MAXIM SERIES FUND INC
497, 1999-08-12
DRILLING OIL & GAS WELLS
Previous: MAXIM SERIES FUND INC, 497, 1999-08-12
Next: OLD SECOND BANCORP INC, 10-Q, 1999-08-12







                                                                     Rule 497(e)
                                                              File No. 002-75503


                             MAXIM SERIES FUND, INC.
                          August 12, 1999 Supplement to
                           the May 1, 1999 Prospectus

On page 1of the prospectus and  throughout  the  prospectus,  wherever the Maxim
Founders Blue Chip  Portfolio is referenced,  please delete this  disclosure and
replace with the following:  Maxim Founders Growth & Income Portfolio  (formerly
the Maxim Founders Blue Chip Portfolio).

On pages 7-8 of the  prospectus,  please delete the  disclosure of regarding the
Maxim Investment Grade Corporate Bond Portfolio and replace with the following:

Maxim Bond Index Portfolio (formerly, the Maxim Investment Grade Corporate Bond
Portfolio)

The investment objective for this Portfolio is to:

o    Seek investment  results that track the total return of the debt securities
     that comprise the Lehman Aggregate Bond Index ("Lehman Index").

Principal Investment Strategies.  The Portfolio will:

o Invest primarily in debt securities of the Lehman Index.

o    Invest in a portfolio of securities using sampling  techniques  designed to
     give the Portfolio the relevant comparable attributes of the Lehman Index.

The principal investment risks for the Portfolio include:

Index Risk
o    It is possible the Lehman Index may perform unfavorably and/or underperform
     the  market  as a  whole.  As a  result,  the  Portfolio  would  have  poor
     investment results if it is tracking the return of the Lehman Index.

Tracking Error Risk
o    Several factors will affect the Portfolio's  ability to precisely track the
     performance of the Lehman Index.  For example,  the Portfolio has operating
     expenses and those expenses will reduce the  Portfolio's  total return.  In
     addition, the Portfolio will own less than all the securities of the Lehman
     Index,  which  also may cause a variance  between  the  performance  of the
     Portfolio and the Lehman Index.

Interest Rate Risk
o    The market value of a debt security is affected significantly by changes in
     interest  rates.  When interest  rates rise,  the  security's  market value
     declines and when interest rates decline, market values rises. The longer a
     bond's maturity, the greater the risk and the higher its yield.

Credit Risk
o    A bond's value can also be affected by changes in its credit quality rating
     or its issuer's financial conditions.

o An issuer may default on its obligations to pay principal and/or interest.

Derivative Risk
o    The  Portfolio  may invest some assets in  derivative  securities,  such as
     options and futures. This practice is used primarily to hedge the Portfolio
     but may be used to increase returns;  however, such practices sometimes may
     reduce returns or increase volatility.

o    In addition, derivatives can be illiquid and highly sensitive to changes in
     their underlying  security,  interest rate or index, and as a result can be
     highly  volatile.  A small investment in certain  derivatives  could have a
     potentially large impact on the Portfolio's performance.

Possible Loss of Money
When you sell your  shares of the  Portfolio,  they could be worth less than the
amount paid for them.

Portfolio Performance Data

The bar chart and table below provide an indication of the risk of investment in
the Portfolio.  The bar chart shows the Portfolio's performance in each calendar
year since inception.  The table shows how the Portfolio's  average annual total
return for the one year,  five year and since  inception  periods  compared to a
broad-based  bond market index.  The returns shown below are  historical and are
not an  indication  of future  performance.+  With regard to variable  insurance
contracts,  performance  returns  do not  reflect  charges  associated  with the
contract.

Year-by-Year

[object omitted]

During the periods shown in the chart of the Bond Index  Portfolio,  the highest
return for a quarter was 6.31% (quarter ending June, 1995) and the lowest return
for a quarter was -2.54% (quarter ending March, 1994).

The average  annual return for one year,  five years and since  inception of the
Portfolio for the period ended December 31, 1998:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                            One Year        Five Year         Since Inception
Bond Index Portfolio                        7.08%             5.93%             6.56%
Lehman Aggregate Bond Index                 8.69%             7.50%             7.85%
</TABLE>

+ The  inception  date for the Portfolio was December 1, 1992. On July 26, 1999,
pursuant to a vote of the majority of  shareholders,  the Portfolio  changed its
name and investment objective so that it now seeks investment results that track
the total return of the debt securities that comprise the Lehman  Aggregate Bond
Index. Prior to the changes, the Portfolio's name was the Maxim Investment Grade
Corporate Bond  Portfolio and it compared its  performance to that of the Lehman
Intermediate Government/Corporate Index and Lehman Intermediate Corporate Index.
Consistent with its change in investment  objective,  the Portfolio now compares
its performance to that of the Lehman  Aggregate Bond Index, the Portfolio's new
benchmark index

On page  21of the  prospectus,  please  delete  the  disclosures  regarding  the
benchmark index for Maxim Value Index Portfolio and Maxim Growth Index Portfolio
and replace with the following:

         Portfolio
o    Maxim Value Index Portfolio            S&P/BARRA Value Index.1
o    Maxim Growth Index Portfolio           S&P/BARRA Growth Index.1



- --------
1  Standard  & Poor's  and  BARRA  are not  sponsors  of,  or in any  other  way
affiliated  with,  the Maxim  Growth Index and Maxim Value Index  Portfolios  or
Maxim Series Fund.



On page 24 of the  prospectus,  please  delete  the  disclosures  regarding  the
average  annual  return  for one year,  five years and since  inception  for the
period  ending  December  31,  1998,  for the Maxim Growth Index and Maxim Value
Index, respectively, and replace with the following:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                     One Year         Five Year         Since Inception
Growth Index Portfolio                               37.28%            24.47%           24.22%
S&P/BARRA Growth Index                               42.09%            27.75%           27.22%
</TABLE>

+ The  inception  date for the Portfolio was December 1, 1993. On July 26, 1999,
pursuant to a vote of the majority of  shareholders,  the Portfolio  changed its
investment  objective  so that it now seeks  investment  results  that track the
total return of the common  stocks that  comprise the  S&P/BARRA  Growth  Index.
Prior to the change in objective, the Portfolio compared its performance to that
of the  Russell  1000 Growth  Index.  Consistent  with its change in  investment
objective,  the Portfolio now compares its  performance to that of the S&P/BARRA
Growth Index, the Portfolio's new benchmark index.
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                    One Year         Five Year         Since Inception
Value Index Portfolio                                14.48%            19.82%           19.78%
S&P/BARRA Value Index                                14.67%            19.66%           19.44%
</TABLE>

+ The  inception  date for the Portfolio was December 1, 1993. On July 26, 1999,
pursuant to a vote of the majority of  shareholders,  the Portfolio  changed its
investment  objective  so that it now seeks  investment  results  that track the
total return of the common stocks that comprise the S&P/BARRA Value Index. Prior
to the change in objective,  the Portfolio  compared its  performance to that of
the  Russell  1000  Value  Index.  Consistent  with  its  change  in  investment
objective,  the Portfolio now compares its  performance to that of the S&P/BARRA
Value Index, the Portfolio's new benchmark index.

On page 27 of the  prospectus,  please  delete  the  disclosures  regarding  the
Russell  1000 Value Index and Russell  1000  Growth  Index and replace  with the
following:

The  S&P/BARRA  Growth  Index  (the  "Growth  Index")  is a  widely  recognized,
unmanaged  index that  contains  half of the  market  value of the S&P 500 stock
index.  The Growth  Index is comprised  of the stocks  representing  half of the
total  market  value of the S&P 500 stock index with the  highest  price-to-book
value ratios.

The S&P/BARRA Value Index (the "Value Index") is a widely recognized,  unmanaged
index that  contains  the other  half of the  market  value of the S&P 500 stock
index. The Value Index is comprised of the stocks representing half of the total
market  value of the S&P 500 stock  index  with the lowest  price-to-book  value
ratios.

The Lehman Aggregate Bond Index covers the U.S. investment grade fixed rate bond
market,   including  government  and  corporate   securities,   agency  mortgage
pass-through securities,  and asset-backed securities having a final maturity of
greater than one year that are traded on U.S. financial markets.

On page  31 of the  prospectus,  please  delete  the  disclosure  regarding  the
percentage of average net assets  regarding the Maxim Investment Grade Corporate
Bond Portfolio and replace with the following:

         Maxim Bond Index Portfolio         0.50%

On pages 37, 47 and 48 of the prospectus, please delete the disclosure regarding
the Maxim Investment Grade Corporate Bond Portfolio, Maxim Value Index Portfolio
and Maxim Growth Index Portfolio, respectively, and replace with the following:



                             MAXIM SERIES FUND, INC.

                     MAXIM BOND INDEX PORTFOLIO(formerly, the Maxim
                         Investment Grade Corporate Bond Portfolio)

FINANCIAL HIGHLIGHTS

Selected  data for a share of capital stock of the portfolio for the years ended
December 31, 1998, 1997, 1996, 1995, and 1994 are as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                  <C>
                                                                                  Year Ended December 31,
                                                  1998             1997             1996            1995             1994

Net Asset Value, Beginning of Period         $   1.2856         $  1.2774         $ 1.3161        $ 1.2019         $ 1.3090

Income From Investment Operations

Net investment income                            0.0737            0.0769           0.0777          0.0794           0.0665
Net realized and unrealized gain (loss)          0.0154            0.0081           (0.0387)        0.1164           (0.1071)

Total Income (Loss) From Investment
   Operations                                    0.0891            0.0850           0.0390          0.1958           (0.0406)

Less Distributions

From net investment income                       (0.0737)          (0.0768)         (0.0777)        (0.0816)         (0.0665)
From net realized gains

Total Distributions                              (0.0737)          (0.0768)         (0.0777)        (0.0816)         (0.0665)

Net Asset Value, End of Period               $   1.3010         $  1.2856         $ 1.2774        $ 1.3161         $ 1.2019

Total Return                                     7.08%             6.85%            3.14%           16.71%           (3.15)%

Ratios/Supplemental Data

Net Assets, End of Period                    $   130,436,898    $  114,875,960    $ 100,722,152   $ 95,210,404     $ 71,276,294

Ratio of Expenses to Average Net Assets:         0.60%             0.60%            0.60%           0.60%            0.60%

Ratio of Net Investment Income to
   Average Net Assets                            5.69%             6.02%            6.08%           6.30%            5.37%

Portfolio Turnover Rate                          59.84%            140.35%          118.50%         159.21%          51.66%

</TABLE>

Portfolio  turnover is  calculated  using the lesser of  long-term  purchases or
sales of portfolio  securities for a period,  divided by the monthly  average of
the market  value of the  securities  (excluding  short-term  securities)  owned
during the period.  Purchases  and sales of investment  securities  for the year
ended December 31, 1998 were $83,493,849 and $69,181,240, respectively. Prior to
July 26, 1999, the Portfolio was named the Maxim Investment Grade Corporate Bond
Portfolio and its  investment  objective was to seek the highest level of income
consistent  with the  primary  goal of  ensuring  the  protection  of capital by
investing  primarily  investment  grade  corporate  debt  securities and in debt
securities issued by the U.S. government and its agencies.


<PAGE>


                             MAXIM SERIES FUND, INC.

                           MAXIM VALUE INDEX PORTFOLIO
FINANCIAL HIGHLIGHTS

Selected  data for a share of capital stock of the portfolio for the years ended
December 31, 1998, 1997, 1996, 1995 and 1994 is as follows:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>



                                                                                Year Ended December 31,
                                               1998              1997              1996            1995             1994

Net Asset Value, Beginning of Year         $ 1.8136              1.4538          $ 1.2623         $ 0.9614         $ 1.0118

Income From Investment Operations

Net investment income                        0.0279              0.0278            0.0298           0.0305           0.0253
Net realized and unrealized gain (loss)      0.2301              0.4631            0.2287           0.3198           (0.0504)

Total Income (Loss) From Investment
Operations                                   0.2580              0.4909            0.2585           0.3503           (0.0251)

Less Distributions

From net investment income                   (0.0278)            (0.0278)          (0.0298)         (0.0359)         (0.0253)
From net realized gains                      (0.1485)            (0.1033)          (0.0372)         (0.0135)

Total Distributions                          (0.1763)            (0.1311)          (0.0670)         (0.0494)         (0.0253)

Net Asset Value, End of Year               $ 1.8953            $ 1.8136          $ 1.4538         $ 1.2623         $ 0.9614

Total Return                                 14.48%              34.08%            20.63%           36.80%           (2.49)%

Ratios/Supplemental Data

Net Assets, End of Year                    $ 326,339,498       $ 237,421,804     $ 122,283,026    $ 65,183,898     $ 25,610,474

Ratio of Expenses to Average Net Assets      0.60%               0.60%             0.60%            0.60%            0.60%

Ratio of Net Investment Income
  to Average Net Assets                      1.54%               1.83%             2.38%            2.87%            3.18%

Portfolio Turnover Rate                      39.67%              26.03%            16.31%           18.11%           16.88%
</TABLE>

Portfolio  turnover is  calculated  using the lesser of  long-term  purchases or
sales of portfolio  securities for a period,  divided by the monthly  average of
the market  value of the  securities  (excluding  short-term  securities)  owned
during the period.  Purchases  and sales of investment  securities  for the year
ended December 31, 1998 were $177,712,342 and  $111,264,436,  respectively.Prior
to July 26, 1999, the  Portfolio's  investment  objective was to seek investment
results that tracked the total return of the common  stocks that  comprised  the
Russell 1000 Value Index.


<PAGE>


                             MAXIM SERIES FUND, INC.

                          MAXIM GROWTH INDEX PORTFOLIO
FINANCIAL HIGHLIGHTS

Selected  data for a share of capital stock of the portfolio for the years ended
December 31, 1998, 1997, 1996, 1995, and 1994 are as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>



                                                                                 Year Ended December 31,
                                              1998              1997               1996              1995             1994

Net Asset Value, Beginning of Year         $ 1.8507           $ 1.4852         $  1.3459         $ 1.0120         $  1.0064

Income From Investment Operations

Net investment income                        0.0070             0.0085            0.0114           0.0127            0.0133
Net realized and unrealized gain             0.6769             0.4241            0.2851           0.3432            0.0056

Total Income From Investment Operations      0.6839             0.4326            0.2965           0.3559            0.0189

Less Distributions

From net investment income                   (0.0070)           (0.0085)          (0.0114)         (0.0165)          (0.0133)
From net realized gains                      (0.1000)           (0.0586)          (0.1458)         (0.0055)

Total Distributions                          (0.1070)           (0.0671)          (0.1572)         (0.0220)          (0.0133)

Net Asset Value, End of Year               $ 2.4276           $ 1.8507         $  1.4852         $ 1.3459         $  1.0120

Total Return                                 37.28%             29.26%            22.10%           35.29%            1.93%

Ratios/Supplemental Data

Net Assets, End of Year                    $ 297,170,229      $ 162,975,760    $  83,743,210     $ 43,515,299     $  14,171,307

Ratio of Expenses to Average Net Assets      0.60%              0.60%             0.60%            0.60%             0.60%

Ratio of Net Investment Income
to Average Net Assets                        0.36%              0.54%             0.83%            1.15%             1.57%

Portfolio Turnover Rate                      26.48%             21.52%            41.55%           17.90%            18.50%

</TABLE>

Portfolio  turnover is  calculated  using the lesser of  long-term  purchases or
sales of portfolio  securities for a period,  divided by the monthly  average of
the market  value of the  securities  (excluding  short-term  securities)  owned
during the period.  Purchases  and sales of investment  securities  for the year
ended December 31, 1998 were $117,491,258 and $56,327,645, respectively.Prior to
July 26, 1999,  the  Portfolio's  investment  objective  was to seek  investment
results that tracked the total return of the common  stocks that  comprised  the
Russell 1000 Growth Index.





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission