaffected by sales or reacquisitions of the Trust’s Units.

Federal Income Tax

The Trust has qualified and intends to continue to qualify as a “regulated investment company” under Subchapter M of the Internal Revenue Code of 1986, as amended. By so qualifying and electing, the Trust will not be subject to federal income taxes to the extent it distributes its taxable income, including any net realized capital gains, for each fiscal year. In addition, by distributing during each calendar year substantially all of its net investment income and capital gains, if any, the Trust will not be subject to federal excise tax. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from those determined in accordance with U.S. generally accepted accounting principles. These differences are primarily due to differing treatments for tax equalization, in-kind transactions, real estate investment trusts (REITs) and losses deferred due to wash sales. Net investment income per unit calculations in the financial highlights for all years presented exclude these differences.

The Trust has reviewed the tax positions for the open tax years as of September 30, 2010 and has determined that no provision for income tax is required in the Trust’s financial statements. The Trust’s federal tax returns for the prior three fiscal years remain subject to examination by the Trust’s major tax jurisdictions, which include the United States of America and the State of New York.

During the year ended September 30, 2010, the Trust reclassified $16,298,648,778 of non-taxable net security gains realized from the in-kind redemption of Creation Units (Note 4) as an increase to paid in capital in the Statement of Assets and Liabilities. At September 30, 2010, the cost of investments for federal income tax purposes was $80,288,348,453 accordingly, gross unrealized appreciation was $1,844,782,188 and gross unrealized depreciation was $4,055,279,482, resulting in net unrealized depreciation of $2,210,497,294.

SPDR S&P 500 ETF Trust

Notes to Financial Statements (continued)

September 30, 2010


Note 2 —	Significant Accounting Policies – (continued)

At September 30, 2010, the Trust had capital loss carryforwards which may be used to offset any net realized gains, expiring September 30:


2011	$	1,530,834,020
2012		445,024,832
2013		380,379,645
2014		1,174,140,896
2015		1,056,971,322
2016		917,820,735
2017		2,553,965,847
2018		190,637,430

During the tax year ended September 30, 2010, the Trust had $472,492,447 of capital loss carryforward expire.

The tax character of distributions paid during the year ended September 30, 2010 was $1,549,861,683 of ordinary income.

The tax character of distributions paid during the year ended September 30, 2009 was $1,938,730,332 of ordinary income.

The tax character of distributions paid during the year ended September 30, 2008 was $1,782,447,532 of ordinary income.

As of September 30, 2010, the components of distributable earnings (excluding unrealized appreciation/(depreciation)) on the tax basis were undistributed ordinary income of $0, undistributed long term capital gain of $0 and unrealized depreciation of $2,210,497,294.


Note 3 —	Transactions with the Trustee and Sponsor

In accordance with the Trust Agreement, the Trustee maintains the Trust’s accounting records, acts as custodian and transfer agent to the Trust, and provides administrative services, including filing of certain regulatory reports. The Trustee is also responsible for determining the composition of the portfolio of securities which must be delivered and/or received in exchange for the issuance and/or redemption of Creation Units of the Trust, and for adjusting the composition of the Trust’s portfolio from time to time to conform to changes in the composition and/or weighting structure of the S&P 500 Index. For these services, the Trustee received a fee at the following annual rates for the year ended September 30, 2010:


Net asset value of the Trust		Fee as a percentage of net asset value of the Trust

$0 - $499,999,999		10/100 of 1% per annum plus or minus the Adjustment Amount
$500,000,000 - $2,499,999,999		8/100 of 1% per annum plus or minus the Adjustment Amount
$2,500,000,000 - and above		6/100 of 1% per annum plus or minus the Adjustment Amount

The Adjustment Amount is the sum of (a) the excess or deficiency of transaction fees received by the Trustee, less the expenses incurred in processing orders for creation and redemption of Units and (b) the amounts earned by the Trustee with respect to the cash held by the Trustee for the benefit of the Trust. During the year ended September 30, 2010, the Adjustment Amount reduced the Trustee’s fee by $4,324,987. The Adjustment Amount included an excess of net transaction fees from processing orders of $3,954,228 and a Trustee earnings credit of $370,759. Prior to 2008, the Trustee earnings credit was presented separately on the Statement of Operations.

SPDR S&P 500 ETF Trust

Notes to Financial Statements (continued)

September 30, 2010


Note 3 —	Transactions with the Trustee and Sponsor – (continued)

The Trustee voluntarily agreed to waive a portion of its fee, as needed, for one year through February 1, 2011, so that the total operating expenses would not exceed 9.45/100 of 1% (0.0945%) per annum of the daily net asset value. The total amount of such reimbursement by the Trustee for the years ended September 30, 2008, September 30, 2009 and September 30, 2010 was $6,923,474, $7,102,147 and $10,128,612, respectively. The Trustee has not entered into an agreement with the Trust to recapture waived fees in subsequent periods and the Trustee may discontinue the voluntary waiver.

Standard and Poor’s (“S&P”), a division of The McGraw Hill Companies, Inc. and State Street Global Markets, LLC (“SSGM”) have entered into a License Agreement. The License Agreement grants SSGM, an affiliate of the Trustee, a license to use the S&P 500 Index as a basis for determining the composition of the Portfolio and to use certain trade names and trademarks of S&P in connection with the Portfolio. The Trustee, on behalf of the Trust, NYSE Arca, Inc. (“NYSE Arca”) and the Sponsor have each received a sublicense from SSGM and S&P for the use of the S&P 500 Index and such trade names and trademarks in connection with their rights and duties with respect to the Trust. The License Agreement may be amended without the consent of any of the owners of beneficial interests of Units. Currently, the License Agreement is scheduled to terminate on December 31, 2017, but its term may be extended without the consent of any of the owners of beneficial interests of Units. Pursuant to such arrangements and in accordance with the Trust agreement, the Trust reimburses the Sponsor for payment of fees under the License Agreement to S&P equal to 0.03% of the daily size of the Trust (based on Unit closing price and outstanding Units) plus an annual fee of $600,000.

Transactions with Affiliated Issuers

The Trust has invested in securities issued by an affiliate of the Trustee. Investments in State Street Corp., the holding company of the Trustee, were made according to its representative portion of the S&P 500 Index. The market value of these investments at September 30, 2010 is listed in the Schedule of Investments.


Note 4 —	Shareholder Transactions

Units are issued and redeemed by the Trust only in Creation Unit size aggregations of 50,000 Units. Such transactions are only permitted on an in-kind basis, with a separate cash payment which is equivalent to the undistributed net investment income per Unit (income equalization) and a balancing cash component to equate the transaction to the net asset value per unit of the Trust on the transaction date. A transaction fee of $3,000 is charged in connection with each creation or redemption of Creation Units through the clearing process per participating party per day, regardless of the number of Creation Units created or redeemed. In the case of redemptions outside the clearing process, the Transaction Fee plus an additional amount not to exceed three (3) times the Transaction Fee applicable for one Creation Unit per Creation Unit redeemed, and such amount is deducted from the amount delivered to the redeemer. Transaction fees are received by the Trustee and used to defray the expense of processing orders.


Note 5 —	Investment Transactions

For the year ended September 30, 2010, the Trust had in-kind contributions, in-kind redemptions, purchases and sales of investment securities of $150,305,793,354, $148,622,099,864, $4,374,016,308, and $3,863,767,068, respectively. Net realized gain (loss) on investment transactions in the Statement of Operations includes net gains resulting from in-kind transactions of $16,364,147,640.

Report of Independent Registered Public Accounting Firm

To the Trustee and Unitholders of

SPDR S&P 500 ETF Trust

In our opinion, the accompanying statement of assets and liabilities, including the schedule 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 SPDR S&P 500 ETF Trust (the “Trust”) at September 30, 2010, the results of its operations, the changes in its 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 Trustee. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit 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 audit 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 audit, which included confirmation of securities at September 30, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

November 23, 2010

SPDR S&P 500 ETF Trust

Other Information

September 30, 2010 (Unaudited)

For Federal income tax purposes, the percentage of Trust distributions which qualify for the corporate dividends paid deduction for the fiscal year ended September 30, 2010 is 98.16%.

For the fiscal year ended September 30, 2010 certain dividends paid by the Trust may be designated as qualified dividend income and subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Complete information will be reported in conjunction with your 2010 Form 1099-DIV.

FREQUENCY DISTRIBUTION OF DISCOUNTS AND PREMIUMS
Bid/Ask Price(1) vs. Net Asset Value (“NAV”)
AS OF SEPTEMBER 30, 2010


	Bid/Ask Price						Bid/Ask Price
	Above NAV						Below NAV
	50 - 99		100 - 199		> 200		50 - 99		100 - 199		> 200
	BASIS		BASIS		BASIS		BASIS		BASIS		BASIS
	POINTS		POINTS		POINTS		POINTS		POINTS		POINTS

2010		0		0		0		0		0		0
2009		0		0		0		0		0		0
2008		3		4		1		5		1		0
2007		0		0		0		0		0		0
2006		0		0		0		0		0		0

Comparison of Total Returns Based on NAV and Bid/Ask Price(1)

The table below is provided to compare the Trust’s total pre-tax returns at NAV with the total pre-tax returns based on bid/ask price and the performance of the S&P 500 Index. Past performance is not necessarily an indication of how the Trust will perform in the future.


Cumulative Total Return
	1 Year	5 Year	10 Year

SPDR S&P 500 ETF Trust
Return Based on NAV	10.08%	3.03%	−4.79%
Return Based on Bid/Ask Price	10.22%	3.00%	−4.68%
S&P 500 Index	10.16%	3.22%	−4.23%


Average Annual Total Return
	1 Year	5 Year	10 Year

SPDR S&P 500 ETF Trust
Return Based on NAV	10.08%	0.60%	−0.49%
Return Based on Bid/Ask Price	10.22%	0.59%	−0.48%
S&P 500 Index	10.16%	0.64%	−0.43%


(1)		The Bid/Ask Price is the midpoint of the Consolidated Bid/Ask price at the time the Trust’s NAV is calculated. From April 3, 2001 to November 28, 2008, the Bid/Ask was the Bid/Ask price on the NYSE Amex (formerly the American Stock Exchange), ordinarily 4:00 p.m. Prior to April 3, 2001, the Bid/Ask price was the Bid/Ask price on the close of trading on the American Stock Exchange, ordinarily 4:15 p.m.