PRICEWATERHOUSECOOPERS [LOGO OMITTED]
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PRICEWATERHOUSECOOPERS LLP
160 Federal Street
Boston, MA 02110
Telephone (617) 439-4390
REPORT OF INDEPENDENT ACCOUNTANTS
July 23, 1999
To the Shareholders and Trustees of
GE Institutional S&P Index Fund
We have examined management's assertion about GE Institutional S&P 500 Fund's
(the Fund) compliance with the requirements of subsections (b) and (c) of Rule
17f-2 under the Investment Company Act of 1940 (the Act) as of June 25, 1999
included in the accompanying "Management Assertion Regarding Compliance with
Certain Provisions of the Investment Company Act of 1940." Management is
responsible for the Fund's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Fund's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certificate Public Accountants and accordingly including
examining, on a test basis, evidence about the Fund's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. Included among our procedures were the following tests
performed as of June 25, 1999 with respect to agreement of purchases and sales
of securities and similar investments, without prior notice to management.
[Bullet] Confirmation with the Custodian of all securities of the Fund held in
book entry form at the Depository Trust Company. For such securities,
review of all reconciliations of the investment positions recorded at
the Custodian to the positions held in omnibus form for the
Custodian's account at the Depository Trust Company, observing no
unresolved differences.
[Bullet] Confirmation of all securities purchased/sold but not
received/delivered and investments purchased/sold on a forward
commitment basis with brokers.
[Bullet] Reconciliation of confirmation results as to all such securities and
investments to the books and records of the Fund and the Custodian;
[Bullet] Agreement of investment purchases and sales or maturities during the
period September 30, 1998 to June 25, 1999 from the books and records
of the Fund to broker confirmations.
We believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Fund's compliance with
specified requirements.
In our opinion, management's assertion that the Fund was in compliance with the
above mentioned provisions of Rule 17f-2 of the Investment Company Act of 1940
as of June 25, 1999 is fairly stated, in all material respects.
This report is intended solely for the information and use of management of the
Fund and Securities and Exchange Commission and should not be used for nay other
purpose.
/S/ SIGNATURE
PricewaterhouseCoopers LLP
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[GE LOGO OMITTED]
GE INVESTMENTS
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GENERAL ELECTRIC INVESTMENT CORPORATION
3003 SUMMER STREET, P.O. BOX 7900
STAMFORD, CT 06904-7900
203-326-2300
MANAGEMENT ASSERTION REGARDING COMPLIANCE WITH
CERTAIN PROVISIONS OF THE INVESTMENT COMPANY ACT OF 1940
We, as members of management of one of the portfolios of GE Institutional Funds,
the S&P 500 Index Fund (the "Fund"), are responsible for complying with the
requirements of subsections (b) and (c) of Rule 17f-2, Custody of Investments by
Registered Management Investment Companies, of the Investment Company Act of
1940. We are also responsible for establishing and maintaining an effective
internal control structure over compliance with Rule 17f-2 requirements. We have
performed an evaluation of the Fund's compliance with the requirements of
subsections (b) and (c) of Rule 17f-2 as of June 25, 1999.
Based on this evaluation, we assert that the Fund was in compliance with the
requirements of subsections (b) and (c) of Rule 17f-2 of the Investment Company
Act of 1940 as of June 25, 1999, with respect to securities reflected in the
investment account of the Fund.
GE Institutional Funds (S&P 500 Index Fund),
By:
/S/SIGNATURE
Michael J. Cosgrove
President
/S/ SIGNATURE
Michael J. Tansley
Treasurer
