COLONIAL INCOME FUND
Supplement to the April 30, 1998 Prospectus
The Fund's Prospectus is amended as follows:
(1) To the front cover of the Prospectus, a new paragraph is added below the
Table of Contents as follows:
This Prospectus is also available on-line at the Web site
http://www.libertyfunds.com. The SEC maintains a Web site
(http://www.sec.gov) that contains the Statement of Additional Information,
materials that are incorporated by reference into this Prospectus and the
Statement of Additional Information, and other information regarding the
Fund.
(2) The paragraph "Borrowing of Money" under the caption HOW THE FUND PURSUES
ITS OBJECTIVE AND CERTAIN RISK FACTORS is revised in its entirety as
follows:
Borrowing of Money. The Fund may borrow money from banks, other affiliated
funds and other entities to the extent permitted by law for temporary or
emergency purposes up to 33 1/3% of its total assets.
(3) A new caption and paragraph is added after the last paragraph of the
caption HOW THE FUND IS MANAGED as follows:
YEAR 2000
The Fund's Advisor, Distributor and Transfer Agent (Liberty Companies) are
actively managing Year 2000 readiness for the Fund. The Liberty Companies
are taking steps that they believe are reasonably designed to address the
Year 2000 problem and are communicating with vendors who provide services,
software and systems to the Fund to provide that date-related information
and data can be properly processed and calculated on and after January 1,
2000. Many Fund service providers and vendors, including the Liberty
Companies, are in the process of making Year 2000 modifications to their
software and systems and believe that such modifications will be completed
on a timely basis prior to January 1, 2000. The Fund will not pay the cost
of these modifications. However, no assurances can be given that all
modifications required to ensure proper data processing and calculation on
and after January 1, 2000 will be timely made or that services to the Fund
will not be adversely affected.
(4) The following is added to the paragraph "Class A Shares" under the caption
HOW TO EXCHANGE SHARES:
Exchanges of Class A shares are not subject to a contingent deferred sales
charge. However, in determining whether a contingent deferred sales charge
is applicable to redemptions, the schedule of the fund in which the
original investment was made should be used.
(5) Under the caption TELEPHONE TRANSACTIONS the first sentence is revised in
its entirety and new second and third sentences are added as follows:
All shareholders and/or their financial advisors are automatically eligible
to exchange Fund shares and to redeem up to $100,000 of Fund shares by
calling 1-800-422-3737 toll-free any business day between 9:00 a.m.
(Eastern time) and the time at which the Fund values it shares. Telephone
redemptions are limited to a total of $100,000 in a 30-day period.
Redemptions that exceed $100,000 may be accomplished by placing a wire
order trade through a broker, or furnishing a signature guaranteed request.
(6) Liberty Financial Investments, Inc., the Fund's distributor, has changed
its name to Liberty Funds Distributor, Inc. (Distributor). The new name
does not affect the investment management of, or services to, the Fund. The
Distributor continues to offer selected investment products managed by
subsidiaries of Liberty Financial Companies, Inc. (NYSE:L), the indirect
parent of the Distributor.
(7) Colonial Investors Service Center, Inc. (Transfer Agent), the Fund's
transfer agent, has changed its name to Liberty Funds Services, Inc. The
new name will not affect the services the Transfer Agent provides to the
Fund.
(8) The Chase Manhattan Bank is the Fund's Custodian. The Custodian's address
is 270 Park Avenue, New York, NY 10017-2070.
(9) Price Waterhouse LLP, the Fund's independent accountants, changed its name
to PricewaterhouseCoopers LLP. The new name will not affect the services
the independent accountants provide to the Fund.
IF-36/220G-1198 October 30, 1998
<PAGE>
COLONIAL INCOME FUND
Supplement to Statement of Additional Information dated April 30, 1998
The Fund's Statement of Additional Information is amended as follows:
(1) A Special Meeting of Shareholders of the Fund was held on October 30,
1998. The following proposals received the required approvals and are
effective immediately:
(a) The first and sixth policies under the caption FUNDAMENTAL INVESTMENT
POLICIES are revised in their entirety as follows:
The Fund may:
1. Borrow from banks, other affiliated funds and other entities to
the extent permitted by applicable law, provided that the Fund's
borrowings shall not exceed 33 1/3% of the value of its total
assets (including the amount borrowed) less liabilities (other
than borrowings) or such other percentage permitted by law;
5. Make loans (a) through lending of securities, (b) through the
purchase of debt instruments or similar evidences of indebtedness
typically sold privately to financial institutions, (c) through an
interfund lending program with other affiliated funds provided
that no such loan may be made if, as a result, the aggregate of
such loans would exceed 33 1/3% of the value of its total assets
(taken at market value at the time of such loans) and (d) through
repurchase agreements; and
(b) The Fund's fundamental investment policy regarding illiquid assets is
deleted from the caption FUNDAMENTAL INVESTMENT POLICIES and a new
policy is added under the caption OTHER INVESTMENT POLICIES as follows:
As non-fundamental investment policies which may be changed without a
shareholder vote, the Fund may not:
3. Invest more than 15% of its net assets in illiquid assets.
(c) A new sentence has been added under the caption OTHER INVESTMENT
POLICIES to specify that the Fund may be organized under a master
fund/feeder fund structure as follows:
Notwithstanding the investment policies and restrictions of the Fund,
the Fund may invest all or a portion of its investable assets in
investment companies with substantially the same investment objective,
policies and restrictions as the Fund.
(d)John V. Carberry, Salvatore Macera, Thomas E. Stitzel and Anne-Lee
Verville were elected as new trustees.
John V. Carberry1, Age 51, is Senior Vice President of Liberty Financial
Companies, Inc. (formerly Managing Director, Salomon Brothers (investment
banking) from January 1988 to January 1998).
Salvatore Macera, Age 67, is a Private Investor (formerly Executive Vice
President of Itek Corp. and President of Itek Optical & Electronic Industries,
Inc. (electronics)). Trustee: Liberty Variable Investment Trust, Stein Roe
Variable Investment Trust.
Thomas E. Stitzel, Age 58, is Professor of Finance, College of Business, Boise
State University (higher education); Business consultant and author. Trustee:
Liberty Variable Investment Trust, Stein Roe Variable Investment Trust.
Anne-Lee Verville, Age 51, is a Consultant (formerly General Manager, Global
Education Industry from 1994 to 1997, and President, Applications Solutions
Division from 1991 to 1994, IBM Corporation (global education and global
applications)).
<PAGE>
The following table sets forth the compensation paid to Mr. Macera and Mr.
Stitzel in their capacities as Trustees of Liberty Variable Investment Trust
(LVIT), which offers nine funds: Colonial Growth and Income Fund, Variable
Series; Stein Roe Global Utilities Fund, Variable Series; Colonial International
Fund for Growth, Variable Series; Colonial U.S. Stock Fund, Variable Series;
Colonial Strategic Income Fund, Variable Series; Newport Tiger Fund, Variable
Series; Liberty All-Star Equity Fund, Variable Series; Colonial Small Cap Value
Fund, Variable Series and Colonial High Yield Securities Fund, Variable Series;
for serving during the fiscal year ended December 31, 1997:
Total Compensation From the LVIT
and Investment Companies which
Trustee Aggregate 1997 Compensation(2) are Series of LVIT in 1997(3)
- ------- --------------------------- -----------------------------
Salvatore Macera $12,500 $33,500
Thomas E. Stitzel 12,500 33,500
(2) Stephen E. Gibson is President of the Colonial Funds. He replaces Harold W.
Cogger. Mr. Gibson is 45 years old and has been Chairman of the Board since
July, 1998, Chief Executive Officer and President since December 1996, and
President of Funds since June, 1998; Director, since July 1996 of the
Advisor (formerly Executive Vice President from July, 1996 to December,
1996); Director, Chief Executive Officer and President of TCG since
December, 1996 (formerly Managing Director of Marketing of Putnam
Investments, June, 1992 to July, 1996).
(3) Nancy L. Conlin is Secretary of the Colonial Funds. She replaces Michael H.
Koonce. Ms. Conlin is 44 years old and has been Secretary of the Funds
since April, 1998 (formerly Assistant Secretary from July, 1994 to April,
1998), is Director, Senior Vice President, General Counsel, Clerk and
Secretary of the Advisor since April, 1998 (formerly Vice President,
Counsel, Assistant Secretary and Assistant Clerk from July, 1994 to April,
1998), Vice President - Legal, General Counsel and Clerk of TCG since
April, 1998 (formerly Assistant Clerk from July, 1994 to April, 1998).
(4) William D Ireland, Jr., George L. Shinn and Sinclair Weeks, Jr., retired
as Trustees of the Trust effective April
24, 1998.
(5) The following paragraph is added under the caption MANAGEMENT OF THE FUNDS:
The Trustees have the authority to convert the Funds into a master
fund/feeder fund structure. Under this structure, a Fund may invest all or
a portion of its investable assets in investment companies with
substantially the same investment objectives, policies and restrictions as
the Fund. The primary reason to use the master fund/feeder fund structure
is to provide a mechanism to pool, in a single master fund, investments of
different investor classes, resulting in a larger portfolio, investment and
administrative efficiencies and economies of scale.
(6) Liberty Financial Investments, Inc., the Fund's distributor, has changed
its name to Liberty Funds Distributor, Inc. (Distributor). The new name
does not affect the investment management of, or service to, the Fund. The
Distributor continues to offer selected investment products managed by
subsidiaries of its parent company, Liberty Financial Companies, Inc.
(NYSE:L).
(7) Colonial Investors Service Center, Inc. (Transfer Agent), the Fund's
transfer agent, has changed its name to Liberty Funds Services, Inc. The
new name will not affect the services that the Transfer Agent provides to
the Fund.
(8) Price Waterhouse LLP, the Fund's independent accountants, changed its name
to PricewaterhouseCoopers LLP. The new name will not affect services the
independent accountants provide to the Fund.
IF-39/246G-1198 October 30, 1998
- --------
1 Mr. Carberry is an "interested person," as defined in the Investment Company
Act of 1940, because of his affiliation with Liberty Financial Companies, Inc.,
an indirect majority-owned subsidiary of Liberty Mutual Insurance Company.
2 Consists of Trustee fees in the amount of (i) a $5,000 annual retainer, (ii)
a $1,500 meeting fee for each meeting attended in person and (iii) a
$500 meeting fee for each telephone meeting .
3 Includes Trustee fees paid by LVIT and by Stein Roe Variable Investment Trust.
<PAGE>
STEIN ROE ADVISOR TAX-MANAGED GROWTH FUND
Supplement to Prospectus dated February 28, 1998, Revised August 14, 1998
The Fund's Prospectus is amended as follows:
(1) The paragraph "Borrowing of Money" under the caption HOW THE FUND PURSUES
ITS OBJECTIVE AND CERTAIN RISK FACTORS is revised in its entirety as
follows:
Borrowing of Money. The Fund may borrow money from banks, other affiliated
funds and other entities to the extent permitted by law for temporary or
emergency purposes up to 33 1/3% of its total assets.
(2) The second sentence in the paragraph "Securities Loans" under the caption
HOW THE FUND PURSUES ITS OBJECTIVE AND CERTAIN RISK FACTORS is revised in
its entirety as follows:
Such loans will not exceed 33 1/3% of the Fund's total assets.
(3) A new caption and paragraph is added after the last paragraph of the
caption HOW THE FUND IS MANAGED as follows:
YEAR 2000
The Fund's Advisor, Administrator, Distributor and Transfer Agent (Liberty
Companies) are actively managing Year 2000 readiness for the Fund. The
Liberty Companies are taking steps that they believe are reasonably
designed to address the Year 2000 problem and are communicating with
vendors who provide services, software and systems to the Fund to provide
that date-related information and data can be properly processed and
calculated on and after January 1, 2000. Many Fund service providers and
vendors, including the Liberty Companies, are in the process of making Year
2000 modifications to their software and systems and believe that such
modifications will be completed on a timely basis prior to January 1, 2000.
The Fund will not pay the cost of these modifications. However, no
assurances can be given that all modifications required to ensure proper
data processing and calculation on and after January 1, 2000 will be timely
made or that services to the Fund will not be adversely affected.
(4) Liberty Financial Investments, Inc., the Fund's distributor, has changed
its name to Liberty Funds Distributor, Inc. (Distributor). The new name
does not affect the investment management of, or service to, the Fund. The
Distributor continues to offer selected investment products managed by
subsidiaries of Liberty Financial Companies, Inc. (NYSE:L), the indirect
parent of the Distributor.
(5) Colonial Investors Service Center, Inc.(Transfer Agent), the Fund's
transfer agent, has changed its name to Liberty Funds Services, Inc. The
new name will not affect the services that the Transfer Agent provides to
the Fund.
(6) A new sentence is added as the last sentence under the caption HOW THE
FUND VALUES ITS SHARES as follows:
In addition, if the values of foreign securities have been materially
affected by events occurring after the closing of a foreign market, the
foreign securities may be valued at their fair value.
(7) The following sentence is added to the paragraph "Class A Shares" under the
caption EXCHANGES:
Exchanges of Class A shares are not subject to a contingent deferred sales
charge. However, in determining whether a contingent deferred sales charge
is applicable to redemptions, the schedule of the fund into which the
original investment was made should be used.
xx-xxx\1198 October 30, 1998
<PAGE>
STEIN ROE ADVISOR TAX-MANAGED GROWTH FUND
Supplement to Prospectus dated February 28, 1998,
(Replacing Supplement dated May 29, 1998)
The Fund's Prospectus is amended as follows:
(1) To the front cover of the Prospectus, a new paragraph is added below the
Table of Contents as follows:
This Prospectus is also available on-line at the Web site
http://www.libertyfunds.com. The SEC maintains a Web site
(http://www.sec.gov) that contains the Statement of Additional Information,
materials that are incorporated by reference into this Prospectus and the
Statement of Additional Information, and other information regarding the
Fund.
(2) The paragraph "Borrowing of Money" under the caption HOW THE FUND PURSUES
ITS OBJECTIVE AND CERTAIN RISK FACTORS is revised
in its entirety as follows:
Borrowing of Money. The Fund may borrow money from banks, other affiliated
funds and other entities to the extent permitted by law for temporary or
emergency purposes up to 33 1/3% of its total assets.
(3) The second sentence in the paragraph "Securities Loans" under the caption
HOW THE FUND PURSUES ITS OBJECTIVE AND CERTAIN RISK FACTORS is revised in
its entirety as follows:
Such loans will not exceed 33 1/3% of the Fund's total assets.
(4) A new caption and paragraph is added after the last paragraph of the
caption HOW THE FUND IS MANAGED as follows:
YEAR 2000
The Fund's Advisor, Administrator, Distributor and Transfer Agent (Liberty
Companies) are actively managing Year 2000 readiness for the Fund. The
Liberty Companies are taking steps that they believe are reasonably
designed to address the Year 2000 problem and are communicating with
vendors who provide services, software and systems to the Fund to provide
that date-related information and data can be properly processed and
calculated on and after January 1, 2000. Many Fund service providers and
vendors, including the Liberty Companies, are in the process of making Year
2000 modifications to their software and systems and believe that such
modifications will be completed on a timely basis prior to January 1, 2000.
The Fund will not pay the cost of these modifications. However, no
assurances can be given that all modifications required to ensure proper
data processing and calculation on and after January 1, 2000 will be timely
made or that services to the Fund will not be adversely affected.
(5) A new sentence is added as the last sentence under the caption HOW THE
FUND VALUES ITS SHARES as follows:
In addition, if the values of foreign securities have been materially
affected by events occurring after the closing of a foreign market, the
foreign securities may be valued at their fair value.
(6) The following sentence is added to the paragraph "Class A Shares" under the
caption EXCHANGES:
Exchanges of Class A shares are not subject to a contingent deferred sales
charge. However, in determining whether a contingent deferred sales charge
is applicable to redemptions, the schedule of the fund into which the
original investment was made should be used.
(7) The Distributor pays an additional 1% commission (total commission of 5%)
to financial service firms on sales of Class B shares of the Fund to their
clients or customers. The commission is paid directly from the Distributors
assets and will not affect the expenses paid by Fund shareholders.
Financial service firms may waive receipt of all or any portion of these
payments.
(8) Liberty Financial Investments, Inc., the Fund's distributor, has changed
its name to Liberty Funds Distributor, Inc. (Distributor). The new name
does not affect the investment management of, or service to, the Fund. The
Distributor continues to offer selected investment products managed by
subsidiaries of Liberty Financial Companies, Inc. (NYSE:L), the indirect
parent of the Distributor.
(9) Colonial Investors Service Center, Inc.(Transfer Agent), the Fund's
transfer agent, has changed its name to Liberty Funds Services, Inc. The
new name will not affect the services that the Transfer Agent provides to
the Fund.
(10) The Fund's custodian is The Chase Manhattan Bank. The Custodian's address
is 270 Park Avenue, New York, NY 10017-2070.
(11) Price Waterhouse LLP, the Fund's independent accountant, changed its name
to PricewaterhouseCoopers LLP. The new name will not affect the services
the independent accountants provide to the Fund.
xx-xxx\1198 October 30, 1998
<PAGE>
STEIN ROE ADVISOR TAX-MANAGED GROWTH FUND
Supplement to Statement of Additional Information dated February 28, 1998
(Replacing Supplement dated June 22, 1998)
The Fund's Statement of Additional Information is amended as follows:
(1) A Special Meeting of Shareholders of the Fund was held on October 30, 1998.
The following proposals received the required approvals and are effective
immediately:
(a) The first and fifth policies under the caption FUNDAMENTAL INVESTMENT
POLICIES are revised in their entirety as follows:
The Fund may not:
1. Borrow, except from banks, other affiliated funds and other
entities to the extent permitted by applicable law, provided that
the Fund's borrowings shall not exceed 33 1/3% of the value of its
total assets (including the amount borrowed) less liabilities
(other than borrowings) or such other percentage permitted by law;
5. Make loans except (a) through lending of securities, (b) through
the purchase of debt instruments or similar evidences of
indebtedness typically sold privately to financial institutions,
(c) through an interfund lending program with other affiliated
funds provided that no such loan may be made if, as a result, the
aggregate of such loans would exceed 33 1/3 % of the value of its
total assets (taken at market value at the time of such loans) and
(d) through repurchase agreements; and
(b) A new sentence has been added under the caption OTHER INVESTMENT
POLICIES to specify that the Fund may be organized under a master
fund/feeder fund structure as follows:
Notwithstanding the investment policies and restrictions of the Fund,
the Fund may invest all or a portion of its investable assets in
investment companies with substantially the same investment objective,
policies and restrictions as the Fund.
(c) John V. Carberry, Salvatore Macera, Thomas E. Stitzel and Anne-Lee
Verville were elected as new trustees.
John V. Carberry1, Age 51, is Senior Vice President of Liberty Financial
Companies, Inc. (formerly Managing Director, Salomon Brothers (investment
banking) from January 1988 to January 1998).
Salvatore Macera, Age 67, is a Private Investor (formerly Executive Vice
President of Itek Corp. and President of Itek Optical & Electronic Industries,
Inc. (electronics)). Trustee: Liberty Variable Investment Trust, Stein Roe
Variable Investment Trust.
Thomas E. Stitzel, Age 58, is Professor of Finance, College of Business, Boise
State University (higher education); Business consultant and author. Trustee:
Liberty Variable Investment Trust, Stein Roe Variable Investment Trust.
Anne-Lee Verville, Age 51, is a Consultant (formerly General Manager, Global
Education Industry from 1994 to 1997, and President, Applications Solutions
Division from 1991 to 1994, IBM Corporation (global education and global
applications)).
The following table sets forth the compensation paid to Mr. Macera and Mr.
Stitzel in their capacities as Trustees of Liberty Variable Investment Trust
(LVIT), which offers nine funds: Colonial Growth and Income Fund, Variable
Series; Stein Roe Global Utilities Fund, Variable Series; Colonial International
Fund for Growth, Variable Series; Colonial U.S. Stock Fund, Variable Series;
Colonial Strategic Income Fund, Variable Series; Newport Tiger Fund, Variable
Series; Liberty All-Star Equity Fund, Variable Series; Colonial Small Cap Value
Fund, Variable Series and Colonial High Yield Securities Fund, Variable Series,
for serving during the fiscal year ended December 31, 1997:
Total Compensation From the LVIT
and Investment Companies which
Trustee Aggregate 1997 Compensation(2) are Series of LVIT in 1997(3)
- ------- --------------------------- -----------------------------
Salvatore Macera $12,500 $33,500
Thomas E. Stitzel 12,500 33,500
(2) Stephen E. Gibson is President of the Colonial Funds. He replaces Harold W.
Cogger. Mr. Gibson is 45 years old and has been Chairman of the Board since
July, 1998, Chief Executive Officer and President since December 1996, and
President of Funds since June, 1998; Director, since July 1996 of the
Advisor (formerly Executive Vice President from July, 1996 to December,
1996); Director, Chief Executive Officer and President of TCG since
December, 1996 (formerly Managing Director of Marketing of Putnam
Investments, June, 1992 to July, 1996).
(3) Nancy L. Conlin is Secretary of the Colonial Funds. She replaces Michael H.
Koonce. Ms. Conlin is 44 years old and has been Secretary of the Funds
since April, 1998 (formerly Assistant Secretary from July, 1994 to April,
1998), is Director, Senior Vice President, General Counsel, Clerk and
Secretary of the Advisor since April, 1998 (formerly Vice President,
Counsel, Assistant Secretary and Assistant Clerk from July, 1994 to April,
1998), and Vice President - Legal, General Counsel and Clerk of TCG since
April, 1998 (formerly Assistant Clerk from July, 1994 to April, 1998).
(4) William D. Ireland, Jr., George L. Shinn and Sinclair Weeks, Jr., retired
as Trustees of the Trust effective April 24, 1998.
(5) The following paragraph is added as the last paragraph under the
sup-caption "Portfolio Transactions" under the caption MANAGEMENT OF THE
FUNDS:
The Trustees have the authority to convert the Funds into a master
fund/feeder fund structure. Under this structure, a Fund may invest all or
a portion of its investable assets in investment companies with
substantially the same investment objectives, policies and restrictions as
the Fund. The primary reason to use the master fund/feeder fund structure
is to provide a mechanism to pool, in a single master fund, investments of
different investor classes, resulting in a larger portfolio, investment and
administrative efficiencies and economies of scale.
(6) Liberty Financial Investments, Inc., the Fund's distributor, has changed
its name to Liberty Funds Distributor, Inc. (Distributor). The new name
does not affect the investment management of, or service to, the Fund. The
Distributor continues to offer selected investment products managed by
subsidiaries of its parent company, Liberty Financial Companies, Inc.
(NYSE:L) the indirect parent of the Distriburtor.
(7) Colonial Investors Service Center, Inc., the Fund's transfer agent, has
changed its name to Liberty Funds Services, Inc. The new name will not
affect services to the Fund.
(8) The Chase Manhattan Bank is the Fund's Custodian. The Custodian's address
is 270 Park Street, New York, NY 10017-2070.
(9) Price Waterhouse LLP, the Fund's independent accountants, changed its name
to PricewaterhouseCoopers LLP. The new name will not affect service the
independent accountants provide to the Fund.
(10) The following is added as the new seventh, eighth and ninth paragraphs
under the caption PERFORMANCE MEASURES:
General. From time to time, the Fund may discuss or quote its current portfolio
manager as well as other investment personnel, including such person's views on:
the economy; securities markets; portfolio securities and their issuers;
investment philosophies, strategies, techniques and criteria used in the
selection of securities to be purchased or sold for the Fund, including the New
ValueTM investment strategy that expands upon the principles of traditional
value investing; the Fund's portfolio holdings; the investment research and
analysis process; the formulation and evaluation of investment recommendations;
and the assessment and evaluation of credit, interest rate, market and economic
risks and similar or related matters.
The Fund may also quote evaluations mentioned in independent radio or television
broadcasts, and use charts and graphs to illustrate the past performance of
various indices such as those mentioned in Appendix II and illustrations using
hypothetical rates of return to illustrate the effects of compounding and
tax-deferral. The Fund may advertise examples of the effects of periodic
investment plans, including the principle of dollar cost averaging. In such a
program, an investor invests a fixed dollar amount in a fund at periodic
intervals, thereby purchasing fewer shares when prices are high and more shares
when prices are low.
From time to time, the Fund may also discuss or quote the views of its
distributor, its investment advisor and other financial planning, legal, tax,
accounting, insurance, estate planning and other professionals, or from surveys,
regarding individual and family financial planning. Such views may include
information regarding: retirement planning; general investment techniques (e.g.,
asset allocation and disciplined saving and investing); business succession;
issues with respect to insurance (e.g., disability and life insurance and
Medicare supplemental insurance); issues regarding financial and health care
management for elderly family members; and similar or related matters.
- ----------
1 Mr. Carberry is an "interested person," as defined in the Investment Company
Act of 1940, because of his affiliation with Liberty Financial Companies, Inc.,
an indirect majority-owned subsidiary of Liberty Mutual Insurance Company.
2 Consists of Trustee fees in the amount of (i) a $5,000 annual retainer, (ii)
a $1,500 meeting fee for each meeting attended in person and (iii) a
$500 meeting fee for each telephone meeting .
3 Includes Trustee fees paid by LVIT and by Stein Roe Variable Investment Trust.
XX-XXX-1098 October 30, 1998