MAXIM SERIES FUND INC
497, 1999-08-24
DRILLING OIL & GAS WELLS
Previous: SECURITY FIRST LIFE SEPARATE ACCOUNT A, N-4/A, 1999-08-24
Next: FREEDOM GROUP OF TAX EXEMPT FUNDS, NSAR-A, 1999-08-24




                                                                     Rule 497(e)
                                                              File No. 002-75503


                             MAXIM SERIES FUND, INC.

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

                                ----------------
                             8515 East Orchard Road
                               Englewood, CO 80111
                                (800) 338 - 4015


This Prospectus  describes one "Debt Portfolio"  available  through Maxim Series
Fund, Inc., (the "Fund). GW Capital Management, LLC ("GW Capital Management"), a
wholly owned subsidiary of Great-West Life & Annuity Insurance  Company,  serves
as investment adviser to the Fund.

The Maxim Bond Index  Portfolio (the  "Portfolio")  is a series of the Fund. The
Portfolio  operates  as a  separate  mutual  fund  and has  its  own  investment
objectives and strategies.

The Fund is available only as an investment  option for certain variable annuity
contracts,  variable  life  policies  and certain  qualified  retirement  plans.
Therefore you cannot purchase shares of the Portfolio directly;  rather you must
own a variable insurance contract or participate in a retirement plan that makes
the Portfolio available for investment.


This  Prospectus  contains  important  information  about the Portfolio that you
should  consider  before  investing.  Please read it  carefully  and save it for
future reference.


This  Prospectus does not constitute an offer to sell securities in any state or
other jurisdiction to any person to whom it is unlawful to make such an offer in
such state or other jurisdiction.



The  Securities and Exchange  Commission  has not approved or disapproved  these
securities  or passed upon the  accuracy or  adequacy  of this  Prospectus.  Any
representation to the contrary is a criminal offense.


                The date of this Prospectus is September 1, 1999.




<PAGE>



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



                                    CONTENTS

Fees and Expenses .....................................................................   3

Examples................................................................................. 3

The Maxim Bond Index Portfolio at a Glance .............................................  4

More Information About The Portfolio....................................................  5

Other Investment Practices .............................................................  6

Management of the Portfolio ............................................................. 7

Important Information About Your Investment.............................................  8

Financial Highlights.................................................................... 10

Additional Information.................................................................. 12

</TABLE>



<PAGE>




                                FEES AND EXPENSES



This table  describes the fees and expenses that you may pay if you buy and hold
shares of the Portfolio.


SHAREHOLDER FEES (fees paid directly from your investment)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Sales Load Imposed on Purchases..............................................................NONE
Sales Load Imposed on Reinvested Dividends...................................................NONE
Deferred Sales Load..........................................................................NONE
Redemption Fees..............................................................................NONE
Exchange Fees................................................................................NONE
</TABLE>



ANNUAL PORTFOLIO OPERATING EXPENSES (expenses that are deducted from
  Portfolio assets)




   Management Fees                                0.50%

   Distribution (12b-1) Fees                       NONE

   Other Expenses                                 0.00%

   Total Annual Portfolio
   Operating Expenses                             0.50%




                                     Example

This  example is  intended  to help you  compare  the cost of  investing  in the
Portfolio with the cost of investing in other mutual funds.

The  Example  assumes  that you  invest  $10,000 in the  Portfolio  for the time
periods  indicated  and  then  redeem  all of your  shares  at the end of  those
periods. The Example also assumes that your investment has a 5% return each year
and that the  Portfolio's  operating  expenses  are the amount  shown in the fee
table and remain the same for the years shown.

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

                                            1 Year            3 Years          5 Years         10 Years

Maxim Bond Index Portfolio                  $50               $165              $301             $759

</TABLE>



<PAGE>




                   THE MAXIM BOND INDEX PORTFOLIO AT A GLANCE

The  following  information  about the  Portfolio is only a summary of important
information you should know before  investing.  More detailed  information about
the Portfolio's  investment  strategies and risks is included  elsewhere in this
Prospectus.  Please  read this  prospectus  carefully  before  investing  in the
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 bar chart,  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

                      MORE INFORMATION ABOUT THE PORTFOLIO

The Portfolio follows a distinct set of investment strategies.  The Portfolio is
considered  to be  "Debt  Portfolios"  because  it  invests  primarily  in  debt
securities  (mostly  bonds).  Therefore,  as  an  investor  in  the  Bond  Index
Portfolio,  the return on your  investment  will be based primarily on the risks
and rewards of debt securities.

The Bond Index Portfolio is not actively  managed,  but is designed to track the
performance of a specified benchmark. The benchmark index is described below:

Lehman Aggregate Bond Index
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.

Debt securities include money market  instruments,  bonds,  securities issued by
the U.S. Government and its agencies, including mortgage pass-through securities
and  collateralized  mortgage  obligations  issued by both government agency and
private issuers.

Debt securities are used by issuers to borrow money from  investors.  The issuer
pays the investor a fixed or variable rate of interest and must repay the amount
borrowed at maturity. In general, bond prices rise when interest rates fall, and
vice versa.  Debt  securities have varying degrees of quality and varying levels
of sensitivity  to changes in interest  rates.  Longer-term  bonds are generally
more sensitive to interest rate changes than short-term  bonds. This sensitivity
to interest rates is also referred to as "interest rate risk."

Debt  obligations are rated based on their estimated credit risks by independent
services such as S&P and Moody's.  "Credit risk" relates to the issuer's ability
to make payments of principal and interest when due.

The lower a bond's  quality,  the more it is subject to credit risk and interest
rate risk and the more speculative it becomes.

Investment  grade  securities  are those rated in one of the four highest rating
categories  by S&P or Moody's  or, if  unrated,  are judged to be of  comparable
quality. Debt securities rated in the fourth highest rating categories by S&P or
Moody's  and  unrated  securities  of  comparable  quality  are viewed as having
adequate capacity for payment of principal and interest, but do involve a higher
degree  of risk than that  associated  with  investments  in the  higher  rating
categories.  Money market  instruments  are  short-term  debt  securities of the
highest investment grade quality.

Securities  rated  below  investment  grade are  commonly  referred  to as "high
yield-high  risk  securities" or "junk bonds".  These  securities are considered
speculative  with  respect to the  issuer's  capacity to pay  interest and repay
principal in accordance  with the terms of the  obligations.  It is,  therefore,
possible  that these  types of factors  could in certain  instances,  reduce the
value of securities held with a commensurate effect on share value.

While the Bond Index Portfolio intends to principally invest in debt securities,
it may make other types of  investments.  For example,  the Bond Index Portfolio
may invest in  derivatives  primarily  to hedge  against  market  risk or reduce
interest  rate  or  credit  risk.   Derivatives   are   discussed   below  under
"Derivatives" on page 7.

Temporary Investment Strategies
The Portfolio may hold cash or cash  equivalents  and may invest in money market
instruments as deemed  appropriate by GW Capital  Management.  The Portfolio may
invest up to 100% of its assets in money market  instruments as deemed necessary
by GW Capital Management, for temporary defensive purposes to respond to adverse
market, economic or political conditions, or as a cash reserve.
Should  the  Portfolio  take this  action,  it may not  achieve  its  investment
objective.

                           OTHER INVESTMENT PRACTICES

Derivatives

The Portfolio can use various techniques to increase or decrease its exposure to
changing security prices,  currency exchange rates, or other factors that affect
security  values.   These  techniques  are  also  referred  to  as  "derivative"
transactions.

Derivatives  are financial  instruments  designed to achieve a certain  economic
result when an underlying security,  index, interest rate,  commodity,  or other
financial instrument moves in price. Derivatives may be used by the Portfolio to
hedge  investments or manage  interest or  currency-sensitive  assets.  The Bond
Index Portfolio may enter into derivative  transactions primarily to protect the
value of its  investments.  Derivatives can,  however,  subject the Portfolio to
various  levels  of risk.  There are four  basic  derivative  products:  forward
contracts, futures contracts, options and swaps.

Forward contracts commit the parties to a transaction at a time in the future at
a price  determined when the transaction is initiated.  They are the predominant
means of hedging currency or commodity exposures.  Futures contracts are similar
to forwards but differ in that (1) they are traded through regulated  exchanges,
and (2) are "marked to market" daily.

Options  differ from forwards and futures in that the buyer has no obligation to
perform  under the  contract.  The buyer pays a fee,  called a  premium,  to the
seller, who is called a writer. The writer gets to keep the premium in any event
but must  deliver (in the context of the type of option) at the buyer's  demand.
Caps and floors are specialized options which enable floating-rate borrowers and
lenders to reduce their exposure to interest rate swings for a fee.

A swap is an  agreement  between  two  parties  to  exchange  certain  financial
instruments or components of financial instruments. Parties may exchange streams
of interest rate payments, principal denominated in two different currencies, or
virtually any payment stream as defined by the parties.

Derivatives  involve  special risks.  If GW Capital  Management or a sub-adviser
judges  market  conditions  incorrectly  or  employs  a  strategy  that does not
correlate well with the Portfolio's  investments,  these techniques could result
in a loss. These techniques may increase the volatility of the Portfolio and may
involve  a small  investment  of cash  relative  to the  magnitude  of the  risk
assumed.  In  addition,   these  techniques  could  result  in  a  loss  if  the
counterparty to the transaction does not perform as promised.

Derivative  transactions may not always be available and/or may be infeasible to
use due to the associated costs.

Other Risk Factors Associated with the Portfolio

As a mutual fund,  the  Portfolio  is subject to market  risk.  The value of the
Portfolio's shares will fluctuate in response to changes in economic conditions,
interest  rates,  and the  market's  perception  of the  securities  held by the
Portfolio.

The Portfolio  should not be considered to be a complete  investment  program by
itself.  You should  consider your own  investment  objectives and tolerance for
risk, as well as your other investments when deciding whether to purchase shares
of the Portfolio.

A complete listing of the Portfolio's  investment  limitations and more detailed
information  about their investment  practices are contained in the Statement of
Additional Information.


                           MANAGEMENT OF THE PORTFOLIO

GW   Capital   Management   provides   investment   advisory,   accounting   and
administrative  services to the Fund.  GW Capital  Management's  address is 8515
East Orchard Road,  Englewood,  Colorado 80111. GW Capital  Management  provides
investment  management services for mutual funds and other investment portfolios
representing  assets  of  over  $5.7  billion.  GW  Capital  Management  and its
affiliates have been providing investment management services since 1969.

The management fee paid to GW Capital Management for the Bond Index Portfolio is
0.50% of the average net assets of the Portfolio.

Year 2000 Issues
The services provided to the Fund by GW Capital  Management depend on the smooth
functioning of its computer systems. Many computer software systems in use today
cannot distinguish the year 2000 from the year 1900 because of the way dates are
encoded  and  calculated.  That  failure  could  have a  negative  impact on the
handling of  securities  trades,  pricing and  account  services.  The year 2000
problem  could  also  have a  negative  impact  on the  companies  in which  the
Portfolio  invests.  Any of these  factors  could have an adverse  effect on the
performance of the Portfolio. GW Capital Management has been actively working on
necessary  changes  to its  computer  systems  to deal with the year 2000 and to
obtain assurances from our service providers that they are taking similar steps.
GW Capital Management is working to avoid problems associated with the Year 2000
computer-related  problems,  but cannot  provide  absolute  assurance  that this
problem will not have an adverse affect on the Fund.


                   IMPORTANT INFORMATION ABOUT YOUR INVESTMENT

Investing in the Portfolio

Shares of the Portfolio are not for sale directly to the public.  Currently, the
Portfolio's  shares are sold only to  separate  accounts  of  Great-West  Life &
Annuity  Insurance  Company  and New  England  Life  Insurance  Company  to fund
benefits under certain variable annuity contracts, variable life policies and to
participants  in connection  with  qualified  retirement  plans.  In the future,
shares of the Portfolio may be used to fund other variable  contracts offered by
Great-West,  or its affiliates,  or other  unrelated  insurance  companies.  For
information  concerning your rights under a specific variable  contract,  please
refer  to  the  applicable  prospectus  and/or  disclosure  documents  for  that
contract.


Purchasing and Redeeming Shares

Variable  contract owners or Qualified Plan  participants will not deal directly
with the Fund  regarding the purchase or redemption of the  Portfolio's  shares.
Insurance  company separate  accounts place orders to purchase and redeem shares
of the  Portfolio  based  on  allocation  instructions  received  from  variable
contract owners. Similarly,  Qualified Plan sponsors and administrators purchase
redeem  Portfolio shares based on orders received from  participants.  Qualified
Plan  participants  cannot  contact the Fund directly to purchase  shares of the
Portfolio but may invest in shares of the Portfolio only through their Qualified
Plan.  Participants should contact their Qualified Plan sponsor or administrator
for information concerning the appropriate procedure for investing in the Fund.

Due  to  differences  in  tax  treatment  or  other   considerations,   material
irreconcilable  conflicts may arise  between the  interests of variable  annuity
contract owners,  variable life insurance policy owners and Qualified Plans that
invest in the Fund.  The Board of Directors  will monitor the  Portfolio for any
material  conflicts  that may arise and will  determine  what  action  should be
taken.

How to Exchange Shares

This section is only applicable to participants in Qualified Plans that purchase
shares of the Fund outside a variable annuity contract.

An exchange involves selling all or a portion of the shares of the Portfolio and
purchasing  shares  of  another  Portfolio.   There  are  no  sales  charges  or
distribution fees for an exchange. The exchange will occur at the next net asset
value  calculated for the two Portfolios  after the exchange request is received
in proper form. Before exchanging into a Portfolio, read its prospectus.

Please note the following policies governing exchanges:

o        You can request an exchange in writing or by telephone.
o        Written requests should be submitted to:
         8505 East Orchard Road, 401(k) Operations Department
         Englewood, CO 80111.

o        The form should be signed by the account owner(s) and include the
         following information:
(1)      the name of the account
(2)      the account number
(3)      the name of the Portfolio from which  the shares of which are to be
         sold
(4)      the dollar amount or number of shares to be exchanged
(5)      the name of the Portfolio(s) in which new shares will be purchased; and
(6)      the signature(s) of the person(s) authorized to effect exchanges in the
         account.
o        You can request an exchange by telephoning 1-800-338-4015.
o        A Portfolio may refuse exchange purchases by any person or group if, in
         GW Capital Management's judgment, the Portfolio would be unable to
         invest  the money  effectively  in  accordance  with its investment
         objective  and  policies,  or would  otherwise  potentially  be
         adversely affected.

Other Information

o    The  policies  and  procedures  to  request  an  exchange  of shares of the
     Portfolios  by telephone may be modified,  suspended,  or terminated by the
     Fund at any time.
o If an  account  has  more  than  one  owner  of  record,  we may  rely  on the
instructions of any one owner.
o Each account  owner has  telephone  transaction  privileges  unless we receive
cancellation  instructions  from an account  owner. o We will not be responsible
for losses or expenses arising from unauthorized telephone transactions, as long
as we use
     reasonable  procedures  to verify the  identity  of the  investor,  such as
     requesting personal identification numbers (PINs) and other information.
o    All telephone  calls will be recorded and we have adopted other  procedures
     to confirm that telephone instructions are genuine.
o    During  periods  of  unusual  market  activity,  severe  weather,  or other
     unusual, extreme, or emergency conditions,  you may not be able to complete
     a telephone transaction and should consider placing your order by mail.

Share Price

The transaction price for buying, selling, or exchanging a Portfolio's shares is
the net asset  value of that  Portfolio.  Each  Portfolio's  net asset  value is
generally  calculated as of the close of trading on the New York Stock  Exchange
every day the NYSE is open  (generally  4:00  p.m.  Eastern  Time).  If the NYSE
closes at any other time, or if an emergency  exists,  the time at which the NAV
is calculated may differ. To the extent that a Portfolio's  assets are traded in
other  markets  on days when the NYSE is  closed,  the value of the  Portfolio's
assets  may be  affected  on days  when the Fund is not  open for  business.  In
addition, trading in some of a Portfolio's assets may not occur on days when the
Fund is open  for  business.  Your  share  price  will be next net  asset  value
calculated after we receive your order in good form.

Net asset value is based on the market value of the securities in the Portfolio.
Short-term securities with a maturity of 60 days or less are valued on the basis
of amortized  cost. If market prices are not available of if a security's  value
has been materially affected by events occurring after the close of the exchange
or market on which the security is  principally  traded (for example,  a foreign
exchange  or market),  that  security  may be valued by another  method that the
Board of Directors of the Fund believes accurately reflects fair value.

We determine net asset value by dividing net assets of the Portfolio  (the value
of its investments,  cash, and other assets minus its liabilities) by the number
of the Portfolio's outstanding shares.

Dividends and Capital Gains Distributions

The Portfolio earns  dividends,  interest and other income from its investments,
and distributes  this income (less  expenses) to shareholders as dividends.  The
Portfolio  also realizes  capital gains from its  investments,  and  distributes
these gains (less any losses) to  shareholders  as capital gains  distributions.
The Bond Index Portfolio  ordinarily  distributes  dividends from net investment
income quarterly and generally distributes capital gains, if any, in December.

Tax Consequences

The Portfolio is not generally  subject to federal income taxes.  It is possible
the  Portfolio  could  lose this  favorable  tax  treatment  if it does not meet
certain  requirements  of the Internal  Revenue Code of 1986, as amended.  If it
does not meet those tax  requirements  and  becomes  subject  to federal  income
taxes, the Portfolio would be required to pay taxes on income and capital gains.
This would  affect your  investment  because your return would be reduced by the
taxes paid by the Portfolio.

Tax consequences of your investment in the Portfolio depend on the provisions of
the variable  contract or qualified  plan through which you invest in Fund.  For
more information, please refer to the applicable prospectus and/or disclosure or
plan documents for that contract or qualified plan.

Annual and Semi-Annual Shareholder Reports

The  fiscal  year of the Fund ends on  December  31 of each  year.  Twice a year
shareholders  of each Fund will  receive a report  containing  a summary  of the
Fund's performance and other information.

                              FINANCIAL HIGHLIGHTS

The  financial  highlights  table  are  intended  to  help  you  understand  the
Portfolio's  financial  history  for the period of the  Portfolios'  operations.
Certain  information  reflects  financial  results for a single Portfolio share.
Total  returns for each period  include the  reinvestment  of all  dividends and
distributions.  The  information  has been  audited by  Deloitte  & Touche  LLP,
independent auditors,  whose report, along with the Fund's financial statements,
are included in the Fund's  Annual  Report.  A free copy of the Annual Report is
available upon request.



<PAGE>




                             MAXIM SERIES FUND, INC.

                           MAXIM BOND INDEX PORTFOLIO
         (formerly, the Maxim Investment Grade Corporate Bond Portfolio)
                              FINANCIAL HIGHLIGHTS
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

- ------------------------------------------------------------------------------------------------------------------------------------

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:

                                                                               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>



                             ADDITIONAL INFORMATION

The Statement of Additional  Information ("SAI") contains more details about the
investment  policies and techniques of the  Portfolio.  A current SAI is on file
with the SEC and is incorporated  into this Prospectus by reference.  This means
that the SAI is legally  considered a part of this  Prospectus even though it is
not physically contained within this Prospectus.

Additional  information  about the  Portfolio's  investments is available in the
Fund's  annual and  semi-annual  reports to  shareholders.  In the Fund's annual
report,  you will find a  discussion  of the market  conditions  and  investment
strategies that  significantly  affected the Portfolio's  performance during its
last fiscal year.

For a free copy of the SAI or annual or semi-annual  reports or to request other
information or ask questions about a Fund, call 1-800-338-4015.

The SAI and the  annual  and  semi-annual  reports  are  available  on the SEC's
Internet  Web site  (http://www.sec.gov).  You can also  obtain  copies  of this
information,  upon paying a  duplicating  fee,  by writing the Public  Reference
Section of the SEC, Washington,  D.C.  20549-6009.  You can also review and copy
information  about  the  Portfolio,  including  the  SAI,  at the  SEC's  Public
Reference Room in Washington,  D.C. Call  1-800-SEC-0330  for information on the
operation of the SEC's Public Reference Room.

INVESTMENT COMPANY ACT OF 1940, FILE NUMBER, 811-7735.































                         This prospectus should be read
                       and retained for future reference.




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