<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:
[X] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
INA INVESTMENT SECURITIES, INC.
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(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:
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2) Aggregate number of securities to which transaction applies:
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3) Per unit 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:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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<PAGE>
INA INVESTMENT SECURITIES, INC.
Philadelphia, Pennsylvania
April 8, 1999
To Our Shareholders:
The Annual Meeting of Shareholders of INA Investment Securities, Inc. will be
held at The Colony Club, 6th Floor, Baystate West, 1500 Main Street,
Springfield, Massachusetts 01115 on Tuesday, May 18, 1999 at 9:30 a.m., Eastern
Time. Formal notice of the meeting appears on the next page and is followed by
the proxy statement.
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.
The Annual Report of INA Investment Securities, Inc. for the year ended
December 31, 1998 has previously been mailed to you.
Sincerely,
Richard H. Forde
Chairman
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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.
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<PAGE>
INA INVESTMENT SECURITIES, INC.
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To Shareholders of INA Investment Securities, Inc.
The Annual Meeting of Shareholders of INA Investment Securities, Inc. (the
"Fund") will be held at The Colony Club, 6th Floor, Baystate West, 1500 Main
Street, Springfield, Massachusetts 01115 on Tuesday, May 18, 1999 at 9:30 a.m.,
Eastern Time, for the following purposes:
(1) To elect five Directors to serve until the next Annual Meeting of
Shareholders or until the election and qualification of their successors.
(2) To ratify the appointment by the Board of Directors of
PricewaterhouseCoopers LLP as independent accountants of the Fund for the
fiscal year ending December 31, 1999.
(3) To approve an amendment to the Fund's Certificate of Incorporation to
change the name of the Fund to CIGNA Investment Securities, Inc.
(4) To transact such other business as may properly come before the meeting or
any postponement or adjournment thereof.
Holders of record of the shares of the Fund at the close of business on April 5,
1999 are entitled to vote at the meeting.
Jeffrey S. Winer
Secretary
Philadelphia, Pennsylvania
April 8, 1999
<PAGE>
PROXY STATEMENT
ANNUAL MEETING OF SHAREHOLDERS OF
INA INVESTMENT SECURITIES, INC.
This proxy statement is furnished in connection with the solicitation of
proxies by the Directors of INA Investment Securities, Inc. (the "Fund") for use
at the Annual Meeting of Shareholders of the Fund to be held at The Colony Club,
6th Floor, Baystate West, 1500 Main Street, Springfield, Massachusetts 01115 on
Tuesday, May 18, 1999 at 9:30 a.m., Eastern Time, and at any postponement or
adjournment thereof.
Any person executing a proxy may revoke it at any time prior to its use by
executing a new proxy or by registering with the Secretary of the Fund at the
meeting and requesting a revocation. Executed proxies received by the Fund will
be voted in accordance with the directions specified therein. A majority of the
outstanding shares of the Fund must be present at the meeting in person or by
proxy to constitute a quorum for the transaction of business.
For purposes of determining the presence of a quorum for transacting business
at the meeting and determining whether sufficient votes have been cast FOR the
proposals, abstentions (that is, votes that are marked "withheld") and broker
"non-votes" (that is, proxies from brokers or nominees indicating that such
persons have not received instructions from the beneficial owner or other
persons entitled to vote the shares on a particular matter with respect to which
the brokers or nominees do not have discretionary power) will be treated as
shares which are present and entitled to vote, but which have not voted on such
matter. For this reason, abstentions and broker non-votes will assist the Fund
in obtaining a quorum; however, abstentions and broker non-votes will have no
effect on the outcome of the vote.
The Board of Directors recommends a vote FOR the election of Directors and FOR
the ratification of PricewaterhouseCoopers LLP as independent accountants and
FOR the approval of an amendment to the Fund's Certificate of Incorporation to
change the name of the Fund to CIGNA Investment Securities, Inc. If no
specification is made, the proxy will be voted FOR the election of Directors as
listed, FOR the ratification of the appointment of PricewaterhouseCoopers LLP,
FOR the approval of an amendment to the Certificate of Incorporation to change
the name of the Fund to CIGNA Investment Securities, Inc. and at the discretion
of the proxy holders, on any other matters which may properly come before the
meeting or at any postponement or adjournment thereof. The Board of Directors
does not know of any actions to be considered at the meeting other than those
referred to above.
Costs of soliciting proxies will be borne by the Fund. In addition to
solicitation of proxies by use of the mails, some of the officers of the Fund
and persons affiliated with CIGNA Corporation ("CIGNA") and its affiliated
companies may, without remuneration, solicit proxies in person or by telephone.
At the close of business on April 5, 1999, the record date for the
determination of shareholders entitled to vote at the meeting, there were
4,792,215 outstanding shares. Each share is entitled to one vote. This
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proxy statement and the accompanying Notice of Annual Meeting of Shareholders
and form of proxy are being mailed on or about April 12, 1999 to shareholders of
record on the record date.
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.
THE FUND WILL FURNISH TO A SHAREHOLDER UPON REQUEST, WITHOUT CHARGE, A COPY OF
THE ANNUAL REPORT. REQUESTS MAY BE MADE BY WRITING TO THE FUND, P.O. BOX 13856,
PHILADELPHIA, PENNSYLVANIA 19101, ATTN: ALFRED A. BINGHAM III, OR BY CALLING
1-800-426-5523.
PROPOSAL 1
ELECTION OF DIRECTORS
At the meeting, five Directors are to be elected by the shareholders of the
Fund. The Board of Directors has nominated and recommends the election of
Messrs. Hugh R. Beath, Richard H. Forde, Russell H. Jones, Thomas C. Jones and
Paul J. McDonald. Each of the nominees is currently serving on the Board of
Directors. Shareholders are asked to elect Messrs. Beath, Forde, R. Jones, T.
Jones and McDonald as Directors of the Fund, each to hold office until the next
Annual Meeting of Shareholders or until the election and qualification of his
successor.
Each of the Directors of the Fund also serves as a Trustee of CIGNA High
Income Shares ("CHIS"). CIGNA Investments, Inc. ("CII"), an indirect, wholly
owned subsidiary of CIGNA, serves as investment adviser to both the Fund and
CHIS. CHIS will hold an annual meeting on April 27, 1999, at which shareholders
will be asked to elect Messrs. Beath, Forde, R. Jones, T. Jones and McDonald as
Trustees.
All shares represented by valid proxies will be voted in the election of
Directors for the nominees unless authority to vote for a particular nominee is
withheld. Proxies cannot be voted for a greater number of persons than the
nominees named in the proxy statement. If any nominee should be unable to serve,
an event not now anticipated, proxies will be voted for such other person as
shall be designated by the Board of Directors of the Fund, or the Board of
Directors may reduce the number of Directors, as authorized by the By-Laws. All
of the nominees have agreed to serve if elected.
Mr. Beath was first elected to the Board in 1987. Messrs. Jones and McDonald
were first elected in 1995. Mr. T. Jones was first elected in 1998. Mr. Forde
was appointed to the Board in 1998. Messrs. Beath, R. Jones, T. Jones and
McDonald were last elected by shareholders on April 28, 1998.
The following table sets forth the number of shares of the Fund and shares of
CIGNA beneficially owned by those who served on the Board of Directors during
1998 and by the Fund's Directors and officers as a group. The Information
provided is as of December 31, 1998. As of December 31, 1998, neither the
Directors as a group nor the Directors and officers as a group
5
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owned beneficially more than 1% of the outstanding shares of the Fund or of
CIGNA.
Name Fund CIGNA
- ---- ---- -----
R. Bruce Albro(1) 0 0
Hugh R. Beath 0 0
Richard H. Forde(2) 0 27,050
Russell H. Jones 100 0
Thomas C. Jones(2) 0 113,779
Paul J. McDonald 550 0
Directors and Officers As a Group 650 141,457
(1) Mr. Albro retired from CIGNA and resigned from the Board in 1998.
(2) Included shares of CIGNA which may be acquired within 60 days upon the
exercise of outstanding stock options, as follows: Mr. Forde 22,320, Mr. T.
Jones 105,787.
Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Fund's Directors and executive officers, and
persons who own more than 10% of a registered class of the Fund's equity
securities, to file with the Securities and Exchange Commission ("SEC") and the
New York Stock Exchange reports of ownership and reports of changes in ownership
of common stock and other equity securities of the Fund. Officers, Directors and
greater than 10% shareholders are required by SEC regulations to furnish the
Fund with copies of all Section 16(a) forms they file. Based solely on review of
the copies of such reports received by the Fund, or written representations from
certain persons that no such reports were required to be filed for those
persons, the Fund believes all Section 16(a) filing requirements applicable to
officers, Directors and greater than 10% beneficial owners were satisfied.
The following section sets forth as to each nominee his age, present position,
his principal occupation or employment during the last five years, his principal
affiliations, including any directorships he presently holds in companies that
have issued publicly-held securities and any material interest in or
relationship with CII and any of its affiliated persons presently and during the
preceding five years. The Fund does not have a principal underwriter or
administrator. Each nominee currently serves as a director of the Fund, and as a
Trustee of CIGNA Funds Group, CIGNA Institutional Funds Group, CIGNA Variable
Products Group, and CIGNA High Income Shares, except that Mr. Forde is not a
Trustee of CIGNA Variable Products Group.
NOMINEES:
HUGH R. BEATH, 67, Advisory Director, AdMedia Corporate Advisors, Inc.
(investment banking); previously Managing Director, AdMedia Corporate Advisors,
Inc.; Chairman of the Board of Directors, Beath Advisors, Inc.
RICHARD H. FORDE*, 45, Senior Managing Director, CII and CIGNA Investment
Advisory Company, Inc.; President, Senior Managing Director and Director, CIGNA
International Investment Advisors, Ltd.
RUSSELL H. JONES, 54, Vice President and Treasurer, Kaman Corporation
(helicopters and aircraft components, industrial distribution); Corporator,
Hartford Seminary; Trustee and Senior Fellow, American Leadership Forum;
previously Vice President, Kaman Corporation; Trustee, Connecticut Policy and
Economic Counsel.
6
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THOMAS C. JONES*, 52, President and Chief Investment Officer, CIGNA Investment
Management, a division of CIGNA; President and Director, CII and CIGNA
Investment Group, Inc.; Director, CIGNA International Investment Advisors, Ltd.;
President, CIGNA Investment Advisory Company, Inc.; President, Connecticut
General Life Insurance Company. Mr. Jones is also an officer or director of
various other entities which are subsidiaries or affiliates of CIGNA; previously
President, CIGNA Individual Insurance, a division of CIGNA; President, CIGNA
Reinsurance - Property & Casualty; a division of CIGNA; Executive Vice President
and Director, NAC RE Corporation.
PAUL J. MCDONALD, 55, Senior Executive Vice President and Chief Financial
Officer, Friendly Ice Cream Corporation (family restaurants and dairy products);
Chairman, Dean's Advisory Council, University of Massachusetts School of
Management; Director, Springfield YMCA; Trustee, Basketball Hall of Fame;
Regional Director - Western Massachusetts, Bank of Boston; previously Senior
Executive Vice President, Finance and Chief Administrative Officer, Friendly Ice
Cream Corporation.
No officer of the Fund and no Director of the Fund received any remuneration
from the Fund during 1998 at the same time he was serving as a Director, officer
or employee of CII, CIGNA or any of its subsidiaries. The other current
Directors, taken as a group, were paid or accrued Director fees for 1998 from
the Fund in the aggregate amount of $24,600. Under current compensation
arrangements, such Directors will be entitled to receive from the Fund an annual
retainer of $6,600 plus a fee of $200 for each Board meeting attended and $200
for each Committee meeting attended. These Trustees will also be entitled to
receive, as compensation for their services as Trustees, an annual retainer of
$2,000, a $200 Board meeting fee, and a $200 Committee meeting fee from each of
CIGNA Funds Group, CIGNA Institutional Funds Group and CIGNA Variable Products
Group, except that the annual retainer for CIGNA Institutional Funds Group is
being waived while the net assets of its sole series of shares, CIGNA
International Stock Fund, are below $25,000,000, and the annual retainer for
CIGNA Funds Group is also being waived. In addition, these Directors will be
entitled to receive an annual retainer of $8,600, a $200 Board meeting fee, and
a $200 Committee meeting fee from CIGNA High Income Shares. All Directors are
entitled to receive reimbursements for expenses incurred in connection with each
Board and Committee meeting attended. These reimbursements of expenses are
allocated among the Fund, each series of CIGNA Funds Group, CIGNA Institutional
Funds Group, CIGNA Variable Products Group and CIGNA High Income Shares so that
each entity pays an amount based on its net assets as a percentage of the
aggregate net assets of such entities. The following table sets forth
compensation paid by the Fund and by the CIGNA fund complex to Trustees in 1998:
- -------
* Nominee is an "interested person" of the Fund and CII within the meaning of
the Investment Company Act of 1940.
7
<PAGE>
Total
Compensation
from Fund
And CIGNA
Name of Person, Aggregate Complex
Position with Compensation Paid to
Fund from Fund Directors (d)
- --------------------------------------------------------------------------------
R. Bruce Albro, $ 0 $ 0
Director,
Chairman and President(a)
Hugh R. Beath,
Director (b) 8,200 25,400
Richard H. Forde $ 0 $ 0
President,
Chairman and Director
Russell H. Jones, 8,200 25,400
Director
Thomas C. Jones, 0 0
Director
Paul J. McDonald, 8,200 25,400
Director (c) ---------- ----------
$ 24,600 $ 76,200
========== ==========
- ----------------
(a) Mr. Albro retired from CIGNA and resigned from the Board in 1998.
(b) All but $1,525 of Mr. Beath's 1998 compensation was deferred under a
plan for all CIGNA funds in which he had an aggregate balance of
$213,647 as of December 31, 1998.
(c) All but $1,525 of Mr. McDonald's 1998 compensation was deferred under a
plan for all CIGNA funds in which he had an aggregate balance of
$135,937 as of December 31, 1998.
(d) There were four (4) investment companies other than the Fund in the
CIGNA fund complex.
The Board of Directors held five Board meetings during 1998. Each Director
attended more than 75% of the aggregate meetings of the Board and Committees on
which such Director served during the year. The Board of Directors has three
standing committees as follows:
AUDIT COMMITTEE
The Audit Committee reviews the accounting controls and procedures and the
quality of accounting services rendered to the Fund by independent accountants,
and inquires into the work of management and of the independent
8
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accountants and the working relationships between them. It has direct access to
the independent accountants, and to financial officers and such other officers
as the Committee deems desirable. The Committee also has the authority to
approve the scope of the annual audit and reports the results of its work to the
Board of Directors on an appropriate schedule. The Committee held one meeting in
1998. The current members of the Committee are Messrs. Beath, R. Jones and
McDonald (Chairman), none of whom are interested persons of the Fund.
CONTRACTS COMMITTEE
The Contracts Committee reviews the performance of the investment adviser for
the Fund, and makes recommendations to the Board of Directors concerning the
renewal of the Investment Advisory Agreement. In performing its function, the
Committee obtains from CII such information as it deems necessary to evaluate
the terms of the Investment Advisory Agreement and any changes or amendments
thereto or replacements thereof. The Committee held two meetings in 1998. The
current members of the Committee are Messrs. Beath, R. Jones (Chairman) and
McDonald, none of whom are interested persons of the Fund.
NOMINATING COMMITTEE
The Nominating Committee manages the development and maintenance of the
Board's membership, organization and compensation and it identifies and
recommends to the Board individuals to be nominated for election as Directors.
No policy or procedure has been established as to the recommendation of Director
nominees by shareholders. The Committee held two meetings in 1998. The current
members of the Committee are Messrs. Beath (Chairman), R. Jones and McDonald,
none of whom are interested persons of the Fund.
9
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REQUIRED VOTE
Each nominee for Director receiving the affirmative vote of a majority of the
votes cast for election of Directors shall be elected.
THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" EACH OF THE
NOMINEES.
PROPOSAL 2
RATIFICATION OF INDEPENDENT ACCOUNTANTS
The firm of PricewaterhouseCoopers LLP has been selected by the Board of
Directors of the Fund as independent accountants for the Fund for the fiscal
year ending December 31, 1999. Shareholders are asked to ratify the selection of
independent accountants at the meeting.
For the fiscal year ended December 31, 1998, PricewaterhouseCoopers LLP
performed both audit and non-audit services for the Fund. Audit services
consisted of examinations of the Fund's financial statements and review and
consultation in connection with filings with the SEC. Non-audit services
included reviewing tax returns of the Fund and providing tax planning advice.
PricewaterhouseCoopers LLP also serves as independent accountants for CIGNA
High Income Shares and for each of the series of shares of CIGNA Funds Group,
CIGNA Institutional Funds Group and CIGNA Variable Products Group and performs
services for all such entities similar to the services performed for the Fund.
PricewaterhouseCoopers LLP also serves as independent accountants for CIGNA.
Representatives of PricewaterhouseCoopers LLP are expected to attend the
meeting and will be provided an opportunity to make a statement and to respond
to appropriate questions from shareholders.
REQUIRED VOTE
The selection of PricewaterhouseCoopers LLP as independent accountants of the
Fund will be ratified upon the affirmative vote of a majority of the votes cast
by the shareholders of the Fund.
THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" PROPOSAL 2.
10
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PROPOSAL 3
AMENDMENT OF THE FUND'S CERTIFICATE OF INCORPORATION TO CHANGE THE NAME OF
THE FUND TO CIGNA INVESTMENT SECURITIES, INC.
As a result of the proposed sale by CIGNA of certain of its businesses to ACE
Limited, the Fund will no longer be able to use the name "INA." Changing the
name of the Fund will require an amendment to the Fund's Certificate of
Incorporation, and Delaware law requires shareholders to approve this amendment.
Shareholders are asked to approve an amendment to the Fund's Certificate of
Incorporation to change the name of the Fund to CIGNA Investment Securities,
Inc.
REQUIRED VOTE
Approval of an amendment to the Fund's Certificate of Incorporation to change
the name of the Fund to CIGNA Investment Securities, Inc. requires the
affirmative vote of a majority of the votes cast by the shareholders of the
Fund.
THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" PROPOSAL 3.
MANAGEMENT OF THE FUND
Information concerning the names, positions held with the Fund, principal
occupation or employment during the last five years, and current affiliations of
the executive officers of the Fund, other than for Mr. Forde, Chairman of the
Board and President of the Fund, is set out below. Information concerning Mr.
Forde is set out in Proposal 1 under the caption "Nominees". The executive
officers are elected annually by the Board of Trustees. As of December 31, 1998,
executive officers of the Fund owned beneficially less than 1% of the shares of
the Fund and of CIGNA.
ALFRED A. BINGHAM III, 54, Vice President and Treasurer, CIGNA Funds Group,
CIGNA Institutional Funds Group, CIGNA Variable Products Group, CIGNA High
Income Shares and INA Investment Securities, Inc.; Assistant Vice President,
CII.
JEFFREY S. WINER, 41, Senior Counsel, CIGNA; Vice President and Secretary, CIGNA
Funds Group, CIGNA Institutional Funds Group, CIGNA Variable Products Group,
CIGNA High Income Shares and INA Investment Securities, Inc.; Vice President,
Connecticut General Life Insurance Company; previously Counsel, CIGNA.
11
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OTHER BUSINESS
SHAREHOLDER PROPOSALS FOR 2000
Shareholders may propose matters for inclusion in the proxy statement and
action at next year's annual meeting, subject to certain conditions. Any such
shareholder proposals intended to be presented at the 2000 annual meeting must
be received by management of the Fund prior to November 3, 1999.
The management of the Fund does not know of any other matters to be brought
before the meeting. If any other matters are properly brought before the
meeting, proxies not limited to the contrary will be voted in accordance with
the best judgment of the person or persons acting thereunder.
Jeffrey S. Winer
Secretary
Philadelphia, Pennsylvania
April 8, 1999
11
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INA 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 Annual Meeting of Shareholders of INA
Investment Securities, Inc. (the "Fund"), on Tuesday, May 18, 1999 at 9:30 a.m.,
Eastern Time, at The Colony Club, 6th Floor, Baystate West, 1500 Main Street,
Springfield, Massachusetts, and at any adjournment thereof, in the manner
directed herein with respect to the matters described in the notice and
accompanying proxy statement for said meeting. The Directors recommend that you
vote "FOR" each of the proposals. As to any other matter, or if any nominee for
the office of Director is not available for election, said 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?
- ----------------------------------- ----------------------------------------
- ----------------------------------- ----------------------------------------
- ----------------------------------- ----------------------------------------
<PAGE>
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
- ---------------------------------
INA INVESTMENT SECURITIES, INC.
- ---------------------------------
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THE PROXY
WILL BE VOTED IN FAVOR OF THE PROPOSALS SHOWN ON THIS PROXY CARD.
CONTROL NUMBER:
1. Election of Directors.
FOR ALL WITH- FOR ALL
NOMINEES HOLD EXCEPT
MESSRS. _ _ _
BEATH, FORDE, R. JONES, T. JONES AND [_] [_] [_]
MCDONALD
If you do not wish your shares voted "For" a particular nominee, mark the
"For All Except" box and strike a line through the name(s) of the nominee(s).
Your shares will be voted for the remaining nominee(s).
FOR AGAINST ABSTAIN
2. Ratification of the selection of Price- _ _ _
waterhouseCoopers LLP as independent [_] [_] [_]
accountants for the Fund for fiscal year
1999.
FOR AGAINST ABSTAIN
3. Amendment of the Fund's Certificate of _ _ _
Incorporation to change the name of the |_| |_| |_|
Fund to CIGNA Investment Securities, Inc.
4. In their discretion upon such other matters as may properly come before the
meeting.
Mark box at right if an address change or comment has been noted on _
the reverse side of this card. [_]
RECORD DATE SHARES:
|---------------------------|
Please be sure to sign and date this Proxy. |Date |
|--------------------------------------------------|---------------------------|
| |
|----Shareholder sign here--------------------------Co-owner sign here---------|
