CIGNA INVESTMENT SECURITIES INC
DEF 14A, 1999-11-05
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<PAGE>

                                  SCHEDULE 14A
                     Information Required in Proxy Statement

                            SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant [X]

Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
    14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

                        CIGNA INVESTMENT SECURITIES, INC.
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)

                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a6(i)(1) and 0-11.

    1) Title of each class of securities to which transaction applies:

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

    2) Aggregate number of securities to which transaction applies:

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

    3) Per unit price or other underlying value of transaction computed pursuant
       to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee
       is calculated and state how it was determined):

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

    4) Proposed maximum aggregate value of transaction:

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

    5) Total fee paid:

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


[ ] Fee paid previously with preliminary materials:

    ----------------------------------------------------------------------------
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
    0-11(a)(2) and identify the filing for which the offsetting fee was paid
    previously. Identify the previous filing by registration statement number,
    or the Form or Schedule and the date of its filing.

    1)  Amount Previously Paid:

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

    2)  Form, Schedule or Registration Statement No.:

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

    3)  Filing Party:

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

    4)  Date Filed:

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



<PAGE>


                        CIGNA INVESTMENT SECURITIES, INC.



                                                      Philadelphia, Pennsylvania
                                                                November 1, 1999

To Our Shareholders:

     CIGNA Investment Securities,  Inc. (the "Fund") will hold a Special Meeting
of  Shareholders  at  The  Sheraton   Springfield   Hotel,  One  Monarch  Place,
Springfield,  Massachusetts  01144 on  Tuesday,  December  7, 1999 at 9:00 a.m.,
Eastern  Time.  Formal  notice of the  meeting  appears  on the next page and is
followed by the proxy statement.

     I am writing to request  that you  consider  two  matters  relating to your
investment  in the Fund.  The Board of  Directors  asks you to cast your vote in
favor of:

     1. Changing  the Fund's investment objective to permit a greater percentage
        of  Fund  assets  to  be  invested in high yield, below investment grade
        securities; and

     2. Amending one of the Fund's fundamental investment restrictions to permit
        the Fund to invest in futures and options on futures on foreign currency
        in order to hedge currency risk.

     We hope you will find it convenient to attend the meeting,  but we urge you
in any event to  complete  and return the  enclosed  proxy card in the  envelope
provided.  It is very  important  that your  proxy card be  received  as soon as
possible so that the necessary quorum will be represented at the meeting. If you
do attend, you may vote in person if you so desire.



                                         Sincerely,


                                         /s/ Richard H. Forde

                                         Richard H. Forde
                                         CHAIRMAN OF THE BOARD OF DIRECTORS
                                         CIGNA Investment Securities, Inc.

- --------------------------------------------------------------------------------
                             YOUR VOTE IS IMPORTANT

SHAREHOLDERS ARE URGED TO INDICATE  THEIR  VOTING INSTRUCTIONS ON  THE  ENCLOSED
PROXY CARD, DATE AND SIGN IT, AND RETURN IT  IN  THE ACCOMPANYING ENVELOPE. YOUR
PROMPT ATTENTION IS APPRECIATED.
- --------------------------------------------------------------------------------



<PAGE>


                        CIGNA INVESTMENT SECURITIES, INC.


                    NOTICE OF SPECIAL MEETING OF SHAREHOLDERS







To Shareholders of CIGNA Investment Securities, Inc.

     CIGNA Investment Securities,  Inc. (the "Fund") will hold a Special Meeting
of  Shareholders  at  The  Sheraton   Springfield   Hotel,  One  Monarch  Place,
Springfield, Massachusetts 01144 on December 7, 1999 at 9:00 a.m., Eastern Time,
for the following purposes:


     (1) A proposed change to the Fund's investment objective.

     (2) A proposed change to one of the Fund's fundamental investment
         restrictions.

     (3) Any other business properly brought before the meeting.

     Holders  of record of the  shares of the Fund at the close of  business  on
October 26, 1999 are entitled to vote at the meeting.





                                               /s/ Jeffrey S. Winer

                                               Jeffrey S. Winer
                                               SECRETARY










Philadelphia, Pennsylvania
November 1, 1999


<PAGE>


                                 PROXY STATEMENT

                       SPECIAL MEETING OF SHAREHOLDERS OF
                        CIGNA INVESTMENT SECURITIES, INC.

PART 1 - INTRODUCTION

     This proxy  statement is furnished in connection  with the  solicitation of
proxies  by  the  Directors  of  the  Fund  for  use  at a  Special  Meeting  of
Shareholders  of the  Fund to be held at The  Springfield  Sheraton  Hotel,  One
Monarch  Place,  Springfield,  Massachusetts  01144 on  December 7, 1999 at 9:00
a.m., Eastern Time, and at any postponement or adjournment thereof.

     The Board of  Directors  has sent you this proxy  statement to ask for your
vote on the following proposals:

     1.  Approval of Change to Investment Objective

     2.  Approval of Change to Fundamental Investment Restriction

PART 2 - THE FUND'S PROPOSALS

                                   PROPOSAL 1

                   APPROVAL OF CHANGE TO INVESTMENT OBJECTIVE

     At a  Special  Meeting  of the  Board  of  Directors  of the  Fund  held on
September  29,  1999,  the  Fund's  Board  of  Directors  approved,  subject  to
shareholder  approval,  a change in the Fund's investment objective to permit up
to 35% of Fund  assets to be  invested in high  yield,  below  investment  grade
bonds.  These securities are commonly known as junk bonds.  Presently,  the Fund
may  invest  up to 15% of its  assets  in high  yield,  below  investment  grade
securities.

     The Fund's investment objective currently reads as follows:

     to  generate  income and obtain capital appreciation by investing at  least
     85% of its total assets in investment grade  debt securities and  preferred
     stocks. Total return results are emphasized over current yield.

     The proposed investment objective for the Fund is:

     to generate income and  obtain  capital appreciation  by  investing,  under
     normal  market  conditions, at  least 65% of its total assets in investment
     grade debt securities and preferred stocks.

     Thus, under the proposed amendment to the Fund's investment objective,  the
Fund will continue to invest,  under normal market  conditions,  at least 65% of
its assets in investment  grade debt securities and preferred  stocks.  The Fund
would  invest  less than 65% of its assets in the  investment  grade debt if the
return on high yield bonds far exceeded  the return  available  from  investment
grade  bond,  without  a  corresponding  increase  in risk.  The  Fund  does not
anticipate that this would occur. In any event, any


                                        1


<PAGE>


investment by the Fund of less than 65% of its assets in investment  grade bonds
and preferred  stocks would be temporary.  The Fund does not expect that removal
of the sentence  "total return results are  emphasized  over current yield" from
the investment objective will affect the operation of the Fund.


REASON FOR CHANGING OBJECTIVE, AND RELATED RISKS

     Based on advice from the Fund's investment adviser, CIGNA Investments, Inc.
("CIGNA  Investments"),  the Board of Directors  recommends  changing the Fund's
investment  objective  in order to provide the Fund with the ability to invest a
higher  percentage  of  assets  in  high  yield,  high  risk  securities.  These
securities carry higher yields and greater opportunity for capital  appreciation
than investment grade securities.  While there can be no guarantee, the Board of
Directors  believes that  permitting  the Fund to invest to a greater  degree in
high yield  securities will result in improved Fund  performance.  Historically,
the Fund's  shares have traded at a discount to the Fund's net asset  value.  If
increased  investment  in high yield,  high risk  securities  is  successful  in
improving  the  dividend the Fund  generates,  this may in turn cause the market
value of the Fund's shares to increase, thus reducing the discount.

     Investments in high yield, high risk securities,  while generally providing
greater  potential  opportunity for capital  appreciation and higher yields than
investments in higher rated securities,  also entail greater risk, including the
possibility of default or bankruptcy of the issuer of such securities.  There is
the risk that investing more assets in high yield,  high risk  securities  could
actually  have a  negative  effect  on  Fund  performance.  Risk of  default  or
bankruptcy may be greater in periods of economic  uncertainty  or recession,  as
the issuers of high yield,  high risk  securities  may be less able to withstand
general  economic  downturns.  CIGNA  Investments  seeks to reduce risk  through
diversification,  credit  analysis  and  attention to current  developments  and
trends in both the economy and financial markets.

     The values of high-yield,  high risk securities tend to reflect  individual
corporate  developments  or adverse  economic  changes to a greater  extent than
higher rated  securities,  which react  primarily to fluctuations in the general
level of interest rates.  Periods of economic  uncertainty and changes generally
result in increased  volatility in the market  prices and yields of  high-yield,
high risk  securities and, thus, in the Fund's net asset value.  Further,  these
fixed-income  securities are considered by the rating agencies,  on balance,  as
predominantly  speculative  with  respect to capacity to pay  interest and repay
principal in  accordance  with the terms of the  obligation  and will  generally
involve more credit risk than  securities in the higher rating  categories;  the
Fund may incur additional expenses to the extent it is required to seek recovery
upon a default in the  payment of  principal  of or  interest  on its  portfolio
holdings.  In addition,  lower rated  investment  grade  securities  may also be
considered by the rating agencies as having  speculative  characteristics  as to
the issuers  ability to pay interest and repay  principal in accordance with the
terms and obligation.  Changes by recognized rating services in their ratings of
any  fixed-income  security and in the ability of an issuer to make  payments of
interest and principal may also affect the value of the Fund's investments.


                                        2

<PAGE>


     High-yield,  high risk securities are frequently  subordinated to the prior
payment of senior indebtedness.  Moreover,  the securities are traded in markets
that may be relatively  less liquid than the market for higher rated  securities
because the lower rated  securities  may be held by  relatively  few  purchases.
Under adverse market or economic  conditions or in the event of adverse  changes
in the financial condition of the issuer, the Fund may find it more difficult to
sell such  securities when CIGNA  Investments  believes it advisable to do so or
may be able to sell such  securities only at prices lower than if the securities
were more widely  held.  In such  circumstances,  the Fund may also find it more
difficult  to  determine  the fair  value of such  securities  for  purposes  of
computing the Fund's net asset value.  The Fund, in most instances,  utilizes an
independent  pricing service to determine the fair value of its high yield, high
risk securities for financial statement purposes since market quotations are not
readily  ascertainable.  Securities for which market  quotations are not readily
available  will be valued at fair value as  determined in good faith by or under
the  direction of the Board of  Directors  of the Fund.  Changes in the value of
portfolio  securities will not necessarily  affect cash income derived from such
securities, but will affect the Fund's net asset value.

     Some  lower-rated  securities are issued to raise funds in connection  with
the acquisition of a company, in a so-called  "leveraged  buy-out"  transaction.
The highly leveraged  capital structure of such issuers may make them especially
vulnerable to adverse changes in economic conditions.

     Generally,  when  interest  rates  rise,  the  value  of  fixed  rate  debt
obligations, including high-yield, high risk securities, tends to decrease; when
interest rates fall, the value of fixed rate debt obligations tends to increase.
If an issuer of a high-yield,  high risk security containing  redemption or call
provisions  exercises either provision in a declining  interest rate market, the
Fund would have to replace  the  security,  which  could  result in a  decreased
return for shareholders.

     The credit ratings  issued by credit rating  services may not fully reflect
the true risks of an investment.  For example, credit ratings typically evaluate
the safety of  principal  and  interest  payments,  not market  value  risk,  of
high-yield high risk securities. Also, credit rating agencies may fail to change
on a timely  basis a credit  rating to reflect  changes in  economic  or company
conditions  that affect a security's  market value.  Although CIGNA  Investments
considers  ratings of  recognized  rating  services  such as  Moody's  Investors
Service,  Inc. and Standard & Poor's  Corporation,  CIGNA Investments  primarily
relies on its own credit  analysis,  which  includes a study of  existing  debt,
capital structure,  history and the current trend of earnings. CIGNA Investments
continually  monitors the  investments  in the Fund's  portfolio  and  carefully
evaluates whether to dispose of or retain high-yield, high risk securities whose
credit ratings have changed.  An explanation of Standard & Poor's  Corporation's
ratings is attached to the proxy statement.

REQUIRED VOTE

     This change in investment  objective requires the approval of the lesser of
(a) the vote of the holders of 67% or more of the outstanding shares of the Fund
present in

                                        3


<PAGE>


person or by proxy at a meeting of shareholders, if the holders of more than 50%
of the  outstanding  shares are present or represented by proxy; or (b) the vote
of the holders of more than 50% of the outstanding shares of the Fund.

     THE FUND'S  BOARD OF DIRECTORS  RECOMMENDS  THAT YOU APPROVE THIS CHANGE IN
INVESTMENT OBJECTIVE.

                                   PROPOSAL 2

                AMENDMENT TO FUNDAMENTAL INVESTMENT RESTRICTION

     Presently, one of the Fund's fundamental investment limitations is that the
Fund will not purchase or sell  commodities  or commodity  contracts  except for
foreign  exchange  contracts.  The Fund may also invest in interest rate futures
contracts  and related  options.  Arguably,  the language  restricts  the Fund's
ability to use futures and options on futures on foreign currency.  The Board of
Directors  recommends  that this  limitation  be  modified to permit the Fund to
purchase and sell futures and options on futures on foreign  currency.  The Fund
would do so to manage its exposure to foreign currency.

     The Fund's present policy on commodities reads as follows:

     The  Registrant  [the  Fund]  will  not  purchase  or  sell commodities  or
     commodity contracts except for foreign exchange contracts (see Item 7(c)).

     Item 7(c) of the Fund's registration statement specifically permits forward
foreign exchange,  but does not address futures or options on futures.  To avoid
any uncertainty, the Fund proposes that this policy read as follows:

     The  Registrant  [the  Fund]  will  not purchase  or  sell  commodities  or
     commodity  contracts  except  for  foreign  exchange  contracts,  including
     without limitation, currency futures and options on futures.

     The Fund may  invest 25% of its  assets in  foreign  securities  payable in
foreign currencies. To manage its exposure to foreign currencies,  the Fund may,
if this proposal is approved by shareholders, purchase and sell foreign currency
futures contracts and options on these futures contracts.

CURRENCY FUTURES AND OPTIONS ON FUTURES

      Foreign  currency  futures  contracts  are  standardized   exchange-traded
contracts  to buy or sell  currency  at a future time at a  specified  price.  A
futures  contract sale typically  creates an obligation of the seller to deliver
the type of asset  called for in the  contract  at the agreed  upon price on the
specified date. A futures contract  purchase  typically creates an obligation of
the  purchaser  to take  delivery  of the asset at the agreed  upon price on the
specified  date.  Depending on the change in the value of the asset  between the
time the Fund enters into and terminates a futures contract, the Fund realizes a
gain or loss.  Options on currency futures contracts provide option holders,  in
return for a premium paid, with the right to assume a position in the underlying
futures contract. The Fund's

                                        4


<PAGE>


use of currency futures  and options on futures will not  be limited to domestic
exchanges.

     If this proposal is approved,  the Fund may use these  instruments for both
"transaction  hedging" and  "position  hedging."  Transaction  hedging  involves
entering into foreign currency transactions with respect to specific receivables
or  payables,  generally  arising in  connection  with the  purchase  or sale of
portfolio securities. The Fund may engage in transaction hedging when it desires
to "lock in" the U.S.  dollar  price of a security  it has agreed to purchase or
sell,  or the U.S.  dollar  equivalent  of a dividend or  interest  payment in a
foreign currency. By transaction hedging the Fund will attempt to protect itself
against a possible loss  resulting  from an adverse  change in the  relationship
between the U.S.  dollar and the applicable  foreign  currency during the period
between the date on which the  security is  purchased  or sold,  or on which the
dividend or interest payment is earned,  and the date on which such payments are
made or received.

     Position  hedging  generally  involves  using these  instruments to protect
against a decline in the value relative to the U.S.  dollar of the currencies in
which the Fund's portfolio securities are denominated or quoted.

     Transaction  and  position  hedging do not  eliminate  fluctuations  in the
underlying prices of the securities,  which the Fund owns or intends to purchase
or sell. They simply  establish a rate of exchange which one can achieve at some
future point in time.  Additionally,  although these techniques tend to minimize
the risk of loss due to a decline in the value of the hedged currency, they tend
to limit any  potential  gain,  which might result from the increase in value of
such currency.

     When the Fund purchases a futures contract, it will deposit cash and liquid
assets  equal to the market  value of the  futures  contract  (less any  related
margin  deposit)  in  a  segregated   account  with  the  Fund's   custodian  to
collateralize the position.

     Futures and options  transactions  involve  costs and may result in losses.
Certain risks arise because of the possibility of imperfect correlations between
movements  in the prices of futures and options and  movements  in the prices of
the underlying asset that is the subject of a hedge.  Other risks arise from the
Fund's  potential  inability  to  close  out  such  positions.  There  can be no
assurance  that the Fund  will be able to  effect  closing  transactions  at any
particular time or at an acceptable price.

     The  decision  as to whether  and to what  extent the Fund will use foreign
currency  futures  and options  will  depend on a number of  factors,  including
prevailing  market  conditions,  the composition of the Fund's portfolio and the
availability of suitable  transactions.  Accordingly,  there can be no assurance
that the Fund will engage in these  transactions  at any given time or from time
to time.

     The Board of Directors  recommends that shareholders  approve this proposal
so that the Fund  would  have  these  instruments  available  to  assist  in the
management of risks  associated with holding  securities  denominated in foreign
currencies.

                                        5


<PAGE>


REQUIRED VOTE:

     This change in investment  restriction  requires the approval of the lesser
of (a) the vote of the holders of 67% or more of the  outstanding  shares of the
Fund present in person or by proxy at a meeting of shareholders,  if the holders
of more than 50% of the outstanding  shares are present or represented by proxy;
or (b) the vote of the holders of more than 50% of the outstanding shares of the
Fund.

     THE FUND'S  BOARD OF DIRECTORS  RECOMMENDS  THAT YOU APPROVE THIS CHANGE IN
INVESTMENT RESTRICTION.

PART 3 - MORE ON PROXY VOTING AND SHAREHOLDER MEETINGS

     This section  provides  information on a number of topics relating to proxy
voting and shareholder meetings.

     PROXY SOLICITATION  METHODS. The Fund will solicit shareholder proxies in a
variety of ways.  All  shareholders  who are entitled to vote will receive these
proxy  materials by mail. In addition,  the Fund may also arrange for an outside
firm to  solicit  shareholder  votes by  telephone  on the Fund's  behalf.  This
procedure  will  be  employed  only  after  all  more  cost-effective  means  of
soliciting shareholder votes have been exhausted.

     PROXY SOLICITATION COSTS. The Fund will pay all costs of soliciting proxies
from  shareholders,  including  costs  relating  to the  printing,  mailing  and
tabulation of proxies.  By voting  immediately,  you can help the Fund avoid the
considerable expense of a second solicitation.

     QUORUM. In order for the shareholder  meeting to go forward,  the Fund must
achieve a quorum.  This  means  that a majority  of the  Fund's  shares  must be
represented at the  meeting--either  in person or by proxy. All returned proxies
count towards a quorum,  regardless  of how they are voted ("For,"  "Against" or
"Abstain").  The Fund will count abstentions and broker non-votes as present for
establishing  a quorum,  but which have not been voted.  (Broker  non-votes  are
shares  for which  (i) the  underlying  owner has not voted and (ii) the  broker
holding  the  shares  does  not  have  discretionary  authority  to  vote on the
particular matter.) For this reason,  abstentions and broker non-votes will have
no effect on the outcome of the vote.

     REVOKING YOUR PROXY.  You may revoke your proxy at any time up until voting
results are announced at the shareholder  meeting. You can do this by writing to
the Fund's  Secretary,  by  returning a later dated  proxy,  or by voting at the
meeting.

     SHAREHOLDER  PROPOSALS  FOR FUND'S NEXT  ANNUAL  MEETING.  Any  shareholder
proposals  to be  included  in the proxy  statement  for the Fund's  next annual
meeting  must be received  by the Fund prior to  November  3, 1999.  Shareholder
proposals not included in the proxy materials may be presented from the floor at
the  annual  meeting  only  if  the  shareholder  notifies  the  Fund  as to the
proposal's nature and certain additional information by February 21, 2000.

                                        6


<PAGE>


     ANNUAL/SEMI-ANNUAL  REPORTS.  The Fund's most recent annual and semi-annual
reports to  shareholders  are available at no cost. To request a report,  please
call  toll-free  at  1-800-426-5523  or  write  to the  Fund,  P.O.  Box  13856,
Philadelphia,  PA,  19101,  Attn:  Alfred A. Bingham III. The Fund's 1998 annual
report and 1999 semi-annual report were previously mailed to shareholders.

     LITIGATION. The Fund is not involved in any litigation.

     OTHER  MATTERS.  At this point,  we know of no other business to be brought
before the  shareholder  meeting.  However,  if any other matters do come up, we
will use our best  judgment to vote on your behalf.  If you object to our voting
other matters on your behalf, please tell us so in writing before the meeting.

     RECORD DATE AND OUTSTANDING SHARES. At the close of business on October 26,
1999, the record date for determination of shareholders  entitled to vote at the
meeting,  there were 4,792,215 outstanding shares. Each share is entitled to one
vote.  This proxy  statement and the  accompanying  Notice of Special Meeting of
Shareholders  and form of proxy are being mailed on or about November 1, 1999 to
shareholders of record on the record date.

     ADDRESS OF CIGNA  INVESTMENTS.  CIGNA  Investments'  address is 900 Cottage
Grove Road, Hartford, Connecticut 06152.

     FUND'S ADDRESS.  The principal executive offices of the Fund are located at
Two Liberty Place, 1601 Chestnut Street,  Philadelphia,  Pennsylvania 19192-2211
and  the  mailing  address  of  the  Fund  is  P.O.  Box  13856,   Philadelphia,
Pennsylvania 19101.


                                        7

<PAGE>


STANDARD & POOR'S CORPORATION - RATINGS

     AAA: An obligation  rated AAA has the highest rating assigned by Standard &
Poor's.  The obligor's  capacity to meet its  financial  commitment is EXTREMELY
STRONG.

     AA: An obligation rated AA differs from the highest rated  obligations only
in small degree. The obligor's capacity to meet its financial  commitment on the
obligation is VERY STRONG.

     A: An  obligation  rated A is  somewhat  more  susceptible  to the  adverse
effects of changes in circumstances and economic  conditions than obligations in
higher rated categories.  However,  the obligor's capacity to meet its financial
commitment on the obligation is still STRONG.

     BBB: An  obligation  rated BBB  exhibits  ADEQUATE  protection  parameters.
However,  adverse economic conditions or changing  circumstances are more likely
to lead to a weakened  capacity of the obligor to meet its financial  commitment
on the obligation.

     Obligations  rated BB, B, CCC, CC and C are regarded as having  significant
speculative characteristics.  BB indicates the least degree of speculation and C
the highest. While such obligations will likely have some quality and protective
characteristics,  these may be outweighed by large  uncertainties  or major risk
exposures to adverse conditions.

     BB: An obligation  rated BB is LESS  VULNERABLE  to  nonpayment  than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse  business,  financial  or  economic  conditions  which could lead to the
obligor's   inadequate  capacity  to  meet  its  financial   commitment  on  the
obligation.

     B: An obligation  rated B is MORE VULNERABLE to nonpayment than obligations
rated BB but the  obligor  currently  has the  capacity  to meet  its  financial
commitment on the obligation. Adverse business, financial or economic conditions
will likely impair the obligor's  capacity or  willingness to meet its financial
commitment on the obligation.

     CCC: An obligation  rated CCC is CURRENTLY  VULNERABLE to nonpayment and is
dependent upon  favorable  business,  financial and economic  conditions for the
obligor to meet its  financial  commitment  on the  obligation.  In the event of
adverse business, financial or economic conditions, the obligor is not likely to
have the capacity to meet its financial commitment on the obligation.

     CC: An obligation rated CC is CURRENTLY HIGHLY VULNERABLE to nonpayment.

     C:  The C  rating  may be used  to  cover a  situation  where a  bankruptcy
petition has been filed or similar  action has been taken,  but payments on this
obligation are being continued.


                                        8

<PAGE>


     D: An obligation  rated D is in payment  default.  The D rating category is
used when  payments  on an  obligation  are not made on the date due even if the
applicable grace period has not expired,  unless Standard & Poor's believes that
such payments  will be made during such grace period.  The D rating also will be
used upon the filing of a bankruptcy petition or the taking of similar action if
payments on an obligation are jeopardized.

     Plus (+) or Minus (-):  The  ratings  from AA to CCC may be modified by the
addition  of a plus or minus  sign to show  relative  standing  within the major
rating categories.

     r:  This symbol is attached to the ratings of instruments with  significant
     noncredit  risks.  It  highlights  risks  to  principal  or  volatility  of
     expected returns which  are  not addressed in  the credit rating.  Examples
     include:  obligations  linked  or  indexed   to  equities,  currencies,  or
     commodities;  obligations  exposed  to  severe  prepayment  risk  - such as
     interest-only or principal-only  mortgage securities; and obligations  with
     unusually risky interest terms, such as inverse floaters.

                                        9

<PAGE>
















[CIGNA TREE LOGO GRAPHIC APPEARS HERE]                              CGINS-SPS-99

<PAGE>
<TABLE>
<S>                                                               <C>                                    <C>     <C>        <C>
                                                                                                          For     Against   Abstain
                                                                  1.  Change the Fund's investment        __       __        __
 _                                                                    objective to permit investment     |__|     |__|      |__|
/X/  PLEASE MARK VOTES                                                of up to 35% of Fund assets
- --   AS IN THIS EXAMPLE                                               in high yield securities.

CIGNA INVESTMENT SECURITIES, INC.

This proxy will be voted as specified.  If you simply sign the
proxy, it will be voted for proposal 1 and proposal 2.  In
their discretion, the proxies will also be authorized to vote     2.  Amend the Fund's fundamental        For     Against    Abstain
upon such other matters that may properly come before the             restriction on commodities to       __       __         __
meeting.                                                              permit investment in futures and   |__|     |__|       |__|
                                                                      options on futures on foreign
Mark box at right if an address change or comment has                 currency.
been noted on the reverse side of this card.          _
CONTROL NUMBER:                                      |_|
                                                                  3.  In their discretion upon such       For     Against    Abstain
                                                                      other matters as may properly
                                                                      come before the meeting.            __       __         __
                                                                                                         |__|     |__|       |__|

</TABLE>



                                                   |---------------------------|
Please be sure to sign and date this Proxy         |Date                       |
|--------------------------------------------------|---------------------------|
|                                                                              |
|   Shareholder sign here                           Co-owner sign here         |
|------------------------------------------------------------------------------|

                                                    RECORD DATE SHARES:
<PAGE>

                        CIGNA INVESTMENT SECURITIES, INC.

                THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS

The undersigned hereby appoints Richard H. Forde and Jeffrey S. Winer and either
one of them, proxies of the undersigned, with the power of substitution, to vote
the shares of the undersigned at the Special Meeting of Shareholders of CIGNA
Investment Securities, Inc. (the "Fund'), on Tuesday, December 7, 1999 at 9:00
a.m., Eastern Time, at the Sheraton Springfield Hotel, One Monarch Place,
Springfield, Massachusetts, and at any adjournment thereof, in the manner
directed herein on the matters described in the notice and accompanying proxy
statement for the meeting.  The Directors recommend that you vote "FOR" each of
the proposals. As to any other matter, the proxies shall vote in accordance with
their best judgment.

|------------------------------------------------------------------------------|
|   PLEASE VOTE, DATE, AND SIGN ON REVERSE SIDE AND RETURN PROMPTLY IN THE     |
|   ENCLOSED ENVELOPE.                                                         |
|------------------------------------------------------------------------------|

|------------------------------------------------------------------------------|
|   Please sign this proxy exactly as your name appears on the books of the    |
|   Fund.  Joint owners should each sign personally.  Trustees and other       |
|   fiduciaries should indicate the capacity in which they sign. If a          |
|   corporation or partnership, this signature should be that of an authorized |
|   officer who should state his or her title.                                 |
|------------------------------------------------------------------------------|

    HAS YOUR ADDRESS CHANGED?       DO YOU HAVE ANY COMMENTS?
    ____________________________    _______________________________________

    ____________________________    _______________________________________

    ____________________________    _______________________________________





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