MFS INSTITUTIONAL LARGE CAP VALUE FUND

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1 QUARTERLY REPORT September 30, 2012 MFS INSTITUTIONAL LARGE CAP VALUE FUND

2 PORTFOLIO OF INVESTMENTS 9/30/12 (unaudited) The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes. COMMON STOCKS 98.8% Aerospace 8.0% Honeywell International, Inc. 40,079 $ 2,394,721 Lockheed Martin Corp. 52,499 4,902,357 Northrop Grumman Corp. 22,975 1,526,229 United Technologies Corp. 34,948 2,736,079 $ 11,559,386 Alcoholic Beverages 1.8% Diageo PLC, ADR 23,040 $ 2,597,299 Automotive 1.6% Delphi Automotive PLC (a) 22,990 $ 712,690 General Motors Co. (a) 11, ,435 Johnson Controls, Inc. 49,922 1,367,863 $ 2,333,988 Broadcasting 4.2% Omnicom Group, Inc. 32,303 $ 1,665,543 Viacom, Inc., B 31,430 1,684,334 Walt Disney Co. 50,482 2,639,199 $ 5,989,076 Brokerage & Asset Managers 1.8% BlackRock, Inc. 9,600 $ 1,711,680 Franklin Resources, Inc. 7, ,774 $ 2,648,454 Business Services 3.2% Accenture PLC, A 46,727 $ 3,272,292 Dun & Bradstreet Corp. 8, ,315 Fiserv, Inc. (a) 9, ,285 $ 4,663,892 Cable TV 1.0% Comcast Corp., Special A 39,710 $ 1,381,908 Chemicals 3.0% 3M Co. 26,586 $ 2,457,078 PPG Industries, Inc. 16,741 1,922,536 $ 4,379,614 Computer Software 1.7% Oracle Corp. 77,783 $ 2,449,387 Computer Software Systems 2.2% Hewlett-Packard Co. 14,568 $ 248,530 International Business Machines Corp. 13,974 2,898,906 $ 3,147,436 Construction 1.2% Stanley Black & Decker, Inc. 22,210 $ 1,693,513 Consumer Products 0.5% Procter & Gamble Co. 10,373 $ 719,471 Electrical Equipment 2.5% Danaher Corp. 29,984 $ 1,653,618 Tyco International Ltd. 34,100 1,918,466 Electrical Equipment continued Tyco International Ltd. (a)(w) 1,450 $ 39,730 $ 3,611,814 Electronics 0.8% Intel Corp. 48,377 $ 1,097,190 Energy Independent 3.0% Apache Corp. 11,004 $ 951,516 EOG Resources, Inc. 8, ,920 Occidental Petroleum Corp. 28,556 2,457,529 $ 4,340,965 Energy Integrated 4.1% Chevron Corp. 27,832 $ 3,244,098 Exxon Mobil Corp. 29,035 2,655,251 $ 5,899,349 Engineering Construction 0.1% Fluor Corp. 3,830 $ 215,552 Food & Beverages 5.1% Coca-Cola Enterprises, Inc. 7,140 $ 223,268 DANONE S.A., ADR 110,550 1,354,238 Dr Pepper Snapple Group, Inc. 4, ,978 General Mills, Inc. 53,544 2,133,728 J.M. Smucker Co. 4, ,708 Kellogg Co. 12, ,964 Nestle S.A., ADR 25,165 1,590,680 PepsiCo, Inc. 12, ,203 $ 7,423,767 Food & Drug Stores 1.4% CVS Caremark Corp. 36,978 $ 1,790,475 Walgreen Co. 7, ,969 $ 2,079,444 General Merchandise 1.7% Kohl s Corp. 8,980 $ 459,956 Target Corp. 31,010 1,968,205 $ 2,428,161 Insurance 7.1% ACE Ltd. 21,018 $ 1,588,961 Aon PLC 27,156 1,419,987 Chubb Corp. 14,510 1,106,823 MetLife, Inc. 73,021 2,516,304 Prudential Financial, Inc. 31,694 1,727,640 Travelers Cos., Inc. 26,898 1,836,057 $ 10,195,772 Leisure & Toys 0.9% Hasbro, Inc. 32,737 $ 1,249,571 Machinery & Tools 0.8% Eaton Corp. 23,658 $ 1,118,077 1

3 Portfolio of Investments (unaudited) continued Major Banks 10.5% Bank of New York Mellon Corp. 98,266 $ 2,222,777 Goldman Sachs Group, Inc. 28,597 3,250,907 JPMorgan Chase & Co. 113,303 4,586,505 PNC Financial Services Group, Inc. 17,133 1,081,092 State Street Corp. 27,284 1,144,837 Wells Fargo & Co. 82,661 2,854,284 $ 15,140,402 Medical & Health Technology & Services 0.6% Quest Diagnostics, Inc. 12,580 $ 797,949 Medical Equipment 3.5% Becton, Dickinson & Co. 10,840 $ 851,590 Medtronic, Inc. 38,419 1,656,627 St. Jude Medical, Inc. 30,309 1,276,918 Thermo Fisher Scientific, Inc. 21,700 1,276,611 $ 5,061,746 Network & Telecom 0.2% Cisco Systems, Inc. 18,744 $ 357,823 Oil Services 0.2% Transocean, Inc. 7,583 $ 340,401 Other Banks & Diversified Financials 1.6% MasterCard, Inc., A 1,627 $ 734,558 SunTrust Banks, Inc. 8, ,232 Western Union Co. 73,487 1,338,933 $ 2,319,723 Pharmaceuticals 9.1% Abbott Laboratories 34,200 $ 2,344,752 Johnson & Johnson 54,024 3,722,794 Merck & Co., Inc. 32,062 1,445,996 Pfizer, Inc. 194,573 4,835,139 Roche Holding Ltd., ADR 16, ,925 $ 13,122,606 Printing & Publishing 0.9% McGraw-Hill Cos., Inc. 10,110 $ 551,905 Moody s Corp. 16, ,787 $ 1,265,692 Railroad & Shipping 0.5% Canadian National Railway Co. 7,659 $ 675,754 Restaurants 0.3% McDonald s Corp. 4,650 $ 426,638 Specialty Chemicals 0.9% Air Products & Chemicals, Inc. 15,216 $ 1,258,363 Specialty Stores 0.8% Advance Auto Parts, Inc. 10,692 $ 731,760 Staples, Inc. 42, ,173 $ 1,225,933 Telecommunications Wireless 1.9% Vodafone Group PLC, ADR 93,860 $ 2,674,541 Telephone Services 2.3% AT&T, Inc. 88,753 $ 3,345,988 Tobacco 5.3% Altria Group, Inc. 23,941 $ 799,390 Lorillard, Inc. 12,080 1,406,716 Philip Morris International, Inc. 60,904 5,477,706 $ 7,683,812 Trucking 1.4% United Parcel Service, Inc., B 27,220 $ 1,948,135 Utilities Electric Power 1.1% PG&E Corp. 23,036 $ 982,946 PPL Corp. 9, ,697 Public Service Enterprise Group, Inc. 9, ,623 $ 1,559,266 Total Common Stocks $142,427,858 CONVERTIBLE PREFERRED STOCKS 0.3% Aerospace 0.1% United Technologies Corp., 7.5% (a) 3,040 $ 170,544 Utilities Electric Power 0.2% PPL Corp., 9.5% 4,100 $ 219,555 Total Convertible Preferred Stocks $ 390,099 MONEY MARKET FUNDS 1.1% MFS Institutional Money Market Portfolio, 0.15%, at Net Asset Value (v) 1,604,740 $ 1,604,740 Total Investments $144,422,697 WHEN-ISSUED EQUITY SALE (0.3)% Business Services (0.3)% ADT Corp., at value (13,090) $ (471,240) OTHER ASSETS, LESS LIABILITIES 0.1% 214,335 Net Assets 100.0% $144,165,792 (a) Non-income producing security. (v) Underlying affiliated fund that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end. (w) When-issued security. At September 30, 2012, the fund had sufficient cash and/or securities at least equal to the value of the when-issued security. The following abbreviations are used in this report and are defined: ADR American Depositary Receipt PLC Public Limited Company See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report. 2

4 Supplemental Information 9/30/12 (unaudited) (1) Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service. The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share. Various inputs are used in determining the value of the fund s assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser s own assumptions in determining the fair value of investments. The following is a summary of the levels used as of September 30, 2012 in valuing the fund s assets or liabilities: Investments at Value Level 1 Level 2 Level 3 Total Equity Securities $142,817,957 $ $ $142,817,957 Mutual Funds 1,604,740 1,604,740 Total Investments $144,422,697 $ $ $144,422,697 When-Issued Equity Sale $(471,240) $ $ $(471,240) For further information regarding security characteristics, see the Portfolio of Investments. (2) Portfolio Securities The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows: Aggregate cost $120,004,212 Gross unrealized appreciation 27,773,737 Gross unrealized depreciation (3,355,252) Net unrealized appreciation (depreciation) $24,418,485 The aggregate cost above includes prior fiscal year end tax adjustments, if applicable. 3

5 Supplemental Information (unaudited) continued (3) Transactions in Underlying Affiliated Funds Affiliated Issuers An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be an affiliated issuer: Underlying Affiliated Fund Beginning Acquisitions Dispositions Ending MFS Institutional Money Market Portfolio 1,875,233 4,608,854 (4,879,347) 1,604,740 Underlying Affiliated Fund Realized Gain (Loss) Capital Gain Distributions Dividend Income Ending Value MFS Institutional Money Market Portfolio $ $ $727 $1,604,740 4