ANCHOR SERIES TRUST
485BPOS, 1996-02-29
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<PAGE>   1

  As filed with the Securities and Exchange Commission on February 29, 1996
                                                    File Nos. 2-86188; 811-3836

===============================================================================




                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                      
                                  FORM N-1A

                 REGISTRATION STATEMENT UNDER THE SECURITIES
                                 ACT OF 1933
                         Pre-Effective Amendment No.                  [ ]
                       Post-Effective Amendment No. 25                [X]
                                    and/or
             REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
                                 ACT OF 1940
                               Amendment No. 25                       [X]
                       (Check appropriate box or boxes)
                                      
                             ANCHOR SERIES TRUST
              (Exact Name of Registrant as Specified in Charter)

                            The SunAmerica Center
                         733 Third Avenue - 3rd Floor
                           New York, NY  10017-3204
              (Address of Principal Executive Office)(Zip Code)

      Registrant's telephone number, including area code: (800) 858-8850
                                      
                            Robert M. Zakem, Esq.
                  Senior Vice President and General Counsel
                      SunAmerica Asset Management Corp.
                            The SunAmerica Center
                         733 Third Avenue - 3rd Floor
                           New York, NY  10017-3204
                   (Name and Address of Agent for Service)

                                   Copy to:

                            Susan L. Harris, Esq.
                               SunAmerica Inc.
                      1 SunAmerica Center, Century City
                         Los Angeles, CA  90067-6022


It is proposed that this filing will become effective (check appropriate box)

[X]  immediately upon filing pursuant     [ ] on (date) pursuant
     to paragraph (b)                         to paragraph (b)
[ ]  60 days after filing pursuant        [ ] on (date) pursuant to
     to paragraph (a)                         paragraph (a) of Rule 485

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

  The Registrant has elected to register an indefinite number of shares of
beneficial interest, par value $.01 per share, under the Securities Act of 1933
pursuant to Rule 24f-2 under the Investment Company Act of 1940, as amended.
The Rule 24f-2 Notice for the Registrant's fiscal year ended December 31, 1995
was filed on February 5, 1996.

===============================================================================

<PAGE>   2
                              ANCHOR SERIES TRUST
                             CROSS REFERENCE SHEET

<TABLE>
<CAPTION>
Item Number
in Form N-1A                                 Caption
<S>  <C>                                <C>
                       PART A - PROSPECTUS

1.   Cover Page                         Cover Page

2.   Synopsis - Fee Table               *

3.   Condensed Financial                Financial Highlights
     Information

4.   General Description of             The Trust, Investment Objectives and
     Registrant                         Policies; Investment Restrictions;
                                        Special Considerations; and
                                        Description of the Trust

5.   Management of the Fund             Management of the Trust

5A.  Management's Discussion of         Cover Page
     Fund Performance

6.   Capital Stock and Other            The Trust; Description of the Trust
     Securities

7.   Purchase of Securities             The Trust; Net Asset Value;   Being
     Offered                            Distribution and Redemption of
                                        Shares; Inquiries

8.   Redemption or Repurchase           The Trust; Distribution and
                                        Redemption of Shares; Inquires

9.   Pending Legal Proceedings          *

           PART B - STATEMENT OF ADDITIONAL INFORMATION

10.  Cover Page                         Cover Page

11.  Table of Contents                  Table of Contents

12.  General Information and            The Trust; General Information;
     History                            Ownership of Shares

13.  Investment Objectives              Investment Objectives and Policies

14.  Management of the Fund             SunAmerica Asset Management Corp.;
                                        Officers and Trustees of the Trust

15.  Control Persons and                Ownership of Shares
     Principal Holders of Securities

16.  Investment Advisory and            SunAmerica Asset Management Corp.
     Other Services                     and Wellington Management Company;
                                        Custodian

17.  Brokerage Allocation               Portfolio Transactions and Brokerage

18.  Capital Stock and Other            General Information
     Securities

19.  Purchase, Redemption and           Net Asset Value
     Pricing of Securities
     Being Offered

20.  Tax Status                         Dividends, Distributions and Taxes

21.  Underwriters                       *

22.  Calculation of Yield Quotations    Net Asset Value
     of Money Market Funds

23.  Financial Statements               Financial Statements

</TABLE>
                                     PART C

     Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.

*    Omitted from the Prospectus or Statement of Additional Information
because the item is not applicable.
<PAGE>   3
 
   
                        PROSPECTUS -- FEBRUARY 29, 1996
    
- --------------------------------------------------------------------------------
                              ANCHOR SERIES TRUST
- --------------------------------------------------------------------------------
                                 P.O. BOX 54299
                      LOS ANGELES, CALIFORNIA, 90054-0299
                                 (800) 445-7862
 
     Anchor Series Trust (the "Trust") is an open-end diversified management
investment company. The Trust includes twelve Portfolios, each of which has its
own investment objective and policies.
 
     Shares of the Trust are issued and redeemed only in connection with
investments in and payments under variable annuity contracts and variable life
insurance policies. The contracts involve fees and expenses not described in
this Prospectus and may also involve certain restrictions or limitations on the
allocation of purchase payments or contract values to one or more series of the
Trust. Certain Portfolios of the Trust may not be available in connection with a
particular contract. See the applicable contract prospectus for information
regarding contract fees and expenses and any restrictions or limitations.
 
     The twelve Portfolios of the Trust are as follows:
 
     The FOREIGN SECURITIES PORTFOLIO seeks long-term capital appreciation
through investment primarily in equity securities issued by foreign companies.
 
     The CAPITAL APPRECIATION PORTFOLIO seeks long-term capital
appreciation.This Portfolio invests in growth equity securities which are widely
diversified by industry and company and may engage in transactions involving
stock index futures and options thereon as a hedge against changes in market
conditions.
 
     The GROWTH PORTFOLIO seeks capital appreciation primarily through
investments in growth equity securities. This Portfolio may engage in
transactions involving stock index futures and options thereon as a hedge
against changes in market conditions.
 
     The NATURAL RESOURCES PORTFOLIO seeks a total return in excess of the U.S.
rate of inflation as represented by the Consumer Price Index. This Portfolio
invests primarily in equity securities of U.S. or foreign companies which are
expected to provide favorable returns in periods of rising inflation.
 
   
     The GROWTH AND INCOME PORTFOLIO (formerly, the Convertible Securities
Portfolio) seeks to provide high current income and long-term capital
appreciation by investing primarily in securities that provide the potential for
growth and offer income, such as dividend-paying stocks and securities
convertible into common stock.
    
 
     The STRATEGIC MULTI-ASSET PORTFOLIO seeks high long-term total investment
return by investing in equity securities, aggressive growth equity securities,
international equity securities, investment grade bonds, high-yield, high-risk
bonds and money market instruments.
 
     The list of Portfolios continues on the next page.
 
     As a result of the market risk inherent in any investment, there is no
assurance that the investment objective of any of the Portfolios will be
realized. INVESTMENTS IN A PORTFOLIO ARE NEITHER INSURED NOR GUARANTEED BY THE
U.S. GOVERNMENT OR ANY OTHER ENTITY OR PERSON.
 
   
     This Prospectus sets forth concisely the information that a prospective
investor ought to know before investing in the Trust. Please read it carefully
and retain it for future reference. Further information about the performance of
the Portfolios is contained in the Trust's Annual Report to Shareholders. A
Statement of Additional Information dated February 29, 1996 has been filed with
the Securities and Exchange Commission. The Annual Report to Shareholders and
the Statement of Additional Information may be obtained upon request and without
charge by writing to the Trust at the above address or by calling (800)
445-7862.
    
                    ----------------------------------------
 
    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
     AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
     SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
          PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
             REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
                    ----------------------------------------
<PAGE>   4
 
     The MULTI-ASSET PORTFOLIO seeks long-term total investment return
consistent with moderate investment risk by investing in equity securities,
convertible securities, investment grade fixed income securities and money
market securities.
 
   
     The HIGH YIELD PORTFOLIO seeks to produce high current income. A secondary
investment objective is capital appreciation. The Portfolio invests in
high-yielding, high-risk, income producing corporate bonds. IN ADDITION TO OTHER
RISKS, THESE HIGH-YIELD, HIGH-RISK BONDS TYPICALLY ARE SUBJECT TO GREATER MARKET
FLUCTUATIONS AND RISK LOSS OF INCOME AND PRINCIPAL DUE TO DEFAULT BY THE ISSUER
THAN ARE INVESTMENTS IN LOWER-YIELDING, HIGHER-RATED BONDS. SEE "RISK
FACTORS -- HIGH YIELD BONDS" UNDER "HIGH YIELD PORTFOLIO" FOR A DISCUSSION OF
THE RISKS ASSOCIATED WITH HIGH-YIELD, HIGH-RISK SECURITIES.
    
 
   
     The TARGET '98 PORTFOLIO seeks a predictable compounded investment return
for the specified time period, consistent with preservation of capital by
investing primarily in zero coupon securities and current interest-bearing,
investment grade debt obligations which are issued by the U.S. Government, its
agencies and instrumentalities, and both domestic and foreign corporations.
    
 
     The FIXED INCOME PORTFOLIO seeks a high level of current income consistent
with preservation of capital and invests primarily in investment grade, fixed
income securities.
 
   
     The GOVERNMENT AND QUALITY BOND PORTFOLIO seeks relatively high current
income, liquidity and security of principal. This Portfolio invests in
obligations issued, guaranteed or insured by the U.S. Government, its agencies
or instrumentalities and in corporate debt securities rated Aa or better by
Moody's Investors Service, Inc. or AA or better by Standard and Poor's Ratings
Services.
    
 
     The MONEY MARKET PORTFOLIO seeks current income consistent with stability
of principal through investment in a diversified portfolio of money market
instruments maturing in 397 days or less. THE MONEY MARKET PORTFOLIO SEEKS TO
MAINTAIN A STABLE PRICE PER SHARE, BUT THERE IS NO ASSURANCE THAT THIS PORTFOLIO
WILL CONTINUE TO MAINTAIN SUCH STABILITY.
<PAGE>   5
 
                               TABLE OF CONTENTS
 
   
<TABLE>
<CAPTION>
                                                 ITEM                                                   PAGE
- ------------------------------------------------------------------------------------------------------  ----
<S>                                                                                                     <C>
FINANCIAL HIGHLIGHTS..................................................................................    2
THE TRUST.............................................................................................    5
INVESTMENT OBJECTIVES AND POLICIES....................................................................    5
    Equity Portfolios.................................................................................    5
      Foreign Securities Portfolio....................................................................    5
      Capital Appreciation Portfolio..................................................................    7
      Growth Portfolio................................................................................    8
      Natural Resources Portfolio.....................................................................    8
      Growth and Income Portfolio.....................................................................   10
    Managed Portfolios................................................................................   11
      Strategic Multi-Asset Portfolio.................................................................   11
      Multi-Asset Portfolio...........................................................................   12
    Income Portfolios.................................................................................   12
      High Yield Portfolio............................................................................   12
      Target '98 Portfolio............................................................................   14
      Fixed Income Portfolio..........................................................................   15
      Government and Quality Bond Portfolio...........................................................   16
    Money Market Portfolio............................................................................   17
    Repurchase Agreements.............................................................................   18
    Illiquid Securities...............................................................................   18
    Hedging and Income Enhancement Strategies.........................................................   19
INVESTMENT RESTRICTIONS...............................................................................   20
SPECIAL CONSIDERATIONS................................................................................   21
MANAGEMENT OF THE TRUST...............................................................................   21
    The Trustees......................................................................................   21
    SAAMCo............................................................................................   21
    Wellington Management Company.....................................................................   22
    Portfolio Management..............................................................................   23
    Custodian, Transfer and Dividend Paying Agent.....................................................   23
    Expenses of the Trust.............................................................................   24
PORTFOLIO TRANSACTIONS................................................................................   24
NET ASSET VALUE.......................................................................................   24
DIVIDENDS, DISTRIBUTIONS AND TAXES....................................................................   25
DESCRIPTION OF THE TRUST..............................................................................   25
REPORTS AND INDEPENDENT ACCOUNTANTS...................................................................   26
DISTRIBUTION AND REDEMPTION OF SHARES; INQUIRIES......................................................   26
APPENDIX A
</TABLE>
    
 
                                       (i)
<PAGE>   6
 
- --------------------------------------------------------------------------------
                             FINANCIAL HIGHLIGHTS*
- --------------------------------------------------------------------------------
 
                              ANCHOR SERIES TRUST
   
     The following selected Financial Highlights have been audited by Price
Waterhouse LLP, independent accountants, whose unqualified report for the 5
years in the period ended December 31, 1995 is included in the Trust's Annual
Report. This information should be read in conjunction with the financial
statements and notes thereto, which are included in the Statement of Additional
Information.
    
   
<TABLE>
<CAPTION>
                                                                           DIVIDENDS
                                         NET REALIZED                       DECLARED       DIVIDENDS         NET
              NET ASSET        NET       & UNREALIZED                       FROM NET        FROM NET        ASSET
                VALUE        INVEST-      GAIN (LOSS)      TOTAL FROM       INVEST-         REALIZED        VALUE
   YEAR       BEGINNING       MENT            ON           INVESTMENT         MENT          GAIN ON        END OF       TOTAL
  ENDED       OF PERIOD      INCOME       INVESTMENTS      OPERATIONS        INCOME       INVESTMENTS      PERIOD      RETURN
- ------------------------------------------------------------------------------------------------------------------------------
<S>           <C>            <C>         <C>               <C>             <C>            <C>              <C>         <C>
                                                 Foreign Securities Portfolio
3/23/87-
 12/31/87       $10.00       $ 0.02+        $ (1.22)         $ (1.20)        $(0.02)         $--           $  8.78       (13.1)%
12/31/88          8.78         0.11+           1.82             1.93          (0.08)         --              10.63        22.0
12/31/89         10.63         0.13            2.96             3.09          (0.02)         --              13.70        29.1
12/31/90         13.70         0.18           (1.88)           (1.70)         (0.30)          (1.45)         10.25       (12.8)
12/31/91         10.25         0.07           (0.09)           (0.02)         (0.12)         --              10.11        (0.3)
12/31/92         10.11         0.13           (1.43)           (1.30)         (0.06)          (0.28)          8.47       (13.1)
12/31/93          8.47         0.05            2.50             2.55          (0.09)         --              10.93        30.2
12/31/94         10.93         0.11           (0.46)           (0.35)         (0.03)         --              10.55        (3.2)
12/31/95         10.55         0.13            1.19             1.32          (0.05)          (0.01)         11.81        12.6
 
                                                Capital Appreciation Portfolio
3/23/87-
 12/31/87        10.00         0.03+          (1.69)           (1.66)         (0.04)          (0.35)          7.95       (16.5)
12/31/88          7.95         0.09            1.64             1.73          (0.05)         --               9.63        21.1
12/31/89          9.63         0.18            2.23             2.41          (0.01)         --              12.03        25.0
12/31/90         12.03         0.13           (2.04)           (1.91)         (0.29)          (0.02)          9.81       (16.2)
12/31/91          9.81         0.09            5.41             5.50          (0.01)          (0.07)         15.23        56.1
12/31/92         15.23         0.01            3.70             3.71          (0.07)          (1.12)         17.75        25.9
12/31/93         17.75        (0.03)           3.73             3.70          (0.01)          (1.16)         20.28        21.1
12/31/94         20.28        (0.02)          (0.71)           (0.73)         --              (2.04)         17.51        (3.8)
12/31/95         17.51         0.06            6.00             6.06          (0.15)          (0.20)         23.22        34.6
 
                                                       Growth Portfolio

12/31/86         13.01         0.28            0.93             1.21          (0.18)          (0.05)         13.99         9.3
12/31/87         13.99         0.25           (0.04)            0.21          (0.48)          (1.27)         12.45         0.6
12/31/88         12.45         0.22            1.37             1.59          --             --              14.04        12.8
12/31/89         14.04         0.31            3.91             4.22          (0.29)         --              17.97        30.1
12/31/90         17.97         0.27           (0.50)           (0.23)         (0.56)          (1.72)         15.46        (1.6)
12/31/91         15.46         0.22            6.05             6.27          (0.12)          (0.21)         21.40        40.8
12/31/92         21.40         0.09            0.99             1.08          (0.19)          (0.62)         21.67         5.4
12/31/93         21.67         0.05            1.60             1.65          (0.08)          (0.92)         22.32         7.8
12/31/94         22.32         0.05           (1.03)           (0.98)         (0.05)          (3.11)         18.18        (4.7)
12/31/95         18.18         0.11            4.62             4.73          (0.05)          (3.38)         19.48        26.3
 
                                                 Natural Resources Portfolio

12/31/88         10.00         0.33+           0.84             1.17          (0.17)         --              11.00        11.7
12/31/89         11.00         0.39            1.63             2.02          (0.12)         --              12.90        18.3
12/31/90         12.90         0.33           (2.10)           (1.77)         (0.61)          (0.80)          9.72       (15.0)
12/31/91          9.72         0.26            0.21             0.47          (0.13)         --              10.06         4.9
12/31/92         10.06         0.21            0.05             0.26          (0.39)         --               9.93         2.5
12/31/93          9.93         0.15            3.42             3.57          (0.17)         --              13.33        36.2
12/31/94         13.33         0.23           (0.09)            0.14          (0.09)          (0.09)         13.29         1.0
12/31/95         13.29         0.18            2.15             2.33          (0.21)          (0.29)         15.12        17.5


<CAPTION>
              NET                        RATIO OF NET
             ASSETS       RATIO OF        INVESTMENT
             END OF      EXPENSES TO       INCOME TO       PORTFOLIO
   YEAR      PERIOD      AVERAGE NET      AVERAGE NET      TURNOVER
  ENDED     (000'S)        ASSETS           ASSETS           RATE
- --------------------------------------------------------------------
<S>           <C>        <C>             <C>               <C>
                   Foreign Securities Portfolio
3/23/87-
 12/31/87   $ 12,284          1.8%#+           0.3%            85.0%
12/31/88      16,785          1.7+             1.1+            79.5
12/31/89      45,261          1.8              1.1             61.8
12/31/90      34,237          1.7              1.3             75.1
12/31/91      30,823          1.4              0.7             64.2
12/31/92      29,204          1.3              1.4            144.2
12/31/93      72,579          1.3              0.5             47.7
12/31/94      68,641          1.2              1.0             73.9
12/31/95      53,609          1.2              1.2             33.0

                    Capital Appreciation Portfolio
3/23/87-
 12/31/87      7,849          1.5#+            0.5#+          115.0
12/31/88      19,976          1.1              1.0             30.3
12/31/89      35,951          1.0              1.6             30.9
12/31/90      27,568          1.0              1.2             37.2
12/31/91      45,976          1.0              0.7             72.9
12/31/92      83,414          0.9              0.1             92.9
12/31/93     182,515          0.9             (0.2)           111.2
12/31/94     229,544          0.8             (0.1)            64.0
12/31/95     356,218          0.8              0.3             60.1

                        Growth Portfolio

12/31/86     211,211          0.9              2.1             33.7
12/31/87     210,736          0.9              1.6             81.6
12/31/88     195,105          1.0              1.6             37.6
12/31/89     171,593          1.0              1.8             26.9
12/31/90     151,527          0.9              1.6             22.2
12/31/91     231,857          0.9              1.2             36.9
12/31/92     279,291          0.9              0.5             37.9
12/31/93     311,050          0.9              0.2             66.3
12/31/94     246,149          0.8              0.2             74.8
12/31/95     307,857          0.9              0.6             92.1

                    Natural Resources Portfolio

12/31/88      12,324          1.6+             3.2+            20.0
12/31/89      16,971          1.5              3.3             38.2
12/31/90      14,954          1.4              3.0             26.6
12/31/91       9,407          1.2              2.5              2.6
12/31/92       8,796          1.3              2.1             18.7
12/31/93      18,255          1.1              1.3             34.5
12/31/94      21,230          1.0              1.7             36.0
12/31/95      28,941          1.0              1.3             32.0

# Annualized.
+ Net of expense reimbursement.
* Selected data for a share of beneficial interest outstanding throughout each period (calculated based upon average shares
 outstanding).
</TABLE>
    
 
                                        2
<PAGE>   7
 
- --------------------------------------------------------------------------------
                       FINANCIAL HIGHLIGHTS* (CONTINUED)
- --------------------------------------------------------------------------------
                              ANCHOR SERIES TRUST
   
<TABLE>
<CAPTION>
                                                                           DIVIDENDS
                                         NET REALIZED                       DECLARED       DIVIDENDS         NET
              NET ASSET        NET       & UNREALIZED                       FROM NET        FROM NET        ASSET
                VALUE        INVEST-      GAIN (LOSS)      TOTAL FROM       INVEST-         REALIZED        VALUE
   YEAR       BEGINNING       MENT            ON           INVESTMENT         MENT          GAIN ON        END OF       TOTAL
  ENDED       OF PERIOD      INCOME       INVESTMENTS      OPERATIONS        INCOME       INVESTMENTS      PERIOD      RETURN
- ------------------------------------------------------------------------------------------------------------------------------
<S>           <C>            <C>         <C>               <C>             <C>            <C>              <C>         <C>
                                                 Growth and Income Portfolio
1/23/87-
 12/31/87       $10.00       $ 0.42+        $ (1.56)         $ (1.14)        $(0.42)         $--           $  8.44       (12.6)%
12/31/88          8.44         0.57            0.65             1.22          (0.55)         --               9.11        14.5
12/31/89          9.11         0.57            0.77             1.34          --             --              10.45        14.7
12/31/90         10.45         0.63           (0.98)           (0.35)         (1.34)         --               8.76        (3.8)
12/31/91          8.76         0.64            1.70             2.34          (0.12)         --              10.98        26.8
12/31/92         10.98         0.65            1.50             2.15          (0.64)         --              12.49        20.1
12/31/93         12.49         0.61            2.11             2.72          (0.55)          (0.08)         14.58        22.0
12/31/94         14.58         0.66           (1.96)           (1.30)         (0.52)          (1.20)         11.56        (9.7)
12/31/95         11.56         0.61            1.29             1.90          (0.83)          (0.62)         12.01        16.6
 
                                               Strategic Multi-Asset Portfolio
1/13/87-
 12/31/87        10.00         0.25           (0.97)           (0.72)         (0.25)          (0.03)          9.00        (7.8)
12/31/88          9.00         0.36            0.98             1.34          (0.28)         --              10.06        14.9
12/31/89         10.06         0.41            1.58             1.99          (0.05)         --              12.00        19.8
12/31/90         12.00         0.38           (1.26)           (0.88)         (0.83)          (0.12)         10.17        (7.8)
12/31/91         10.17         0.26            2.20             2.46          --             --              12.63        24.2
12/31/92         12.63         0.23            0.25             0.48          (0.34)          (0.32)         12.45         3.9
12/31/93         12.45         0.21            1.68             1.89          (0.28)         --              14.06        15.3
12/31/94         14.06         0.24           (0.53)           (0.29)         (0.20)          (2.28)         11.29        (2.6)
12/31/95         11.29         0.32            2.18             2.50          (0.23)          (1.78)         11.78        22.8
 
                                                    Multi-Asset Portfolio
3/23/87-
 12/31/87        10.00         0.33           (0.76)           (0.43)         (0.33)          (0.05)          9.19        (4.9)
12/31/88          9.19         0.44            0.44             0.88          (0.42)         --               9.65         9.6
12/31/89          9.65         0.48            1.42             1.90          (0.01)         --              11.54        19.7
12/31/90         11.54         0.48           (0.30)            0.18          (1.03)         --              10.69         1.6
12/31/91         10.69         0.45            2.45             2.90          (0.06)         --              13.53        27.3
12/31/92         13.53         0.41            0.67             1.08          (0.47)          (0.35)         13.79         8.2
12/31/93         13.79         0.36            0.63             0.99          (0.44)          (0.46)         13.88         7.3
12/31/94         13.88         0.39           (0.60)           (0.21)         (0.47)          (1.49)         11.71        (1.7)
12/31/95         11.71         0.40            2.47             2.87          (0.49)          (1.05)         13.04        24.9
 
                                                     High Yield Portfolio

12/31/86         10.00         1.01            0.65             1.66          --             --              11.66         5.1
12/31/87         11.66         1.15           (1.51)           (0.36)         (1.48)          (0.02)          9.80         1.7
12/31/88          9.80         1.23            0.17             1.40          (1.18)         --              10.02        14.3
12/31/89         10.02         1.27           (1.53)           (0.26)         (0.07)         --               9.69        (2.8)
12/31/90          9.69         0.99           (1.85)           (0.86)         (2.87)         --               5.96       (10.8)
12/31/91          5.96         0.81            1.16             1.97          (0.05)         --               7.88        33.1
12/31/92          7.88         0.81            0.28             1.09          (0.58)         --               8.39        13.9
12/31/93          8.39         0.79            0.79             1.58          (0.54)         --               9.43        19.1
12/31/94          9.43         0.15           (0.56)           (0.41)         (1.15)         --               7.87        (4.5)
12/31/95          7.87         0.77            0.67             1.44          (0.98)         --               8.33        18.8
 

<CAPTION>
              NET                        RATIO OF NET
             ASSETS       RATIO OF        INVESTMENT
             END OF      EXPENSES TO       INCOME TO       PORTFOLIO
   YEAR      PERIOD      AVERAGE NET      AVERAGE NET      TURNOVER
  ENDED     (000'S)        ASSETS           ASSETS           RATE
- --------------------------------------------------------------------
<S>           <C>        <C>             <C>               <C>
                     Growth and Income Portfolio
1/23/87-
 12/31/87   $ 14,577          1.2%#            5.6%#           81.3%
12/31/88      17,653          1.0              6.1             52.8
12/31/89      19,027          1.0              5.6             77.0
12/31/90      13,352          1.1              6.6            107.0
12/31/91      14,551          1.1              6.4            109.0
12/31/92      23,723          1.0              5.6             86.5
12/31/93      41,555          0.9              4.4             86.2
12/31/94      34,995          0.9              4.9             50.7
12/31/95      32,008          0.9              5.2             88.8

                   Strategic Multi-Asset Portfolio
1/13/87-
 12/31/87     65,066          1.5#             3.4#            68.9
12/31/88      83,479          1.4              3.7             37.4
12/31/89     108,434          1.4              3.7             36.6
12/31/90      87,329          1.4              3.4             28.0
12/31/91      88,585          1.3              2.3             42.0
12/31/92      79,621          1.3              1.8             57.5
12/31/93      76,466          1.3              1.2             73.9
12/31/94      65,357          1.3              1.8             63.7
12/31/95      64,026          1.3              2.7             36.9

                        Multi-Asset Portfolio
3/23/87-
 12/31/87    130,684          1.2#             4.5#            58.5
12/31/88     161,622          1.2              4.5             30.8
12/31/89     168,986          1.2              4.4             36.9
12/31/90     151,329          1.2              4.4             48.7
12/31/91     177,429          1.2              3.8             50.7
12/31/92     207,533          1.1              3.1             38.6
12/31/93     208,900          1.1              2.6             48.2
12/31/94     164,159          1.1              3.0             82.5
12/31/95     168,243          1.1              3.2             85.9

                       High Yield Portfolio

12/31/86      54,124          1.0              9.6             71.7
12/31/87      52,783          0.9              9.9             71.3
12/31/88      57,916          0.9             11.4             41.5
12/31/89      33,430          1.0             12.2             43.9
12/31/90      20,695          1.0             13.2             50.9
12/31/91      33,046          1.0             11.3             54.9
12/31/92      47,140          0.9              9.7            134.9
12/31/93      79,303          0.9              8.5            121.1
12/31/94      48,057          0.9              9.0             97.9
12/31/95      46,817          0.9              9.2             68.1

# Annualized.
+ Net of expense reimbursement.
* Selected data for a share of beneficial interest outstanding throughout each period (calculated based upon average shares
  outstanding).
</TABLE>
    
 
                                        3
<PAGE>   8
 
- --------------------------------------------------------------------------------
                       FINANCIAL HIGHLIGHTS* (CONTINUED)
- --------------------------------------------------------------------------------
                              ANCHOR SERIES TRUST
   
<TABLE>
<CAPTION>
                                                                           DIVIDENDS
                                         NET REALIZED                       DECLARED       DIVIDENDS         NET
              NET ASSET        NET       & UNREALIZED                       FROM NET        FROM NET        ASSET
                VALUE        INVEST-      GAIN (LOSS)      TOTAL FROM       INVEST-         REALIZED        VALUE
   YEAR       BEGINNING       MENT            ON           INVESTMENT         MENT          GAIN ON        END OF       TOTAL
  ENDED       OF PERIOD      INCOME       INVESTMENTS      OPERATIONS        INCOME       INVESTMENTS      PERIOD      RETURN
- ------------------------------------------------------------------------------------------------------------------------------
<S>           <C>            <C>         <C>               <C>             <C>            <C>              <C>         <C>
                                                     Target '98 Portfolio
5/2/88-
 12/31/88       $10.00       $ 0.49+        $  0.23          $  0.72         $(0.16)         $--           $ 10.56         7.9%
12/31/89         10.56         0.84            0.99             1.83          (0.05)         --              12.34        17.3
12/31/90         12.34         0.87           (0.12)            0.75          (1.54)          (0.08)         11.47         1.7
12/31/91         11.47         0.83            1.33             2.16          --             --              13.63        18.9
12/31/92         13.63         0.82            0.16             0.98          (0.79)          (0.25)         13.57         7.2
12/31/93         13.57         0.82            0.71             1.53          (0.93)          (0.23)         13.94        11.2
12/31/94         13.94         0.83           (1.39)           (0.56)         (1.11)          (0.07)         12.20        (4.1)
12/31/95         12.20         0.86            0.88             1.74          (1.30)         --              12.64        14.6
 
                                                    Fixed Income Portfolio

12/31/86         12.75         0.95            0.75             1.70          (0.35)          (0.01)         14.09        13.6
12/31/87         14.09         1.01           (1.10)           (0.09)         (1.51)          (0.11)         12.38         0.8
12/31/88         12.38         0.98           (0.11)            0.87          (1.14)         --              12.11         7.0
12/31/89         12.11         0.98            0.58             1.56          --             --              13.67        12.6
12/31/90         13.67         0.96            0.01             0.97          (2.07)         --              12.57         7.9
12/31/91         12.57         0.96            0.95             1.91          (0.05)         --              14.43        15.2
12/31/92         14.43         0.98           (0.04)            0.94          (1.06)         --              14.31         6.5
12/31/93         14.31         0.95            0.19             1.14          (0.91)         --              14.54         8.0
12/31/94         14.54         0.89           (1.36)           (0.47)         (1.17)         --              12.90        (3.2)
12/31/95         12.90         0.90            1.52             2.42          (1.16)         --              14.16        19.2
 
                                            Government and Quality Bond Portfolio

12/31/86         12.77         1.17            0.11             1.28          (0.33)           0.02          13.70        10.3
12/31/87         13.70         1.11           (1.01)            0.10          (1.83)         --              11.97         1.6
12/31/88         11.97         1.13           (0.08)            1.05          (1.43)         --              11.59         8.8
12/31/89         11.59         1.10            0.71             1.81          --             --              13.40        15.6
12/31/90         13.40         1.05           (0.09)            0.96          (2.30)         --              12.06         7.8
12/31/91         12.06         1.00            1.08             2.08          (0.11)         --              14.03        17.3
12/31/92         14.03         1.02           (0.05)            0.97          (1.07)         --              13.93         6.9
12/31/93         13.93         0.90            0.25             1.15          (0.86)         --              14.22         8.3
12/31/94         14.22         0.86           (1.30)           (0.44)         (0.73)          (0.19)         12.86        (3.1)
12/31/95         12.86         0.90            1.55             2.45          (1.08)         --              14.23        19.4
 
                                                    Money Market Portfolio

12/31/86          1.00         0.06          --                 0.06          (0.06)         --               1.00       --
12/31/87          1.00         0.06          --                 0.06          (0.06)         --               1.00       --
12/31/88          1.00         0.07          --                 0.07          (0.07)         --               1.00       --
12/31/89          1.00         0.08          --                 0.08          (0.08)         --               1.00         8.2
12/31/90          1.00         0.07          --                 0.07          (0.07)         --               1.00         7.4
12/31/91          1.00         0.06          --                 0.06          (0.06)         --               1.00         5.6
12/31/92          1.00         0.03          --                 0.03          (0.03)         --               1.00         3.4
12/31/93          1.00         0.02          --                 0.02          (0.02)         --               1.00         2.0
12/31/94          1.00         0.04          --                 0.04          (0.04)         --               1.00         3.8
12/31/95          1.00         0.05          --                 0.05          (0.05)         --               1.00         5.6



<CAPTION>
              NET                        RATIO OF NET
             ASSETS       RATIO OF        INVESTMENT
             END OF      EXPENSES TO       INCOME TO       PORTFOLIO
   YEAR      PERIOD      AVERAGE NET      AVERAGE NET      TURNOVER
  ENDED     (000'S)        ASSETS           ASSETS           RATE
- --------------------------------------------------------------------
<S>           <C>        <C>             <C>               <C>
                       Target '98 Portfolio
5/2/88-
 12/31/88   $  5,718          0.8%#+           7.8%            13.0%
12/31/89      15,385          1.1              7.3             21.9
12/31/90      14,614          1.0              7.5              6.8
12/31/91      12,553          1.0              6.9             14.4
12/31/92      19,227          0.9              6.0             37.3
12/31/93      20,500          0.9              5.7             20.8
12/31/94      19,194          0.8              6.5              9.2
12/31/95      12,774          0.9              6.7             38.6

                      Fixed Income Portfolio

12/31/86      88,924          0.8              7.5             42.8
12/31/87      56,410          0.8              7.4             57.0
12/31/88      48,044          0.8              7.6             45.6
12/31/89      42,512          0.9              7.6             34.0
12/31/90      34,392          0.9              7.5             52.2
12/31/91      37,887          0.9              7.2             55.3
12/31/92      40,001          0.8              6.8             31.8
12/31/93      41,116          0.8              6.3             45.9
12/31/94      28,582          0.8              6.5             56.5
12/31/95      27,975          0.8              6.5             76.7

               Government and Quality Bond Portfolio

12/31/86     238,701          0.8              9.2             28.0
12/31/87     267,091          0.8              8.7             36.0
12/31/88     195,984          0.8              8.9            120.5
12/31/89     163,082          0.8              8.6             71.8
12/31/90     155,522          0.8              8.5             63.3
12/31/91     197,463          0.8              7.8             87.5
12/31/92     207,860          0.8              7.3             76.4
12/31/93     264,660          0.7              6.2             93.2
12/31/94     232,530          0.7              6.4            117.6
12/31/95     225,579          0.7              6.5            135.2

                     Money Market Portfolio

12/31/86      41,771          0.7              5.9            --
12/31/87      83,360          0.7              6.4            --
12/31/88     171,364          0.7              7.2            --
12/31/89     248,774          0.7              8.6            --
12/31/90     181,956          0.7              7.6            --
12/31/91     119,855          0.7              5.7            --
12/31/92     127,262          0.6              3.3            --
12/31/93      99,309          0.6              2.7            --
12/31/94     126,004          0.6              3.8            --
12/31/95      93,692          0.6              5.5            --

# Annualized.
+ Net of expense reimbursement.
* Selected data for a share of beneficial interest outstanding throughout each period (calculated based upon average shares
 outstanding).
</TABLE>
    
 
                                        4
<PAGE>   9
 
- --------------------------------------------------------------------------------
 
                                   THE TRUST
- --------------------------------------------------------------------------------
 
   
     ANCHOR SERIES TRUST (the "Trust") is an open-end diversified management
investment company. This Prospectus includes the twelve separate portfolios of
the Trust which are the: Foreign Securities Portfolio, Capital Appreciation
Portfolio, Growth Portfolio, Natural Resources Portfolio, Growth and Income
Portfolio (formerly, the Convertible Securities Portfolio), Strategic
Multi-Asset Portfolio, Multi-Asset Portfolio, High Yield Portfolio, Target '98
Portfolio, Fixed Income Portfolio, Government and Quality Bond Portfolio, and
Money Market Portfolio (each a "Portfolio" and collectively the "Portfolios").
The Trust issues a separate series of shares for each Portfolio, which in some
instances have rights separate from other series of shares. The Trustees may
provide for additional portfolios from time to time. The Declaration of Trust
permits the Trustees to issue an unlimited number of full or fractional shares
of each series of shares. (See "Dividends, Distributions and Taxes.")
    
 
   
     SunAmerica Asset Management Corp. ("SAAMCo" or the "Adviser"), an indirect
wholly owned subsidiary of SunAmerica Inc., serves as investment adviser for all
the portfolios of the Trust. (See "SAAMCo.") Wellington Management Company
("WMC" or the "Sub-Adviser") serves as sub-adviser for all the Portfolios of the
Trust. (See "Wellington Management Company.") When referred to collectively
herein, SAAMCo and WMC shall be referred to as the "Advisers."
    
 
   
     Shares of the Portfolios are issued and redeemed only in connection with
investments in and payments under variable annuity contracts and variable life
insurance policies ("Variable Contracts") of Anchor National Life Insurance
Company, First SunAmerica Life Insurance Company, Phoenix Mutual Life Insurance
Company and Presidential Life Insurance Company (the "Life Companies"). Certain
series of the Trust may not be available in connection with a particular
contract. Anchor National Life Insurance Company and First SunAmerica Life
Insurance Company are under common control with, and therefore are affiliated
with, the Adviser. Phoenix Mutual Life Insurance Company and Presidential Life
Insurance Company are not affiliates of the Adviser. The Trust does not foresee
a disadvantage to contract owners arising out of the fact that the Trust offers
its shares for Variable Contracts other than those offered by life insurance
companies affiliated with the Adviser. Nevertheless, the Trust's Board of
Trustees intends to monitor events in order to identify any material
irreconcilable conflicts which may possibly arise and to determine what action,
if any, should be taken in response thereto. If such a conflict were to occur,
one or more insurance company separate accounts might withdraw their investments
in the Trust. This might force the Trust to sell portfolio securities at
disadvantageous prices.
    
 
- --------------------------------------------------------------------------------
 
                       INVESTMENT OBJECTIVES AND POLICIES
- --------------------------------------------------------------------------------
 
     Each Portfolio of the Trust has a different investment objective which it
pursues through separate investment policies as described below. Each Portfolio
is managed separately and the risks and opportunities of each Portfolio should
be examined separately. The differences in objectives and policies among the
Portfolios can be expected to affect the investment return of each Portfolio and
the degree of market and financial risk of each Portfolio. The investment
objective of each Portfolio stated below may not be changed without the approval
of the holders of the outstanding shares of each Portfolio affected. There is no
assurance that the investment objectives of the various Portfolios will be met.
 
                               EQUITY PORTFOLIOS
 
                          FOREIGN SECURITIES PORTFOLIO
 
   
     The investment objective of this Portfolio is long-term capital
appreciation through investment in a diversified portfolio of primarily equity
securities issued by foreign companies and primarily denominated in foreign
currencies. When, in the opinion of the Sub-Adviser, non-U.S. dollar denominated
fixed income securities offer attractive capital appreciation potential, the
Portfolio may invest up to 20% of its assets in such securities issued by
domestic and foreign companies, foreign governments and their agencies and
instrumentalities and supranational agencies. Investments will cover a broad
range of companies and industries in a number of foreign countries. The
Sub-Adviser anticipates that, under normal market conditions, the Portfolio will
diversify its investments among a minimum of five countries.
    
 
                                        5
<PAGE>   10
 
     Securities will be selected on the basis of fundamental analysis to
identify those companies which, in the judgment of the Sub-Adviser, possess
above-average capital appreciation potential. In addition to fundamental
analysis of companies and their industries, the Sub-Adviser evaluates the
economic and political climate of the country in which the company is located
and the principal securities markets in which such securities are traded. The
Sub-Adviser believes that fundamental analysis coupled with diversification
among a number of countries and among a broad range of companies may serve to
lessen the risks which may be associated with investing in foreign securities.
 
     By investing in foreign securities, the Portfolio attempts to take
advantage of differences between economic trends and the performance of
securities markets in various countries. To date, the market values of
securities of companies located in many countries have moved relatively
independently of each other and during certain periods the return on equity
investments in some countries has exceeded the return of similar investments in
the United States. It may be possible to obtain significant appreciation from a
portfolio of foreign investments and also achieve increased diversification. The
Portfolio achieves increased diversification by combining securities from
various countries that offer different investment opportunities and are affected
by different economic trends. International diversification reduces the effect
that events in any one country will have on overall investment returns. Of
course, negative movement by investments in one foreign market represented in
the Portfolio may offset gains from investments in another country's markets.
 
     Depending upon market conditions, the Portfolio may be invested primarily
in foreign securities. All or a portion of the foreign securities purchased by
the Portfolio may be in the form of American Depositary Receipts ("ADRs") or
Global Depositary Receipts ("GDRs"). ADRs are typically issued by a U.S. bank or
trust company, and evidence ownership of underlying securities issued by a
foreign corporation. GDRs are issued globally, and evidence a similar ownership
arrangement. Generally, ADRs are designed for trading in the United States
securities markets, and GDRs are designed for trading in non-U.S. securities
markets.
 
   
     A significant portion of the Portfolio's equity investments are expected to
be in securities which are not listed for trading on domestic securities
exchanges and, although publicly traded, may be less liquid than securities
issued by larger, more seasoned companies which trade on domestic securities
exchanges. The Portfolio's policy of investing in smaller, less seasoned
companies will subject the Portfolio to greater risk than may be involved in
investing in securities which are not selected for such growth characteristics.
The Portfolio may invest up to 10% of its assets in securities which are
illiquid due to restrictions as to resale under the Securities Act of 1933, as
amended (the "1933 Act") or for which market quotations are not readily
available. To the extent such investments are made, the Portfolio may have less
freedom of disposition at possibly less favorable prices than would be the case
for securities not subject to such restrictions. This limitation does not apply
to securities that are eligible for resale in accordance with Rule 144A under
the 1933 Act and that have legal or contractual restrictions on resale but have
a readily available market and therefore are not considered illiquid by the
Sub-Adviser. (See "Illiquid Securities" below and in the Statement of Additional
Information.)
    
 
     The Sub-Adviser will not attempt to actively time either short-term market
trends or short-term currency trends in any market. The Portfolio may enter into
forward foreign exchange contracts to protect against uncertainty in the future
value of foreign currencies relative to the U.S. dollar and to facilitate the
settlement of purchase and sale transactions. A forward foreign exchange
contract involves the future obligation to purchase or sell a specific currency
on a specified date and at a specified price determined at the time of entering
into the contract. It should be recognized that the use of foreign currency
contracts to protect the value of the Portfolio's assets against a decline in
the value of a currency does not eliminate fluctuations in the value of the
Portfolio's underlying security holdings. In addition, although the use of
foreign exchange contracts can minimize the risk of loss due to a decline in
value of the foreign currency, the use of such contracts will tend to limit any
potential gain resulting from an increase in the relative value of the foreign
currency to the U.S. dollar.
 
   
     In addition to the capital appreciation opportunities which may exist,
investments in foreign markets involve special risks and considerations not
typically associated with investing in the United States. Such risks and
considerations may include political and economic instability, differing
accounting and financial reporting standards, higher commission rates on foreign
portfolio transactions, less readily available public information regarding
issuers, potential adverse changes in tax and exchange control regulations, and
the potential for restrictions on the flow of international capital. Although
income is not an objective of this Portfolio, many foreign countries impose
withholding taxes on income from investments in such countries which may not be
recoverable by the Portfolio. Also,
    
 
                                        6
<PAGE>   11
 
the value of foreign currencies relative to the U.S. dollar will fluctuate and
will therefore affect, either favorably or unfavorably, the value of the
underlying securities which the Portfolio owns.
 
     The Portfolio may engage in options transactions and may purchase and sell
futures contracts and options thereon to reduce certain risks of its investments
and to attempt to enhance income. (See "Hedging and Income Enhancement
Strategies.")
 
     The Portfolio intends, except under unusual market conditions or to meet
liquidity needs, to remain fully invested in foreign equity securities. However,
the Portfolio may invest in short-term money market instruments denominated in
U.S. dollars, including repurchase agreements, which are authorized for purchase
by the Money Market Portfolio. (See "Money Market Portfolio" and "Repurchase
Agreements.") In addition, the Portfolio may purchase when-issued securities.
(See "When-Issued Securities" in the Statement of Additional Information.)
 
                         CAPITAL APPRECIATION PORTFOLIO
 
   
     The investment objective of this Portfolio is to seek long-term capital
appreciation primarily through investments in growth equity securities which are
widely diversified by industry and company. In contrast to the majority of
growth equity securities which will be selected for the Growth Portfolio, the
Capital Appreciation Portfolio will generally consist of a greater proportion of
securities of smaller companies which may be newer and less seasoned, companies
which represent new or changing industries, and those which, in the opinion of
the Sub-Adviser, represent special situations, the potential future value of
which has not been recognized by other institutional investors. In seeking to
achieve its objective, the Portfolio will invest primarily in U.S. common stocks
and may sell covered call options on certain of such stocks on U.S. exchanges,
purchase call and put options and combinations of such options on U.S. exchanges
and enter into closing transactions with respect to certain of its option
positions on the exchanges. In addition, the Portfolio may invest in debt
securities and preferred stocks that are convertible into, or that carry
warrants to purchase, common stocks or other equity interests. The Portfolio
also may engage in transactions involving stock index futures and options
thereon for income enhancement or as a hedge against changes in market
conditions. (See "Hedging and Income Enhancement Strategies.") In addition, the
Portfolio may invest up to 25% of its total assets in foreign securities. (See
the discussion under "Foreign Securities Portfolio" above and "Foreign
Securities" in the Statement of Additional Information.)
    
 
   
     A significant portion of the Portfolio's equity investments are expected to
be in securities which are not listed for trading on domestic securities
exchanges and, although publicly traded, may be less liquid than securities
issued by larger, more seasoned companies which trade on domestic securities
exchanges. The Portfolio may invest up to 10% of its assets in securities which
are illiquid due to restrictions as to resale under the 1933 Act or for which
market quotations are not readily available. To the extent such investments are
made, the Portfolio may have less freedom of disposition at possibly less
favorable prices than would be the case for securities not subject to such
restrictions. This limitation does not apply to securities that are eligible for
resale in accordance with Rule 144A under the 1933 Act and that have legal or
contractual restrictions on resale but have a readily available market and
therefore are not considered illiquid by the Sub-Adviser. (See "Illiquid
Securities" below and in the Statement of Additional Information.)
    
 
     As a result of its investment policies, the Portfolio's securities can be
expected on average to exhibit greater volatility than the equity markets as a
whole as measured by the price movement of the Standard & Poor's 500 Composite
Stock Index. The relative position size of each security holding within the
Portfolio may be determined, in part, by the relative capitalization of the
issue in the equity markets as a whole. Therefore, highly capitalized companies
may be allowed a larger position in the Portfolio than smaller capitalized
companies. As a result, the overall diversification of the Portfolio's holdings
may serve to reduce the specific risk associated with investments in any one
issuer.
 
     The Portfolio may also invest in short-term money market instruments,
including repurchase agreements, authorized for purchase by the Money Market
Portfolio. (See "Money Market Portfolio" and "Repurchase Agreements.") In
addition, the Portfolio may purchase when-issued securities. (See "When-Issued
Securities" in the Statement of Additional Information.)
 
                                        7
<PAGE>   12
 
                                GROWTH PORTFOLIO
 
   
     The investment objective of this Portfolio is to seek capital appreciation
primarily through investments in growth equity securities. Growth equity
securities include seasoned companies with proven records and above-average
earnings growth, and smaller companies with outstanding growth records and
potential. Growth equity securities tend to have above-average price/earnings
ratios and less-than-average current yield. The Portfolio's investments will be
widely diversified by industry and company. The Portfolio may also engage in
transactions involving stock index futures and options thereon for income
enhancement or as a hedge against changes in market conditions. (See "Hedging
and Income Enhancement Strategies.")
    
 
   
     The majority of the Portfolio's equity investments are securities listed on
the New York Stock Exchange and other domestic securities exchanges. The
Portfolio also invests in unlisted securities, but these are generally
securities that have an established over-the-counter market, although the depth
and liquidity of that market may vary from time to time and from security to
security. In addition, the Portfolio may invest up to 25% of its total assets in
foreign securities. (See the discussion under "Foreign Securities Portfolio" and
"Foreign Securities" in the Statement of Additional Information.) The Portfolio
may invest up to 10% of its assets in securities which are illiquid due to
restrictions as to resale under the 1933 Act or for which market quotations are
not readily available. To the extent such investments are made, the Portfolio
may have less freedom of disposition at possibly less favorable prices than
would be the case for securities not subject to such restrictions. This
limitation does not apply to securities that are eligible for resale in
accordance with Rule 144A under the 1933 Act and that have legal or contractual
restrictions on resale but have a readily available market and therefore are not
considered illiquid by the Sub-Adviser. (See "Illiquid Securities" below and in
the Statement of Additional Information.)
    
 
     Convertible securities may constitute up to 20% of the Portfolio's net
assets, and may be used for defensive purposes or when they are an attractive
alternative to the underlying common stock. In seeking to achieve its objective
the Portfolio will primarily invest in U.S. common stocks and may sell covered
call options on certain of such stocks on U.S. exchanges, purchase call and put
options and combinations of such options on U.S. exchanges, and enter into
closing transactions with respect to certain of its option positions on the
exchanges.
 
     The Portfolio's policy of investing in seasoned companies with proven
records and above-average earnings growth, other companies with changing or
accelerating growth profiles and smaller companies with outstanding growth
records and potential will subject the Portfolio to greater risk than may be
involved in investing in securities which are not selected for such growth
characteristics.
 
     The Portfolio intends, except under unusual market conditions or to meet
liquidity needs, to remain fully invested in equity securities. However, the
Portfolio may invest in short-term money market instruments, including
repurchase agreements, authorized for purchase by the Money Market Portfolio.
(See "Money Market Portfolio" and "Repurchase Agreements.") In addition, the
Portfolio may purchase when-issued securities. (See "When-Issued Securities" in
the Statement of Additional Information.)
 
                          NATURAL RESOURCES PORTFOLIO
 
     The investment objective of this Portfolio is to provide a total return in
excess of the U.S. rate of inflation as represented by the Consumer Price Index.
The Portfolio will invest primarily in equity securities of companies which are
expected to benefit from rising inflation, because they own or control assets
which appreciate in inflationary periods, or because of increased activity
during these periods of inflation, and in debt obligations and fixed income
securities which are expected to provide favorable returns in periods of rising
inflation. The Portfolio will invest in domestic securities and foreign
securities. Securities issued by foreign issuers may be denominated in U.S.
dollars or foreign currencies.
 
     Investments will be chosen primarily based on their historical and
projected relationship with inflation. The Portfolio will invest in securities
issued by companies engaged in exploration, mining, fabrication, processing or
trading in gold, and other precious metals and minerals including diamonds, and
natural resources including oil, timber, and agricultural commodities; real
estate investment trusts (REITs); and other investments which are expected to
provide a hedge against anticipated inflation. The Portfolio will concentrate
its investments in the securities of companies in gold-related industries,
including exploration, mining, fabrication, processing and trading in gold. In
addition, the Portfolio may invest in securities (including debt securities and
preferred stock) the terms of which are related to the market value of gold and
other natural resource assets, and may also invest its assets in short-term
investments including non-dollar denominated instruments. The Portfolio may also
invest up to 10% of its
 
                                        8
<PAGE>   13
 
assets in the securities of investment companies (including foreign investment
companies) which make investments that are expected to provide a hedge against
anticipated inflation. However, the Portfolio will not invest more than 5% of
its assets in any single investment company and will not purchase more than 3%
of the voting stock of an investment company. In addition, the Portfolio will
not purchase the securities of any closed-end investment company which would
result in the funds which are advised by the Adviser or by the Sub-Adviser
owning, in the aggregate, more than 10% of the voting stock of the closed-end
investment company. If the Portfolio invests in investment companies, the
Portfolio's shareholders will bear not only their proportionate share of
expenses of the Portfolio, but also indirectly will bear similar expenses of the
underlying investment company.
 
     Investments in securities related to gold or other precious metals and
minerals are considered speculative and are impacted by a host of world-wide
economic, financial and political factors. Prices of gold and other precious
metals may fluctuate sharply over short time periods due to: changes in
inflation or expectations regarding inflation in various countries; metal sales
by governments, central banks or international agencies; investment speculation;
changes in industrial and commercial demand; and governmental prohibitions or
restrictions on the private ownership of certain precious metals or minerals.
The Portfolio's concentration in gold related industries exposes it to greater
risk than a portfolio less concentrated in a group of related industries.
 
     The value of equity investments related to other natural resources such as
oil, timber, and agricultural commodities will fluctuate pursuant to market
conditions, generally, as well as the market for the particular natural resource
in which the issuer is involved. The Sub-Adviser believes that the values of
natural resources fluctuate differently with respect to different stages of the
inflationary cycle. In addition, the values of natural resources are subject to
numerous factors including events of nature and international politics. The
Sub-Adviser will seek securities that are attractively priced relative to the
intrinsic value of the relevant natural resource, or that are of companies which
are positioned to benefit during particular portions of the inflationary cycle.
 
     It is expected that the market price of securities, the principal amount,
redemption terms, or conversion terms of which are related to the market price
of a natural resource asset, will fluctuate on the basis of the natural resource
on which such security is based. However, there may not be a perfect correlation
between the movements of the asset-based security and the underlying natural
resource asset. Further, such securities typically bear interest or pay
dividends at below market rates, and in certain cases at nominal rates.
 
     The Portfolio's investment in REITs may be subject to certain risks
associated with the direct ownership of real estate. These risks include:
declines in the value of real estate; risks related to general and local
economic conditions; overbuilding and increased competition; increases in
property taxes; and operating expenses and variations in rental income.
Generally, increases in interest rates will decrease the value of high yielding
securities and increase the costs of obtaining financing, which could decrease
the value of the Portfolio's investment.
 
     In addition, "equity REITs" may be affected by changes in the value of the
underlying property owned by the trusts, while "mortgage REITs" may be affected
by the quality of credit extended. Equity and mortgage REITs are dependent upon
management skill. They are not diversified and are subject to the risks of
financing projects. Such trusts are also subject to heavy cash flow dependency,
defaults by borrowers, self liquidation, and the possibility of failing to
qualify for tax-free pass-through of income under the Internal Revenue Code of
1986, as amended (the "Code") or to maintain exemption from the Investment
Company Act of 1940, as amended (the "1940 Act").
 
     Depending upon market conditions, the Portfolio may be invested primarily
in foreign securities. All or a portion of the foreign securities purchased by
the Portfolio may be in the form of ADRs or GDRs. ADRs are typically issued by a
U.S. bank or trust company, and evidence ownership of underlying securities
issued by a foreign corporation. GDRs are issued globally, and evidence a
similar ownership arrangement. Generally, ADRs are designed for trading in the
United States securities markets, and GDRs are designed for trading in non-U.S.
securities markets.
 
   
     Investments in foreign markets involve special risks and considerations not
typically associated with investing in the United States. Such risks and
considerations may include political and economic instability, differing
accounting and financial reporting standards, higher commission rates on foreign
portfolio transactions, less readily available public information regarding
issuers, potential adverse changes in tax and exchange control regulations, and
potential for restrictions on the flow of international capital. Although income
is not an objective of this Portfolio, many foreign countries impose withholding
taxes on income from investments in such countries which may not be recoverable
by the Portfolio. Also, the value of foreign currencies relative to the U.S.
dollar will fluctuate and will therefore affect the value of the underlying
securities which the Portfolio owns. The Portfolio may enter into forward
foreign exchange contracts to facilitate the settlement of purchase and sale
transactions and on occasion to
    
 
                                        9
<PAGE>   14
 
protect against uncertainty in the future value of foreign currencies relative
to the U.S. dollar. A forward foreign exchange contract involves the future
obligation to purchase or sell a specific currency on a specified date and at a
specified price determined at the time of entering into a contract. It should be
recognized that the use of foreign currency contracts to protect the value of
the Portfolio's assets against a decline in the value of a currency does not
eliminate fluctuations in the value of the Portfolio's underlying security
holdings. In addition, although the use of foreign exchange contracts can
minimize the risks of loss due to a decline in the value of foreign currency,
the use of such contracts will tend to limit any potential gain resulting from
an increase in the relative value of the foreign currency to the U.S. dollar.
 
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements, which are authorized for
purchase by the Money Market Portfolio. (See "Money Market Portfolio" and
"Repurchase Agreements.") In addition, the Portfolio may purchase when-issued
securities. (See "When-Issued Securities" in the Statement of Additional
Information.)
 
   
     The Portfolio may write covered call options on stocks, purchase put and
call options and combinations of such options, and enter into closing
transactions with respect to such options. The Portfolio also may engage in
transactions involving stock index futures contracts and options thereon and in
transactions involving the future delivery of fixed income securities
("Financial Futures Contracts") and options thereon for income enhancement or as
a hedge against changes in market conditions. (See "Hedging and Income
Enhancement Strategies.")
    
 
                          GROWTH AND INCOME PORTFOLIO
 
   
     The investment objective of this Portfolio is to provide high current
income and long-term capital appreciation. The Portfolio will seek to achieve
its objective by investing, under normal market conditions, at least 65% of its
total assets in securities that provide the potential for growth and offer
income, such as dividend-paying common stocks and securities convertible into
common stock. The portion of the Portfolio's assets invested in equity
securities and debt securities may vary from time to time due to changes in
interest rates and economic and other factors. This Portfolio is not designed
for investors seeking a steady flow of income distributions. Rather, the
Portfolio's policy of investing in income-producing securities is intended to
provide investors with a greater consistency of investment return than may be
achieved by investing solely in growth stocks.
    
 
     The equity securities purchased for the Portfolio will generally be issued
by publicly-held corporations. However, the Sub-Adviser may select equity
securities for the Portfolio without regard to the size or established history
of the issuer. Generally, the prices of equity securities may be affected by
such factors as a change in a company's earnings; fluctuations in interest
rates; or changes in the rate of economic growth. Further, to the extent the
Portfolio invests in issuers with small market capitalizations, the Portfolio
would be subject to greater risk than may be involved in investing in securities
of issuers with larger market capitalizations. The securities of small
capitalization issuers typically include those of newer or less seasoned
companies, and may be more speculative than securities issued by larger, more
well-established issuers. Other risks associated with smaller or newer issuers
include less publicly-available information about the issuer; the absence of a
business history or historical pattern of performance; and the normal risks
which accompany the development of new products, markets or services.
 
   
     The convertible securities in which the Portfolio may invest are not
subject to any limitations as to ratings and may include high, medium, lower and
unrated securities. However, the Portfolio may not invest more than 20% of its
total assets in convertible securities rated below "Baa" by Moody's Investors
Service, Inc. ("Moody's") or "BBB" by Standard and Poor's Ratings Services, A
Division of The McGraw-Hill Companies Inc. ("Standard and Poor's") (including
convertible securities that have been downgraded), or in unrated convertible
securities that are of comparable quality as determined by the Sub-Adviser.
Convertible securities rated lower than "Baa" by Moody's or "BBB" by Standard
and Poor's or unrated securities of comparable quality, commonly referred to as
"junk bonds" or "high yield securities," are speculative and generally involve a
higher risk of loss of principal and income than higher-rated securities. See
"High Yield Portfolio" below and the Statement of Additional Information for a
discussion of the risks associated with lower-rated, high-yield securities.
    
 
     The Portfolio may also invest up to 20% of its total assets in equity
securities of foreign companies in developed countries which are traded on a
recognized domestic or foreign securities exchange. Although such foreign
securities may be denominated in foreign currencies, the Portfolio anticipates
that the majority of its foreign investments will be in ADRs or GDRs. See
"Foreign Securities Portfolio" for a discussion of these types of securities.
The Portfolio may enter into forward currency contracts to protect against
uncertainty in the level of future exchange rates.
 
                                       10
<PAGE>   15
 
However, the Sub-Adviser will not actively attempt to time either short-term
market trends or short-term currency trends in any market. See "Hedging and
Income Enhancement Strategies" below.
 
   
     In addition to the equity and convertible securities described above, the
Portfolio may invest up to 35% of its total assets in the following instruments:
short-term money market instruments denominated in U.S. dollars including
repurchase agreements and Section 4(2) commercial paper, which are authorized
for purchase by the Money Market Portfolio (see "Money Market Portfolio" and
"Repurchase Agreements"); fixed-income securities, including obligations issued
or guaranteed as to principal and interest by the U.S. government, its agencies
or instrumentalities, including mortgage-related securities; high quality debt
securities issued by foreign sovereigns; corporate debt securities rated at
least "BBB" by Standard and Poor's or "Baa" by Moody's, commonly known as
"investment grade securities," or unrated securities that are deemed to be of
comparable quality by the Sub-Adviser; and equity and convertible securities of
issuers that are not paying a dividend, if there exists the potential for growth
of capital or future income. See the Statement of Additional Information
concerning these securities. It is the Portfolio's policy to attempt to sell,
within a reasonable time period, a debt security which has been downgraded below
investment grade (other than convertible securities), provided that such
disposition is in the best interests of the Portfolio and its shareholders. See
Appendix A for a description of corporate bond ratings.
    
 
   
     Finally, the Portfolio may enter into contracts on financial futures or
stock index futures, or options thereon, for enhancement or hedging purposes.
See "Hedging and Income Enhancement Strategies" below. The Portfolio may also
make loans of portfolio securities and invest in securities issued on a
"when-issued" or "delayed delivery" basis. (See "When-Issued Securities" and
"Loans of Portfolio Securities" in the Statement of Additional Information.) In
addition, in any period of market weakness or of uncertain market conditions,
the Portfolio may establish a temporary defensive position to preserve capital
by investing up to 100% of total assets in cash, cash equivalents or high
quality short-term fixed-income securities.
    
 
                               MANAGED PORTFOLIOS
 
                        STRATEGIC MULTI-ASSET PORTFOLIO
 
     The investment objective of this Portfolio is to seek high long-term total
investment return. Total investment return consists of dividends, interest and
other income, and net realized and unrealized appreciation and depreciation in
the value of the Portfolio's security holdings. This Portfolio will invest in a
diversified group of securities consisting of the asset classes described below
and, although it is designed to offer the potential for higher investment return
than the Multi-Asset Portfolio, it can be expected to result in greater price
volatility and potentially greater risk of loss than the Multi-Asset Portfolio.
 
   
     The asset allocation of the Portfolio will be actively managed among the
following asset categories: equity securities, including the securities of
smaller companies which may be newer and less seasoned, international
securities, investment grade bonds, high-yield, high-risk bonds and money market
instruments. (See the discussion under "Foreign Securities Portfolio" and "Fixed
Income Portfolio," and "Foreign Securities" in the Statement of Additional
Information.)
    
 
     Asset allocation decisions will be based upon the same type of fundamental
analysis as for the Multi-Asset Portfolio and the Sub-Adviser will not attempt
to make short-term market timing decisions. Although the Portfolio is expected
to have some portion of its assets in equities, fixed income securities and
money market instruments at all times, investments in each sub-sector (e.g.
domestic or international equities) may vary substantially based upon the
Sub-Adviser's fundamental analysis of the relative attractiveness and potential
risks of each sector. The Portfolio does not have percentage limitations on the
amount allocated to each market sector or sub-sector and may emphasize such
sectors or sub-sectors indicated by the Sub-Adviser's analysis and judgment.
 
   
     The Portfolio may sell (write) covered call options on stocks, purchase put
and call options and combinations of such options, and enter into closing
transactions with respect to such options. The Portfolio also may engage in
transactions involving stock index futures contracts and options thereon and
Financial Futures Contracts and options thereon for income enhancement or as a
hedge against changes in market conditions. (See "Hedging and Income Enhancement
Strategies.") In addition, the Portfolio may purchase when-issued securities.
(See "When-Issued Securities" in the Statement of Additional Information.)
    
 
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements and Section 4(2) commercial
paper, which are authorized for purchase by the Money Market Portfolio. (See
"Money Market Portfolio" and "Repurchase Agreements.")
 
                                       11
<PAGE>   16
 
                             MULTI-ASSET PORTFOLIO
 
   
     The investment objective of this Portfolio is to seek long-term total
investment return consistent with moderate investment risk. Total investment
return consists of dividends, interest and other income and net realized and
unrealized appreciation and depreciation in the value of the Portfolio's
investments. The Portfolio's investments will be actively managed and allocated
among the following asset categories: equity securities, convertible securities,
investment grade fixed income securities and money market securities. (See
"Fixed Income Portfolio").
    
 
     The Sub-Adviser will actively manage the allocation of assets among market
sectors based upon its judgment of the projected investment environment for
financial assets, relative fundamental values and attractiveness of each sector,
and expected future returns of each sector. The Sub-Adviser will base its asset
allocation decisions on fundamental analysis and will not attempt to make
short-term market timing decisions among market sectors. As a result, shifts in
asset allocation are expected to be gradual and continuous and the Portfolio
will normally have some portion of its assets invested in each market sector at
all times. The Portfolio does not have percentage limitations on the amount
allocated to each market sector and may emphasize such sectors indicated by the
Sub-Adviser's analysis and judgment.
 
   
     The Portfolio may sell (write) covered call options on stocks, purchase put
and call options and combinations of such options, and enter into closing
transactions with respect to such options. The Portfolio also may engage in
transactions involving stock index futures contracts and options thereon and
Financial Futures Contracts and options thereon for income enhancement or as a
hedge against changes in market conditions. (See "Hedging and Income Enhancement
Strategies.") In addition, the Portfolio may purchase when-issued securities.
(See "When-Issued Securities" in the Statement of Additional Information.) The
Portfolio also may invest in foreign securities. (See "Foreign Securities
Portfolio" above, and "Foreign Securities" in the Statement of Additional
Information.)
    
 
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements and Section 4(2) commercial
paper, which are authorized for purchase by the Money Market Portfolio. (See
"Money Market Portfolio" and "Repurchase Agreements.")
 
                               INCOME PORTFOLIOS
 
                              HIGH YIELD PORTFOLIO
 
     The primary objective of this Portfolio is to produce high current income.
A secondary investment objective is capital appreciation. The Portfolio will
seek its objectives by investing, except for temporary defensive purposes, at
least 65% of its assets in high-yielding, high-risk, income producing corporate
bonds, also known as "junk bonds." Although these securities can be expected to
provide higher yields, they may be subject to greater market fluctuations and
the risk of loss of income and principal, than lower yielding, higher-rated
fixed-income securities. The Portfolio may invest up to 10% of its assets in
securities which are subject to restrictions as to resale or for which market
quotations are not readily available. To the extent such investments are made,
the Portfolio may have less freedom of disposition and receive possibly less
favorable prices than would be the case for securities not subject to such
restrictions.
 
     Because investment in such high-yield, high-risk securities entails greater
risks, an investment in the Portfolio should not constitute a complete
investment program and may not be appropriate for all investors. The investments
of the Portfolio will be subject to greater market fluctuations and risk of loss
of income and principal due to default by an issuer than are investments in
higher rated bonds.
 
   
     Generally, bonds providing the highest yield carry lower ratings (Baa or
lower by Moody's or BBB or lower by Standard and Poor's than those assigned by
Moody's or Standard and Poor's to investment grade bonds, or are unrated.
Descriptions of the Moody's and Standard and Poor's rating categories are set
forth in Appendix A. In general, these credit ratings represent only a portion
of the data analyzed by the Sub-Adviser when evaluating bonds for purchase or
sale in the Portfolio. In many instances, the rating agencies are not able to
reflect changes in value of high-yield, high-risk bonds in a timely manner and
are therefore valuable only so much as they can be employed as one source of
credit quality data in the Portfolio's overall investment strategy.
    
 
                                       12
<PAGE>   17
 
   
     As of December 31, 1995 the Portfolio held securities of 110 corporate
issuers, and the Portfolio's holdings for the fiscal year 1995 had on average
the following credit quality characteristics:
    
 
   
<TABLE>
<CAPTION>
                                                                                PERCENTAGE
                                                                                    OF
                                      INVESTMENT                                NET ASSETS
        ----------------------------------------------------------------------  ----------
        <S>                                                                     <C>
        Cash and Cash Equivalents.............................................         5%
        Corporate Bonds
          BBB.................................................................         1%
          BB..................................................................        39%
          B+..................................................................        17%
          B...................................................................        17%
          B-..................................................................        16%
          CCC.................................................................         1%
          Non-rated...........................................................         2%
        Other.................................................................         2%
                                                                                ----------
                                                                                   100.0%
                                                                                ========
</TABLE>
    
 
   
     The Portfolio will invest in a variety of fixed-income instruments which
are rated less than investment grade or are unrated but are of comparable
quality as determined by the Sub-Adviser. It can be expected that a majority of
securities selected and held will have a relatively high current yield, when
compared to investment grade fixed-income securities. The Portfolio will also
utilize other types of securities such as discount bonds, zero coupon bonds,
convertible bonds, straight and convertible preferred stocks, warrants and
common stocks. For a more complete description of the characteristics and risks
involved in investing in these securities see the Statement of Additional
Information. For a more complete discussion of the risks involved in zero coupon
bond investments see the description of the Target '98 Portfolio. To the extent
that warrants and common stocks are used there may be some additional investment
risk and countervailing opportunity. These securities will be selected and held
when, in the opinion of the Sub-Adviser, the less than highest available current
yield is more than offset by prospects for capital appreciation. The Portfolio
in the future will utilize such securities as from time to time may be created
and which the Adviser and Sub-Adviser deem suitable and appropriate.
    
 
   
     The Portfolio may invest, without limit, in unrated securities if such
securities offer, in the opinion of the Sub-Adviser, a relatively high yield
without undue risk. Although the Portfolio will invest primarily in lower-rated
securities, it will not invest in securities in the lowest rating categories (Ca
for Moody's and CC for Standard and Poor's) unless the Sub-Adviser believes that
the financial condition of the issuer or the protection afforded to the
particular securities is stronger than would otherwise be indicated by such low
ratings.
    
 
     When changing economic conditions and other factors cause the yield
difference between lower-rated and higher-rated securities to narrow, the
Portfolio may purchase higher-rated securities if the Sub-Adviser believes that
the risk of loss of income and principal may be substantially reduced with only
a relatively small reduction in yield. In addition, under unusual market or
economic conditions, the Portfolio, for temporary defensive purposes, may invest
up to 100% of its assets in cash, securities issued or guaranteed by the U.S.
Government or its instrumentalities or agencies, certificates of deposit,
bankers' acceptances and other bank obligations, commercial paper rated in the
highest category by an established rating agency, or other fixed-income
securities deemed by the Sub-Adviser to be consistent with a defensive posture.
The yield on such securities may be lower than the yield on lower-rated fixed-
income securities. The Portfolio may also invest in high yield bonds issued by
foreign corporations which are denominated in U.S. or foreign currencies. (See
"Foreign Securities Portfolio.")
 
   
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements, which are authorized for
purchase by the Money Market Portfolio. (See "Money Market Portfolio" and
"Repurchase Agreements.") In addition, the Portfolio may purchase when-issued
securities. (See "When-Issued Securities" in the Statement of Additional
Information.)
    
 
   
     The Portfolio may sell (write) covered call options on stocks, purchase put
and call options on stocks and combinations of such options listed on U.S.
exchanges, and enter into closing transactions with respect to such options
positions. The Portfolio may also enter into Financial Futures Contracts and
options thereon for income enhancement or hedging positions. (See "Hedging and
Income Enhancement Strategies.")
    
 
                                       13
<PAGE>   18
 
RISK FACTORS -- HIGH YIELD BONDS
 
     The values of lower-rated securities, also referred to as "junk bonds,"
generally fluctuate more than those of higher-rated securities. In addition, a
lower rating can reflect a greater possibility of an adverse change in financial
condition affecting the ability of an issuer to make payments of interest or
principal. Because the Portfolio invests primarily in securities in lower-rated
categories, the achievement of the Portfolio's goals is more dependent on the
Sub-Adviser's ability than would be the case if the Portfolio were investing in
securities in the higher-rated categories. Investors should carefully consider
their ability to assume the risks involved before making an investment in this
Portfolio.
 
     The market value of the Portfolio's investments will change in response to
changes in interest rates and the relative financial strength of each issuer.
During periods of falling interest rates, the values of long-term fixed-income
securities generally rise. Conversely, during periods of rising interest rates
the value of such securities generally decline. Changes in the financial
strength of an issuer or changes in the ratings of any particular security may
also affect the value of these investments. The value of high-yield, high-risk
bonds may also be influenced by the bond market's perception of an issuer's
credit quality or its outlook for economic growth. In times where economic
conditions appear to be deteriorating, lower-rated bonds may decline in market
value primarily due to investor's heightened concern over an issuer's credit
quality and its ability to make timely interest and principal payments. In such
periods of real or perceived economic downturn the secondary market for
high-yield, high-risk bonds may become thin and liquidity may be significantly
reduced. This may lead to increased volatility and sudden price movements in the
secondary market.
 
     In a volatile market the Portfolio may find it difficult to value its
securities accurately. During such times the responsibility of the Adviser and
Sub-Adviser to value Portfolio securities becomes more difficult and judgment
plays a greater role in valuation because there is less reliable, objective data
available. Fluctuations in the value of Portfolio securities will not affect
cash income but will be reflected in the Portfolio's net asset value.
 
   
                              TARGET '98 PORTFOLIO
    
 
     The investment objective of this Portfolio is to seek a predictable
compounded investment return for the specified time period, consistent with
preservation of capital. The Portfolio will invest primarily in zero coupon
securities and current interest-bearing, investment grade debt obligations which
are issued by the U.S. Government, its agencies and instrumentalities, and both
domestic and foreign corporations. These investments will generally mature no
later than November 15, 1998 (the "Maturity Date"). Upon maturity, the Portfolio
will be converted to cash.
 
     While there is no assurance that the Portfolio will succeed in achieving
its objective, it seeks capital preservation for investors who hold their
investment until maturity. In addition, the Portfolio seeks to provide investors
with a sum at the Maturity Date (the "Maturity Value") which, together with the
reinvestment of all dividends and distributions, exceeds their original
investment in the Portfolio by a relatively predictable amount. Investors are
more likely to receive the expected Maturity Value if they retain their
participation in the Portfolio until the Maturity Date. Any investor who redeems
his or her participation prior to the Maturity Date is likely to achieve a
different investment result than the return that was predicted on the date
investment was made, and may even suffer a loss.
 
     The Portfolio will invest in both zero coupon securities and current
interest-bearing debt obligations generally maturing not later than the Maturity
Date. Zero coupon securities are non-interest bearing debt obligations which are
payable in full at maturity, and which typically trade at a substantial or deep
discount from their value at maturity. Thus, the return on these instruments is
known at the time of investment, making them suitable for this Portfolio.
However, the value of zero coupon securities, and therefore the value of the
Portfolio, may be subject to greater market fluctuations from changing interest
rates prior to maturity than the value of debt obligations of comparable
maturities that bear interest currently.
 
     The Portfolio will invest in current interest-bearing debt obligations in
order to provide cash to pay the Portfolio's expenses, to provide liquidity and
to meet transfer and redemption requests. By managing the Portfolio to try to
match current income with expenses, the Portfolio may reduce its reinvestment
risk. Reinvestment risk is the risk that future payments cannot be reinvested at
interest rates that are as high or higher than needed to achieve the Portfolio's
predicted compounded investment return. As zero coupon securities do not pay
interest currently, they present no reinvestment risk to the Portfolio.
 
                                       14
<PAGE>   19
 
   
     Zero coupon securities are generally stripped obligations of the U.S.
Government. They are also offered, to a limited extent, by corporate issuers.
The Portfolio is authorized to invest in both government and corporate zero
coupon securities. The current interest-bearing debt obligations in which the
Portfolio is authorized to invest may be offered by domestic or foreign issuers
and may be principally traded in the U.S. or foreign markets. All debt
obligations in which the Portfolio invests will be dollar denominated. Corporate
obligations must be rated at the time of purchase, within the four highest
categories assigned by Moody's or by Standard and Poor's (see Appendix A).
    
 
     While the creditworthiness of corporate issuers will be carefully
considered, investors bear the risk that these issuers will fail to make
payments of principal or interest when due. This credit risk cannot be
eliminated. If an issuer defaults on its obligations, the value of the Portfolio
may be adversely affected.
 
   
     Investing in obligations of foreign issuers or obligations of domestic
issuers that trade in foreign markets involves special risks and considerations
not typically associated with investing in the United States. Such risks and
considerations may include political and economic instability, differing
accounting and financial reporting standards, higher commission rates on foreign
portfolio transactions, less readily available public information regarding
issuers, potential adverse changes in tax and exchange control regulations, and
the potential for restrictions on the flow of international capital. Many
foreign countries impose withholding taxes on income from investments in such
countries which may not be recoverable by the Portfolio. Also, the value of
foreign currencies relative to the U.S. dollar will fluctuate and will therefore
affect, either favorably or unfavorably, the value of the underlying securities
which the Portfolio owns. By investing in dollar-denominated foreign securities,
the Portfolio may reduce the risk associated with fluctuations in the value of
foreign currencies relative to the U.S. dollar.
    
 
   
     The Portfolio is also permitted to invest in high quality short-term money
market instruments and repurchase agreements such as those invested in by the
Money Market Portfolio. (See "Money Market Portfolio" and "Repurchase
Agreements".) As the Maturity Date approaches, the Portfolio will invest in more
short-term, highly liquid investments to preserve capital. In addition, the
Portfolio may purchase when-issued securities. (See "When-Issued Securities" in
the Statement of Additional Information.) The Portfolio may also engage in
transactions involving Financial Futures Contracts and options thereon for
income enhancement and hedging purposes. (See "Hedging and Income Enhancement
Strategies.")
    
 
     Generally, the market value of the underlying securities in the Portfolio
will vary inversely with changes in interest rates. This means that the value of
a share of the Portfolio will tend to rise as interest rates decline, and
decline as interest rates rise. While the risk of these fluctuations in value is
greater when the period to maturity is longer, they tend to diminish as the
Maturity Date approaches. Accordingly, investors are more likely to receive
their Maturity Value if they retain their investment in the Portfolio until the
Maturity Date. Nevertheless, although investors can redeem shares at the current
net asset value at any time, the value of the shares may be higher or lower than
when purchased. An investment in the Portfolio is not suited to frequent
purchases and sales in response to short-term fluctuations in the Portfolio's
net asset value.
 
   
     The Internal Revenue Service has ruled that the owner of zero coupon
securities, for Federal income tax purposes, realizes taxable interest each year
equal to a portion of the difference between the face value of the zero coupon
securities and their purchase price. Similarly, the cash distributions received
from current interest-bearing debt obligations are realized as income each year.
The net investment income of the Portfolio will equal the sum of the imputed
interest earned on its zero coupon securities and the interest upon its current
interest-bearing debt obligations, less the Portfolio's expenses.
    
 
                             FIXED INCOME PORTFOLIO
 
   
     The investment objective of this Portfolio is to seek a high level of
current income consistent with preservation of capital. The Portfolio will
invest primarily in investment grade fixed-income securities. Portfolio
management will emphasize sector analysis, call protection and credit research,
and will attempt to maintain a high, steady and possibly growing income stream.
    
 
     The Portfolio will invest at least 80% of the value of its total assets,
taken at market value at the time of investment, in one or more of the
following:
 
   
          (1) Marketable debt securities of domestic issuers, and of foreign
     issuers rated at the time of purchase within the four highest grades
     assigned by Moody's (Aaa, Aa, A or Baa) or by Standard and Poor's (AAA, AA,
     A or BBB);
    
 
                                       15
<PAGE>   20
 
   
          (2) Securities issued or guaranteed by the U.S. Government or its
     agencies or instrumentalities, including mortgage-backed securities (see
     "Government and Quality Bond Portfolio");
    
 
   
          (3) Commercial paper rated at the time of purchase Prime-1 by Moody's
     or A-1 by Standard and Poor's;
    
 
          (4) Obligations of banks having total assets in excess of $1 billion.
 
   
     The balance of the Portfolio's investments will include: other debt
securities (including those convertible into, or carrying warrants to purchase,
common stocks or other equity interests, and privately placed debt securities);
preferred stocks (including those convertible into, or carrying warrants to
purchase, common stocks or other equity interests); and marketable common stocks
which WMC considers likely to yield relatively high income in relation to
alternative investments. Debt securities are sometimes offered with warrants for
the purchase of common stock of the issuer of the debt security. These may be
purchased by the Portfolio only when the debt security meets the Portfolio's
investment criteria and the value of the warrants is relatively small. If the
warrant becomes valuable it will ordinarily be sold rather than exercised. It is
anticipated that no more than 20% of the assets of the Portfolio will be held in
convertible securities, and that no more than 10% of the assets of the Portfolio
will constitute warrants. To the extent that warrants are used, there may be
some additional investment risk, and countervailing opportunity, depending upon
the extent to which the underlying common stock price fluctuates.
    
 
   
     Consistent with the Portfolio's investment objective, the Portfolio may
have up to 20% of its assets invested in instruments which are not investment
grade, including preferred stocks, when individually attractive yields offset
lower credit quality. (See "Risk Factors -- High Yield Bonds" under "High Yield
Portfolio.") See Appendix A for a description of corporate bond ratings.
    
 
   
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements, which are authorized for
purchase by the Money Market Portfolio. The Portfolio may also engage in
transactions involving Financial Futures Contracts and in options thereon for
income enhancement or hedging purposes. (See "Hedging and Income Enhancement
Strategies.") In addition, the Portfolio may purchase when-issued securities.
(See "When-Issued Securities" in the Statement of Additional Information.)
    
 
     Bonds and debt securities with the lowest rating of the four investment
grade categories, BBB or Baa, may have speculative characteristics. Changes in
economic conditions or other circumstances are likely to lead to a weakened
capacity to make principal and interest payments than is the case with higher
rated bonds and debt instruments.
 
                     GOVERNMENT AND QUALITY BOND PORTFOLIO
 
   
     The investment objective of this Portfolio is relatively high current
income, liquidity and security of principal. The Portfolio will seek to achieve
its objective by investing in obligations issued, guaranteed or insured by the
U.S. Government, its agencies or instrumentalities ("government securities"),
corporate debt securities rated Aa or better by Moody's or AA or better by
Standard and Poor's ("high quality corporate bonds") and U.S. dollar denominated
foreign government and corporate debt securities of comparable quality. It is
currently anticipated that the Portfolio will have the majority of its assets
invested in government securities since the Trust is permitted to treat each
U.S. agency or instrumentality as a separate issuer for purposes of determining
compliance with diversification standards imposed by Section 817(h) of the Code.
(See "Special Considerations.")
    
 
     The Portfolio may invest in mortgage-backed securities known as Ginnie Maes
("GNMA Securities"). GNMA Securities represent an interest in a pool of
mortgages insured by the Federal Housing Administration or the Farmers Home
Administration or guaranteed by the Veterans Administration. The Government
National Mortgage Association ("GNMA") guarantees the timely payment of
principal and interest on modified pass-through certificates when such payments
are due, whether or not these amounts are collected by the issuer of these
certificates on the underlying mortgages. The Portfolio may also invest in
similar mortgage-backed securities with differences in timing of payment and
pool structure, and other forms of GNMA Securities which are developed from time
to time if they are consistent with the investment objective of the Portfolio.
 
     Mortgages included in single family or multi-family residential mortgage
pools backing an issue of GNMA Securities have a maximum maturity of up to 40
years. Scheduled payments of principal and interest are made to the registered
holders of GNMA Securities (such as the Portfolio) each month. Unscheduled
prepayments of mortgages included in these pools occur as a result of payment or
refinancing by homeowners or as a result of a default. Prepayments are passed
through to the registered holders of GNMA Securities with the regular monthly
payments of principal and interest. This has the effect of reducing future
payments on such GNMA Securities.
 
                                       16
<PAGE>   21
 
   
     The Portfolio will also invest in high quality corporate bonds. High
quality corporate bonds may include straight debt securities of corporate or
trust issuers which are rated in the two highest rating categories by Moody's or
Standard and Poor's or, if not rated, determined by the Sub-Adviser to be of
comparable quality. At least 80% of the Portfolio will be invested in government
securities and high quality corporate bonds, except for temporary defensive
purposes. Up to 20% of the Portfolio may be invested in bonds rated as low as A
by Moody's or Standard and Poor's or, if not rated, determined by the
Sub-Adviser to be of comparable quality. See Appendix A for a description of
corporate bond ratings.
    
 
   
     The Portfolio may also invest in other obligations issued, guaranteed or
insured by the United States, its agencies or instrumentalities. Some
obligations issued or guaranteed by agencies of the U.S. Government are backed
by the full faith and credit of the United States; others are backed only by the
rights of the issuer to borrow from the U.S. Treasury, such as Federal Mortgage
Association Securities. Insured obligations are generally backed by a fund
established by the agency to provide for losses. The GNMA Securities acquired by
the Portfolio have historically involved little risk of loss of principal if
held to maturity. However, if interest rates fluctuate or there are prepayments
on securities purchased at a premium, the market value of the securities may
vary.
    
 
   
     The Portfolio may invest in short-term money market instruments denominated
in U.S. dollars, including repurchase agreements, which are authorized for
purchase by the Money Market Portfolio. (See "Money Market Portfolio" and
"Repurchase Agreements.") In addition, the Portfolio may invest in when-issued
securities. (See "When-Issued Securities" in the Statement of Additional
Information.)
    
 
                             MONEY MARKET PORTFOLIO
 
     The investment objective of this Portfolio is current income consistent
with stability of principal. The Portfolio intends to comply with SEC
regulations under the 1940 Act applicable to money market funds. These
regulations impose certain quality, maturity and diversification guidelines on
the Portfolio's investments. Under these regulations, the Portfolio will invest
in a diversified portfolio of money market instruments maturing in 397 days or
less. Further, the Portfolio will maintain a dollar-weighted average portfolio
maturity of not more than 90 days.
 
   
     The Portfolio will be invested in obligations denominated in U.S. dollars
which, at the time of investment, are "eligible securities" as defined in the
regulations. Under these regulations, an eligible security is an instrument that
is rated (or that has been issued by an issuer rated with respect to other
short-term debt of comparable priority and security) by at least two nationally
recognized statistical rating organizations ("NRSRO") (or if only one such
organization has issued a rating, by that organization) in one of the two
highest rating categories for short-term debt obligations, or an unrated
security which is determined to be of comparable quality under procedures
established by the Board of Trustees. Securities in which the Portfolio may
invest include: (i) commercial paper and other short-term obligations of U.S.
and foreign corporations; (ii) obligations (including certificates of deposit,
time deposits, and bankers' acceptances) of U.S. savings and loan institutions,
U.S. commercial banks (including foreign branches of such banks), and U.S. and
London branches of foreign banks, provided that such institutions (or, in the
case of a branch, the parent institution) have total assets of $500 million or
more as shown on their last published financial statements at the time of
investment; (iii) obligations issued or guaranteed as to principal and interest
by the U.S. Government or the agencies or instrumentalities thereof; (iv)
short-term obligations issued by state and local governmental issuers; (v)
obligations of foreign governments, including Canadian and Provincial Government
and Crown Agency Obligations; (vi) securities that have been structured to be
eligible money market instruments such as participation interests in special
purpose trusts that meet the quality and maturity requirements in whole or in
part due to arrangements for credit enhancement or for shortening effective
maturity; and (vii) repurchase agreements. Obligations which are rated in the
second highest rating category by any NRSRO will be limited to 5% of the
Portfolio's total assets and further limited by issuer to 1% of the Portfolio's
total assets. Descriptions of bond ratings are set forth in Appendix A.
    
 
   
     In addition, the Portfolio may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the 1933
Act. Section 4(2) commercial paper is restricted as to disposition under federal
securities law, and is generally sold to institutional investors, such as the
Portfolio, who agree that they are purchasing the paper for investment purposes
and not with a view to public distribution. Any resale by the purchaser must be
in an exempt transaction. Section 4(2) commercial paper is normally resold to
other institutional investors like the Portfolio through or with the assistance
of the issuer or investment dealers who make a market in Section 4(2) commercial
paper, thus providing liquidity. The Portfolio's Board of Trustees believes that
in many cases Section 4(2) commercial paper meets its criteria for liquidity and
is quite liquid and has delegated to the
    
 
                                       17
<PAGE>   22
 
Adviser the authority to make such a determination of liquidity. The Portfolio
intends, therefore, in those cases, to treat Section 4(2) commercial paper as
liquid and not subject to the investment limitation applicable to illiquid
securities. (See "Illiquid Securities" below and in the Statement of Additional
Information.) The Portfolio may also invest in when-issued securities. (See
"When-Issued Securities" in the Statement of Additional Information.)
 
   
     Certain obligations purchased by the Portfolio may be variable or floating
rate instruments, may involve a demand feature and may include variable amount
master demand notes. Variable or floating rate instruments bear interest at a
rate which varies with changes in market rates. The holder of an instrument with
a demand feature may tender the instrument back to the issuer at par value prior
to maturity.
    
 
     Although the Portfolio seeks to maintain a net asset value of $1.00 per
share for purposes of purchases and redemptions, there can be no assurance that
the net asset value will not vary. (See "Net Asset Value.") The Portfolio will
be affected by general changes in interest rates resulting in increases or
decreases in the value of the obligations held by the Portfolio. The value of
the securities in the Portfolio can be expected to vary inversely to the changes
in prevailing interest rates. Thus, if interest rates have increased from the
time a security was purchased, such security, if sold, might be sold at a price
less than its purchase cost. Similarly, if interest rates have declined from the
time a security was purchased, such security, if sold, might be sold at a price
greater than its purchase cost. In either instance, if the security were held to
maturity, no loss or gain would normally be realized as a result of these
fluctuations. Redemptions of shares could require the sale of investments at a
time when such a sale might not otherwise be desirable.
 
                             REPURCHASE AGREEMENTS
 
   
     All Portfolios may enter into repurchase agreements (commonly called
"repos") with banks and dealers in U.S. Government securities. Under a
repurchase agreement, a Portfolio may acquire an underlying debt instrument for
a relatively short period, subject to an obligation of the seller to repurchase
and the Portfolio to resell the instrument at a fixed price and time, thereby
determining the yield during the Portfolio's holding period. This results in a
fixed rate of return insulated from market fluctuations during such period.
Under the 1940 Act, repurchase agreements are considered loans by the
Portfolios. The total amount received on repurchase would exceed the price paid
by the Portfolio, reflecting an agreed upon rate of interest for the period from
the date of the repurchase agreement to the settlement date, and would not be
related to the interest rate on the underlying securities. The difference
between the total amount to be received upon the repurchase of the securities
and the price paid by the Portfolio upon the acquisition is accrued daily as
interest. In the event of a default by an institution, the Portfolio may incur
certain costs in liquidating the collateral, and could also incur a loss if the
proceeds realized upon sale of the underlying obligations are less than the
repurchase price. In addition, if bankruptcy proceedings are commenced with
respect to the seller, realization on the collateral by a Portfolio may be
delayed or limited and the Portfolio may incur additional costs. In such case,
the Portfolio will be subject to risks associated with changes in the market
value of the collateral securities. In order to limit the risks associated with
entry into repurchase agreements, the Trustees have adopted procedures to
monitor and evaluate the creditworthiness of institutions with which it proposes
to engage in repos. The Portfolios will always obtain collateral in proper form
having a market value of not less than 102% of the purchase price. Such
collateral will be U.S. Government obligations and will be in the actual or
constructive possession of the Portfolio.
    
 
                              ILLIQUID SECURITIES
 
   
     Each of the Portfolios may invest no more than 10% of the value of its net
assets in securities which are illiquid, including repurchase agreements
providing for settlement in more than seven days after notice. For this purpose,
not all securities which are restricted are deemed to be illiquid. For example,
restricted securities which the Board of Trustees, or the Adviser or Sub-Adviser
pursuant to guidelines established by the Board of Trustees, has determined to
be marketable, such as securities eligible for sale under Rule 144A promulgated
under the 1933 Act or certain private placements of commercial paper issued in
reliance on an exemption from the 1933 Act pursuant to Section 4(2) thereof,
will not be deemed to be illiquid for purposes of this restriction. This
investment practice could have the effect of increasing the level of illiquidity
in a Portfolio to the extent that qualified institutional buyers (as defined in
Rule 144A) become for a time uninterested in purchasing these restricted
securities. In addition, a repurchase agreement which by its terms can be
liquidated before its nominal fixed-term on seven days or less notice is
regarded as a liquid instrument. Subject to the applicable limitation on
illiquid securities investments, a Portfolio may acquire securities issued by
the U.S. Government, its agencies or instrumentalities in a private placement.
See "Illiquid Securities" in the Statement of Additional Information for a
further discussion of investments in such securities.
    
 
                                       18
<PAGE>   23
 
                   HEDGING AND INCOME ENHANCEMENT STRATEGIES
 
   
     Each Portfolio (other than the Money Market Portfolio) may each engage in
various portfolio strategies to reduce certain risks of its investments and to
attempt to enhance income. These strategies include the use of options and
futures contracts and options thereon. A Portfolio's ability to use these
strategies may be limited by market conditions, regulatory limits and tax
considerations and there can be no assurance that any of these strategies will
succeed. See "Investment Objectives and Policies" in the Statement of Additional
Information. New financial products and risk management techniques continue to
be developed and each Portfolio may use these new investments and techniques to
the extent consistent with its investment objectives and policies.
    
 
OPTIONS TRANSACTIONS
 
   
     A Portfolio may purchase and write (i.e., sell) put and call options on
securities and financial indices that are traded on securities exchanges or in
the over-the-counter market to enhance income or to hedge its portfolio. These
options may be on debt securities, aggregates of debt securities, financial
indices (e.g., Standard and Poor's 500 Composite Stock Index) and U.S.
Government securities and may be traded on securities exchanges or over-the-
counter. A Portfolio may write covered put and call options to generate
additional income through the receipt of premiums, purchase put options in an
effort to protect the value of a security that it owns against a decline in
market value and the simultaneous purchase of a call option and sale of a put
option with identical strikes price and expiration dates to protect against a
change in the price. A Portfolio may also purchase put and call options to
offset previously written put and call options of the same series. See
"Investment Objectives and Policies -- Call and Put Options on Securities" in
the Statement of Additional Information.
    
 
INDEXED COMMERCIAL PAPER
 
   
     Each Portfolio (other than the Money Market Portfolio) may invest in
commercial paper which is indexed to certain specific foreign currency exchange
rates. The terms of such commercial paper provide that its principal amount is
adjusted upwards or downwards (but not below zero) at maturity to reflect
changes in the exchange rate between two currencies while the obligation is
still outstanding. A Portfolio will purchase such commercial paper with the
currency in which it is denominated and, at maturity, will receive interest and
principal payments thereon in that currency, but the amount of principal payable
by the issuer at maturity will change in proportion to the change (if any) in
the exchange rate between the two specified currencies between the date the
instrument is issued and the date the instrument matures. A Portfolio will
establish a segregated account with respect to its investments in this type of
commercial paper and maintain in such account cash or liquid high-grade debt
obligations having a value at least equal to the aggregate principal amount of
outstanding commercial paper of this type that it holds. While such commercial
paper entails the risk of loss of principal, the potential for realizing gains
as a result of changes in foreign currency exchange rates enables the Portfolio
to hedge (or cross-hedge) against a decline in the U.S. dollar value of
investments dominated in foreign currencies while providing an attractive money
market rate of return. See "Investment Objectives and Policies -- Foreign
Currency Exchange Transactions" in the Statement of Additional Information.
    
 
FUTURES CONTRACTS AND OPTIONS THEREON
 
     Each Portfolio (other than the Money Market Portfolio) may purchase and
sell financial futures contracts and options thereon which are traded on a
commodities exchange or board of trade for certain hedging, return enhancement
and risk management purposes in accordance with regulations of the Commodity
Futures Trading Commission. These futures contracts and related options will be
on debt securities, aggregates of debt securities, financial indices and U.S.
Government securities and include futures contracts and options thereon which
are linked to the London Interbank Offered Rate (LIBOR).
 
     A Portfolio may not purchase or sell futures contracts and related options
if immediately thereafter the sum of the amount of initial margin deposits on
such Portfolio's existing futures and options on futures and premiums paid for
such related options would exceed 5% of the market value of the Portfolio's
total assets.
 
     A Portfolio's successful use of futures contracts and related options
depends upon the investment adviser's ability to predict the direction of the
market and is subject to various additional risks. The correlation between
movements in the price of a futures contract and the price of the securities
being hedged is imperfect and there is a risk that the value of the securities
being hedged may increase or decrease at a greater rate than a specified futures
contract resulting in losses to a Portfolio.
 
                                       19
<PAGE>   24
 
   
     A Portfolio's ability to enter into futures contracts and options thereon
may also be limited by the requirements of the Code for qualification as a
regulated investment company. See "Investment Objectives and Policies --
Financial Futures Contracts on Fixed Income Securities -- Characteristics and
Risks" and "Options on Financial Futures Contracts" in the Statement of
Additional Information.
    
 
SPECIAL RISKS OF HEDGING AND INCOME ENHANCEMENT STRATEGIES
 
     Participation in the options or futures markets involves investment risks
and transaction costs to which a Portfolio would not be subject absent the use
of these strategies. If an Adviser's prediction of movements in the direction of
the securities and interest rate markets is inaccurate, the adverse consequences
to a Portfolio may leave the Portfolio in a worse position that if such
strategies were not used. Risks inherent in the use of options and futures
contracts and options on futures contracts include (1) dependence on the
Adviser's ability to predict correctly movements in the direction of interest
rates and securities prices; (2) imperfect correlation between the price of
options and futures contracts and options thereon and movements in the prices of
the securities being hedged; (3) the fact that skills needed to use these
strategies are different from those needed to select portfolio securities; (4)
the possible absence of a liquid secondary market for any particular instrument
at any time; (5) the possible need to defer closing out certain hedged positions
to avoid adverse tax consequences; and (6) the possible inability of a Portfolio
to purchase or sell a portfolio security at a time that otherwise would be
favorable for it to do so, or the possible need for a Portfolio to sell a
portfolio security at a disadvantageous time, due to the need for a Portfolio to
maintain "cover" or to segregate securities in connection with hedging
transactions.
 
FORWARD COMMITMENTS
 
     Each Portfolio may enter into contracts to purchase securities for a fixed
price at a future date beyond customary settlement time ("forward commitments")
if a Portfolio holds, and maintains until the settlement date in a segregated
account, cash or high-grade debt obligations in an amount sufficient to meet the
purchase price, or if a Portfolio enters into offsetting contracts for the
forward sale of other securities it owns. Forward commitments may be considered
securities in themselves, and involve a risk of loss if the value of the
security to be purchased declines prior to the settlement date, which risk is in
addition to the risk of decline in the value of a Portfolio's other assets.
Where such purchases are made through dealers, a Portfolio relies on the dealer
to consummate the sale. The dealer's failure to do so may result in the loss to
a Portfolio of an advantageous yield or price. Although a Portfolio will
generally enter into forward commitments with the intention of acquiring
securities for its portfolio or for delivery pursuant to options contracts it
has entered into, a Portfolio may dispose of a commitment prior to settlement if
the Sub-Adviser deems it appropriate to do so. A Portfolio may realize
short-term profits or losses upon the sale of forward commitments.
 
- --------------------------------------------------------------------------------
 
                            INVESTMENT RESTRICTIONS
- --------------------------------------------------------------------------------
 
     In addition to the investment policies set forth above, certain additional
restrictive policies relating to the investment of assets of the Portfolios have
been adopted by the Trust. The Investment Restrictions of the Trust are deemed
fundamental policies and may not be changed without the approval of the holders
of a majority of the outstanding voting shares of each Portfolio affected, which
for this purpose and under the 1940 Act means the lesser of (i) 67% of the
shares represented at a meeting at which more than 50% of the outstanding shares
are represented or (ii) more than 50% of the outstanding shares. A change in
policy affecting only one Portfolio may be effected with the approval of a
majority of the outstanding shares of such Portfolio. Details as to such
policies are set forth in the Statement of Additional Information.
 
                                       20
<PAGE>   25
 
- --------------------------------------------------------------------------------
 
                             SPECIAL CONSIDERATIONS
- --------------------------------------------------------------------------------
 
     The Code imposes certain diversification standards on the underlying assets
of Variable Contracts held in the Portfolios of the Trust. The Code provides
that a Variable Contract shall not be treated as an annuity contract or life
insurance for any period for which the investments are not adequately
diversified, in accordance with regulations prescribed by the Treasury
Department. Disqualification of the Variable Contract as an annuity contract or
life insurance would result in imposition of Federal income tax on the Contract
Owner with respect to earnings allocable to the Variable Contract prior to the
receipt of payments under the Variable Contract. The Code contains a safe harbor
provision which provides that contracts such as the Variable Contracts meet the
diversification requirements if, as of the close of each quarter, the underlying
assets meet the diversification standards for a regulated investment company and
no more than 55% of the total assets consists of cash, cash items, U.S.
Government securities and securities of other regulated investment companies.
 
     The Treasury Department has issued Regulations (Treas. Reg. Section
1.817-5), which establish diversification requirements for the investment
portfolios underlying variable contracts such as the Variable Contracts. The
Regulations amplify the diversification requirements for variable contracts set
forth in the Code and provide an alternative to the safe harbor provision
described above. Under the Regulations, an investment portfolio will be deemed
adequately diversified if, at the close of each calendar quarter, (i) no more
than 55% of the value of the total assets of the portfolio is represented by any
one investment; (ii) no more than 70% of the value of the total assets of the
portfolio is represented by any two investments; (iii) no more than 80% of the
value of the total assets of the portfolio is represented by any three
investments; and (iv) no more than 90% of the value of the total assets of the
portfolio is represented by any four investments. For purposes of these
regulations all securities of the same issuer are treated as a single
investment.
 
     The Technical and Miscellaneous Revenue Act of 1988 provides that for
purposes of determining whether or not the diversification standards imposed on
the underlying assets of variable contracts by Section 817(h) of the Code have
been met, "each United States government agency or instrumentality shall be
treated as a separate issuer."
 
     It is intended that each Portfolio of the Trust underlying the Contracts
will be managed in such a manner as to comply with these diversification
requirements.
 
- --------------------------------------------------------------------------------
 
                            MANAGEMENT OF THE TRUST
- --------------------------------------------------------------------------------
 
THE TRUSTEES
 
   
     The Trust is organized as a Massachusetts business trust. The overall
responsibility for the supervision of the affairs of the Trust is vested in the
Trustees. The Trustees meet periodically to review the affairs of the Trust and
to establish certain guidelines which the Adviser and Sub-Adviser are expected
to follow in implementing the investment policies and objectives of the Trust.
    
 
SAAMCO
 
   
     The Trust, on behalf of each Portfolio, has entered into an Investment
Advisory and Management Agreement (the "Agreement") with SAAMCo to handle the
Trust's day-to-day affairs.
    
 
   
     SAAMCo, located at The SunAmerica Center, 733 Third Avenue, New York, New
York 10017-3204, is a corporation organized in 1982 under the laws of the State
of Delaware. SAAMCo is an indirect wholly owned subsidiary of SunAmerica Inc.,
an investment-grade financial services company. In addition to serving as
adviser to the Trust, the Adviser and its affiliates serve as adviser, manager
and/or administrator for Anchor Pathway Fund, SunAmerica Equity Funds,
SunAmerica Income Funds, SunAmerica Money Market Funds, Inc. and SunAmerica
Series Trust. The Adviser and its affiliates managed, advised and/or
administered assets of approximately $7.6 billion as of December 31, 1995 for
investment companies, individuals, pension accounts, and corporate and trust
accounts. SAAMCo provides investment advisory services, office space, and other
facilities for the management
    
 
                                       21
<PAGE>   26
 
of the affairs of the Trust, and pays all compensation of officers and Trustees
of the Trust who are affiliated persons of SAAMCo.
 
     The annual rate of the investment advisory fees which apply to each
Portfolio, are as follows:
 
     Foreign Securities Portfolio pays a fee of .90% of Assets per annum;
Capital Appreciation Portfolio pays a fee of .75% of Assets per annum; Growth
Portfolio pays a fee of .75% of Assets per annum; Natural Resources Portfolio
pays a fee of .75% of Assets per annum; Growth and Income Portfolio pays a fee
of .70% of Assets per annum; Strategic Multi-Asset Portfolio pays a fee of 1% of
Assets per annum; Multi-Asset Portfolio pays a fee of 1% of Assets per annum;
High Yield Portfolio pays a fee of .70% per annum on the first $250 million of
Assets and .60% per annum over $250 million of Assets; Target '98 Portfolio pays
a fee of .625% of Assets per annum; Fixed Income Portfolio pays a fee of .625%
of Assets per annum; Government and Quality Bond Portfolio pays a fee of .625%
of Assets per annum; and Money Market Portfolio pays a fee of .50% of Assets per
annum.
 
   
     The investment management fees set out above are higher than those paid by
many other investment companies with similar investment objectives.
Notwithstanding the foregoing, SAAMCo has agreed to waive a portion of its fees
to reflect a fee schedule based on the asset size of a given portfolio. As a
result, in certain cases, the fees actually collected with respect to a
portfolio may be less than those set forth above. More complete information
concerning the fee waivers is contained in the Statement of Additional
Information.
    
 
     The term "Assets" means the average daily net assets of the Portfolio. The
Investment Advisory fees are accrued daily and paid monthly.
 
     SAAMCo has agreed that, in the event the expenses of one or more of the
Portfolios exceeds applicable state law expense limitations, it will waive its
fees under the Investment Advisory and Management Agreements to the extent
necessary to reduce the expenses of the affected Portfolio(s) so as not to
exceed such limitation(s). No such waiver shall result in the obligation
(contingent or otherwise) of the affected Portfolio(s) to repay SAAMCo in any
fiscal year any such amounts waived in previous fiscal years. Such agreements
with respect to expense limitations do not require SAAMCo to additionally
reimburse any Portfolio in the event the waivers are insufficient to reduce such
Portfolio's expenses to the applicable limitations.
 
   
     For the year ended December 31, 1995, SAAMCo received fees equal to the
following percentages of Assets: Foreign Securities Portfolio, 0.90%; Capital
Appreciation Portfolio, 0.69%; Growth Portfolio, 0.74%; Natural Resources
Portfolio, 0.75%; Growth and Income Portfolio, 0.70%; Strategic Multi-Asset
Portfolio, 1.00%; Multi-Asset Portfolio, 1.00%; High Yield Portfolio, 0.70%;
Target '98 Portfolio, 0.63%; Fixed Income Portfolio, 0.62%; Government and
Quality Bond Portfolio, 0.62%; and Money Market Portfolio, 0.50%.
    
 
WELLINGTON MANAGEMENT COMPANY
 
   
     WMC acts as Sub-Adviser to each Portfolio of the Trust, pursuant to a
Sub-Advisory Agreement with SAAMCo to manage the investment and reinvestment of
the assets of such Portfolios. WMC is independent of SAAMCo and discharges its
responsibilities subject to the policies of the Trustees and the oversight and
supervision of SAAMCo, which pays WMC's fees.
    
 
   
     WMC is a professional investment counseling firm which provides investment
services to investment companies, employee benefit plans, endowments,
foundations, and other institutions and individuals. As of December 31, 1995,
WMC had discretionary management authority with respect to approximately $109.2
billion of assets.
    
 
   
     WMC is a Massachusetts partnership of which the following persons are
managing partners: Robert W. Doran, Duncan M. McFarland and John R. Ryan. The
principal business address of WMC is 75 State Street, Boston, Massachusetts
02109.
    
 
     The portion of the investment advisory fees received by SAAMCo and paid to
WMC are as follows:
 
     Foreign Securities Portfolio -- .40% per annum on the first $50 million of
Assets, .275% per annum on the next $100 million, .20% per annum on the next
$350 million, and .15% per annum over $500 million; Capital Appreciation
Portfolio -- .375% per annum on the first $50 million of Assets, .275% per annum
on the next $100 million, .20% per annum on the next $350 million, and .15% per
annum over $500 million; Growth Portfolio -- .325% per annum on the first $50
million of Assets, .225% per annum on the next $100 million, .20% per annum on
the next $350 million, and .15% per annum over $500 million; Natural Resources
Portfolio -- .35% per annum on the first $50 million of Assets, .25% per annum
on the next $100 million, .20% per annum on the next $350 million, and
 
                                       22
<PAGE>   27
 
 .15% per annum over $500 million; Growth and Income Portfolio -- .325% per annum
on the first $50 million of Assets, .225% per annum on the next $100 million,
 .20% per annum on the next $350 million, and .15% per annum over $500 million;
Strategic Multi-Asset Portfolio -- .300% per annum on the first $50 million of
Assets, .200% per annum on the next $100 million, .175% per annum on the next
$350 million, and .15% per annum over $500 million; Multi-Asset
Portfolio -- .250% per annum on the first $50 million of Assets, .175% per annum
on the next $100 million, .150% per annum over $150 million; High Yield
Portfolio -- .30% per annum on the first $50 million of Assets, .225% per annum
on the next $100 million, .175% per annum on the next $350 million, and .15% per
annum over $500 million; Target '98 Portfolio -- .225% per annum on the first
$50 million of Assets, .15% per annum on the next $50 million, .10% per annum on
the next $400 million and .05% per annum over $500 million; Fixed Income
Portfolio -- .225% per annum on the first $50 million of Assets, .125% per annum
on the next $50 million, and .10% per annum over $100 million; Government and
Quality Bond Portfolio -- .225% per annum on the first $50 million of Assets,
 .125% per annum on the next $50 million, and .10% per annum over $100 million;
and Money Market Portfolio -- .075% per annum on the first $500 million of
Assets, and .020% per annum over $500 million.
 
   
     For the year ended December 31, 1995, SAAMCo informed the Trust that WMC
received fees equal to the following percentages of daily net assets: Foreign
Securities Portfolio, 0.38%; Capital Appreciation Portfolio, 0.26%; Growth
Portfolio, 0.23%; Natural Resources Portfolio, 0.35%; Growth and Income
Portfolio, 0.32%; Strategic Multi-Asset Portfolio, 0.28%; Multi-Asset Portfolio,
0.19%; High Yield Portfolio, 0.30%; Target '98 Portfolio, 0.22%; Fixed Income
Portfolio, 0.23%; Government and Quality Bond Portfolio, 0.13%; and Money Market
Portfolio, 0.08%.
    
 
PORTFOLIO MANAGEMENT
 
     The following individuals are primarily responsible for the day-to-day
management of the particular portfolios as indicated below.
 
     WMC's Global Equity Strategy Group, headed by Trond Skramstad, has been
responsible for managing the FOREIGN SECURITIES PORTFOLIO since 1994.
 
     Robert D. Rands has served as the portfolio manager for the CAPITAL
APPRECIATION PORTFOLIO since its inception in 1987. Mr. Rands is a Senior Vice
President of WMC and joined the company in 1978.
 
     WMC's Growth Investment Team, comprised of Frank V. Wisneski, Senior Vice
President; Matthew E. Megargel, Senior Vice President; and John J. Harrington,
Vice President, has been responsible for managing the GROWTH PORTFOLIO since
1995.
 
     Ernst H. von Metzsch has served as the portfolio manager for the NATURAL
RESOURCES PORTFOLIO since October 24, 1994. Mr. von Metzsch is a Senior Vice
President, Partner and energy analyst at WMC and joined the company in 1973.
 
   
     Laura J. Allen has served as the portfolio manager for the GROWTH AND
INCOME PORTFOLIO since 1996. Ms. Allen is a Vice President of WMC and joined the
company in 1981, and became a portfolio manager in 1984.
    
 
     Deborah L. Allinson has served as the portfolio manager for the STRATEGIC
MULTI-ASSET PORTFOLIO since its inception in 1987, and the MULTI-ASSET PORTFOLIO
since its inception in 1987. Ms. Allinson is a Senior Vice President of WMC and
joined the company in 1972.
 
     Catherine A. Smith has served as the portfolio manager for the HIGH YIELD
PORTFOLIO since 1992. Ms. Smith is a Senior Vice President of WMC and joined the
company in 1984.
 
   
     Thomas L. Pappas has served as the portfolio manager for the TARGET '98
PORTFOLIO since 1992 and the FIXED INCOME PORTFOLIO since 1995. Mr. Pappas is a
Senior Vice President of WMC and joined the company in 1987.
    
 
     John C. Keogh has served as the portfolio manager for the MONEY MARKET
PORTFOLIO since 1992 and for the GOVERNMENT AND QUALITY BOND PORTFOLIO since
March 31, 1994. Mr. Keogh is a Senior Vice President of WMC and joined the
company in 1983.
 
CUSTODIAN, TRANSFER AND DIVIDEND PAYING AGENT
 
     State Street Bank and Trust Company, Boston, Massachusetts, acts as
Custodian of the Trust's assets as well as Transfer and Dividend Paying Agent
and in so doing performs certain bookkeeping, data processing and administrative
services.
 
                                       23
<PAGE>   28
 
EXPENSES OF THE TRUST
 
     In addition to the investment advisory fee, the Trust incurs expenses,
including legal, auditing and accounting expenses, Trustees' fees and expenses,
insurance premiums, brokers' commissions, taxes and governmental fees, expenses
of issue or redemption of shares, expenses of registering or qualifying shares
for sale, reports and notices to shareholders, and fees and disbursements of
custodians, transfer agents, registrars, shareholder servicing agents and
dividend disbursing agents, and certain expenses with respect to membership fees
of industry associations.
 
- --------------------------------------------------------------------------------
 
                             PORTFOLIO TRANSACTIONS
- --------------------------------------------------------------------------------
 
     All purchase and sale orders of securities are placed on behalf of the
Trust by WMC for all the Portfolios. If the securities in which a particular
Portfolio invests are traded primarily in the over-the-counter market, then WMC
may deal directly with the broker-dealers who make a market in the securities
involved unless better prices and execution are available elsewhere. These
brokers may also furnish brokerage and research services, including advice as to
the advisability of investing in securities, securities analysis and reports.
 
     Broker-dealers involved in the execution of portfolio transactions on
behalf of the Trust are selected on the basis of their professional capability
and the value and quality of their services. In selecting such broker-dealers,
WMC will consider various relevant factors, including, but not limited to, the
size and type of the transaction; the nature and character of the markets in
which the security can be purchased or sold; the execution efficiency,
settlement capability, and financial condition of the broker-dealer; the
broker-dealer's execution services rendered on a continuing basis; and the
reasonableness of any commissions.
 
     The Trust reserves the right to effect portfolio transactions through a
broker affiliated with SAAMCo, acting as agent and not as principal, provided
that any commissions, fees or other remuneration received by such broker are
within the limitations set forth in the 1940 Act and are reasonable and fair
compared to the commissions, fees or other remuneration paid to other brokers in
connection with comparable transactions involving similar securities being
purchased or sold on an exchange during a comparable period of time.
 
     Subject to applicable laws and regulations, the Advisers may also consider
the willingness of particular brokers to sell the Variable Contracts or
affiliated SunAmerica mutual funds as a factor in the selection of brokers for
executing portfolio transactions on behalf of the Trust.
 
- --------------------------------------------------------------------------------
 
                                NET ASSET VALUE
- --------------------------------------------------------------------------------
 
     The net asset value of the shares of each Portfolio is computed once daily
at the close of regular trading of the New York Stock Exchange ("NYSE") (which
is currently 4:00 p.m., New York time), on days the New York Stock Exchange is
open for trading which are Monday through Friday, except for New Year's Day,
Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day, Christmas Day, and other such days as may be determined from
time to time by the NYSE.
 
     The net asset value of a share of each Portfolio is calculated by adding
the value of all securities and other assets, deducting its accrued liabilities,
and dividing the remainder by the number of shares outstanding. Except with
respect to securities held by the Money Market Portfolio, securities of each
Portfolio are valued as follows: Equity securities which are traded on domestic
stock exchanges are valued at the last sale price as of the close of business on
the day the securities are being valued, or lacking any sales, at the closing
bid price. Equity securities traded in the over-the-counter market are valued at
the closing bid price or yield equivalent as obtained from one or more dealers
that make markets in the securities. Equity securities which are traded both in
the over-the-counter market and on a stock exchange are valued according to the
broadest and most representative market. Bonds and other fixed income securities
may be valued on the basis of prices provided by a pricing service when such
prices are believed to reflect the fair market value of such securities. The
prices provided by a pricing service may be determined without regard to bid or
last sale prices but take into account institutional size trading in similar
groups of securities and any developments related to specific securities.
Securities not priced in this manner are valued at the most recent quoted bid
price. Securities and assets for which market quotations are not readily
available are valued at fair value as determined in good faith by or under the
direction of the Board of Trustees of the Trust.
 
                                       24
<PAGE>   29
 
Short-term investments that mature in less than sixty (60) days are valued at
amortized cost unless the Trustees determine that amortized cost or value does
not represent fair value, in which case fair value is determined as described
above.
 
   
     Securities of the Money Market Portfolio are valued using the amortized
cost method. The amortized cost method initially values a security at its cost
and thereafter assumes a constant amortization to maturity of any premium or
discount regardless of market fluctuations. This method is designed to stabilize
the net asset value at $1.00 per share. The Board of Trustees will monitor
closely the stabilization of the net asset value at $1.00 per share and has
adopted procedures to facilitate such stabilization. (See "Net Asset Value" in
the Statement of Additional Information.)
    
 
     Securities which are traded on foreign exchanges are ordinarily valued at
the last quoted sales price available before the time when the assets are
valued. If a security's price is available from more than one foreign exchange,
the Portfolio uses the exchange that is the primary market for the security.
Values of portfolio securities primarily traded on foreign exchanges are already
translated into U.S. dollars when received from a quotation service.
 
- --------------------------------------------------------------------------------
 
                       DIVIDENDS, DISTRIBUTIONS AND TAXES
- --------------------------------------------------------------------------------
 
   
     Each Portfolio of the Trust intends to continue to qualify as a "Regulated
Investment Company" under certain provisions of the Code. Each Portfolio of the
Trust will be treated as a separate entity for Federal income tax purposes.
While qualified as a regulated investment company, each Portfolio of the Trust
will not be subject to Federal income taxes on net investment income and net
capital gains, if any, realized during any year provided all such net investment
company taxable income and net capital gains are distributed to its
shareholders.
    
 
     Dividends on the Money Market Portfolio will be declared daily and
reinvested monthly in additional full and fractional shares of the Portfolio.
Dividends and distributions consisting of substantially all net investment
income and net realized capital gains from Growth, Capital Appreciation, Foreign
Securities, Growth and Income, Fixed Income, Government and Quality Bond, High
Yield, Natural Resources, Multi-Asset, Strategic Multi-Asset and Target '98
Portfolios will be declared and reinvested at least annually in additional full
and fractional shares of the respective Portfolios.
 
- --------------------------------------------------------------------------------
 
                            DESCRIPTION OF THE TRUST
- --------------------------------------------------------------------------------
 
   
     The Trust was organized under the laws of the Commonwealth of Massachusetts
on August 26, 1983, as an unincorporated voluntary association, commonly known
as a business trust. Its offices are at The SunAmerica Center, 733 Third Avenue,
New York, New York 10017-3204. The Trust currently consists of twelve separate
investment series, each with its own investment objective. Certain series of the
Trust may not be available in connection with a particular annuity contract.
    
 
     All shares of the Trust are owned by separate accounts of the Life
Companies. Pursuant to current interpretations of the 1940 Act, the Life
Companies will solicit voting instructions from Variable Contract Owners with
respect to any matters that are presented to a vote of shareholders.
 
     On any matter submitted to a vote of shareholders, all shares of the Trust
then issued and outstanding and entitled to vote shall be voted in the aggregate
and not by series except for matters concerning only a series. Certain matters
approved by a vote of all shareholders of the Trust may not be binding on a
Portfolio whose shareholders have not approved such matters. The holders of each
share of beneficial interest of the Trust shall be entitled to one vote for each
full share and a fractional vote for each fractional share of beneficial
interest. Shares of one series may not bear the same economic relationship to
the Trust as shares of another series.
 
     The Trustees of the Trust have been elected by the shareholders of the
Trust. The Trustees themselves have the power to alter the number and the terms
of office of the Trustees, and they may at any time lengthen their own terms or
make their terms of unlimited duration (subject to certain removal procedures)
and appoint their own successors, provided that always at least a majority of
the Trustees have been elected by the shareholders of the Trust. The voting
rights of shareholders are not cumulative, so that holders of more than 50% of
the shares voting
 
                                       25
<PAGE>   30
 
   
can, if they choose, elect all Trustees being selected, while the holders of the
remaining shares would be unable to elect any Trustees. The Trust is not
required to hold Annual Meetings of Shareholders. The Trustees may call Special
Meetings of Shareholders for action by shareholder vote as may be required by
the 1940 Act or the Declaration of Trust. The Declaration of Trust provides that
shareholders can remove Trustees by a vote of two-thirds of the vote of the
outstanding shares and the Declaration of Trust sets out the procedures to be
followed.
    
 
     Each issued and outstanding share is entitled to participate equally in
dividends and distributions declared by the respective Portfolio and in net
assets of such Portfolio upon liquidation or dissolution remaining after
satisfaction of outstanding liabilities. The shares of each Portfolio have no
preference, pre-emptive, conversion, exchange or similar rights, and will be
freely transferable. Under certain circumstances Trust shareholders may have a
potential liability for the obligations of the Trust.
 
- --------------------------------------------------------------------------------
 
   
                      REPORTS AND INDEPENDENT ACCOUNTANTS
    
- --------------------------------------------------------------------------------
 
     The Trust will furnish audited annual and unaudited semi-annual reports to
its shareholders. Price Waterhouse LLP, New York, New York, serves as the
independent accountants to the Trust.
 
- --------------------------------------------------------------------------------
 
   
                DISTRIBUTION AND REDEMPTION OF SHARES; INQUIRIES
    
- --------------------------------------------------------------------------------
 
     Shares are only sold to separate accounts of the Life Companies at net
asset value. Redemptions will be effected by the separate accounts to meet
obligations under the Variable Contracts. Variable Contract Owners do not deal
directly with the Trust with respect to acquisition or redemption of shares.
 
     Inquiries regarding the Trust should be directed to P.O. Box 54299, Los
Angeles, California, 90054-0299; telephone number: 800-445-7862.
 
                                       26
<PAGE>   31
 
- --------------------------------------------------------------------------------
                                   APPENDIX A
                     DESCRIPTION OF CORPORATE BOND RATINGS
- --------------------------------------------------------------------------------
 
     Moody's Investors Service, Inc. rates the long-term debt securities issued
by various entities from "Aaa" to "C". Aaa -- Best quality. These securities
carry the smallest degree of investment risk and are generally referred to as
"gilt edge". Interest payments are protected by a larger, or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of these issues. Aa -- High quality by all
standards. They are rated lower than the best quality bonds because margins of
protection may not be as large as in Aaa securities, fluctuation of protective
elements may be of greater amplitude, or there may be other elements present
that make the long-term risks appear somewhat greater. A -- Upper medium grade
obligations. These bonds possess many favorable investment attributes. Factors
giving security to principal and interest are considered adequate, but elements
may be present that suggest a susceptibility to impairment sometime in the
future. Baa -- Medium grade obligations. Interest payments and principal
security appear adequate for the present but certain protective elements may be
lacking or may be characteristically unreliable over any great length of time.
Such bonds lack outstanding investment characteristics and, in fact, have
speculative characteristics as well. Ba -- Have speculative elements; future
cannot be considered as well assured. The protection of interest and principal
payments may be very moderate and thereby not well safeguarded during both good
and bad times over the future. Bonds in this class are characterized by
uncertainty of position. B -- Generally lack characteristics of the desirable
investment; assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small. Caa -- Of
poor standing. Issues may be in default or there may be present elements of
danger with respect to principal or interest. Ca -- Speculative in a high
degree; often in default or have other marked shortcomings. C -- Lowest rated
class of bonds; can be regarded as having extremely poor prospects of ever
attaining any real investment standing.
 
   
     Standard and Poor's Ratings Services, A Division of The McGraw-Hill
Companies, Inc. rates the long-term securities debt of various entities in
categories ranging from "AAA" to "D" according to quality. AAA -- Highest
rating. Capacity to pay interest and repay principal is extremely strong.
AA -- High grade. Very strong capacity to pay interest and repay principal.
Generally, these bonds differ from AAA issues only in a small degree. A -- Have
a strong capacity to pay interest and repay principal, although they are
somewhat more susceptible to the adverse effects of change in circumstances and
economic conditions than debt in higher rated categories. BBB -- Regarded as
having adequate capacity to pay interest and repay principal. These bonds
normally exhibit adequate protection parameters, but adverse economic conditions
or changing circumstances are more likely to lead to a weakened capacity to pay
interest and repay principal than for debt in higher rated categories. BB, B,
CCC, CC, C -- Regarded, on balance, as predominantly speculative with respect to
capacity to pay interest and repay principal in accordance with the terms of the
obligation. BB indicates the lowest degree of speculation and C the highest
degree of speculation. While this debt will likely have some quality and
protective characteristics, these are outweighed by large uncertainties or major
risk exposures to adverse conditions. C1 -- Reserved for income bonds on which
no interest is being paid. D -- In default and payment of interest and/or
repayment of principal is in arrears.
    
<PAGE>   32
 
Please forward a copy (without charge) of the Statement of Additional
Information concerning Anchor Series Trust to:
 
              (Please print or type and fill in all information.)
 
- ------------------------------------------------------------------------------
  Name
 
- ------------------------------------------------------------------------------
  Address
 
- ------------------------------------------------------------------------------
  City/State/Zip
 
- ------------------------------------------------------------------------------
Date:                            Signed:
 
   
Return to: Anchor National Life Insurance Company, Annuity Service Center, P.O.
Box 54299, Los Angeles, California 90054-0299.
    
<PAGE>   33





                      STATEMENT OF ADDITIONAL INFORMATION

                              ANCHOR SERIES TRUST
   
                             The SunAmerica Center
                                733 Third Avenue
                         New York, New York 10017-3204
                               (800) 858-8850
    



THIS IS NOT A PROSPECTUS.  This Statement of Additional Information
should be read in conjunction with the Prospectus for Anchor Series
Trust, which is referred to herein.

Capitalized terms used herein but not defined have the same
meanings assigned to them in the Prospectus.





   
THE PROSPECTUS CONCISELY SETS FORTH INFORMATION THAT A PROSPECTIVE
INVESTOR SHOULD KNOW BEFORE INVESTING.  FOR A COPY OF THE
PROSPECTUS DATED FEBRUARY 29, 1996 CALL OR WRITE THE TRUST AT:
    

                                 P.O. BOX 54299
                       LOS ANGELES, CALIFORNIA 90054-0299
                                (800) 445-7862.




   
                          Dated: February 29, 1996
    
<PAGE>   34
                        TABLE OF CONTENTS
   
<TABLE>
<CAPTION>
                                                            Page
<S>                                                         <C>
THE TRUST. . . . . . . . . . . . . . . . . . . . . . . . .   B-3
INVESTMENT OBJECTIVES AND POLICIES . . . . . . . . . . . . . B-3
     Objectives. . . . . . . . . . . . . . . . . . . . . . . B-3
     Foreign Money Market Instruments. . . . . . . . . . . . B-3
     Variable and Floating Rate Instruments. . . . . . . . . B-4
     Government Agencies Obligations . . . . . . . . . . . . B-4
     When-Issued Securities. . . . . . . . . . . . . . . . . B-5
     Illiquid Securities . . . . . . . . . . . . . . . . . . B-6
     Foreign Securities. . . . . . . . . . . . . . . . . . . B-7
     Call and Put Options on Securities. . . . . . . . . . . B-8
     Absence of Liquid Secondary Options Market. . . . . . . B-11
     Regulation of Futures Contracts and Options Thereon . . B-11
     Financial Futures Contracts on Fixed Income
          Securities - Characteristics and Risks . . . . . . B-11
     Options on Financial Futures Contracts. . . . . . . . . B-15
     Index Warrants. . . . . . . . . . . . . . . . . . . . . B-17
     Stock Index Futures and Options Thereon . . . . . . . . B-18
     Stock Index Futures Characteristics and Risks . . . . . B-18
     Options on Stock Index Futures and Risks. . . . . . . . B-21
     Limitations on Stock Index Futures and Related
          Options Transactions . . . . . . . . . . . . . . . B-23
     Foreign Currency Exchange Transactions. . . . . . . . . B-23
     Loans of Portfolio Securities . . . . . . . . . . . . . B-26
     Interest Rate Swap Transactions . . . . . . . . . . . . B-27
     Description of Commercial Paper Ratings . . . . . . . . B-27
     Discount Bonds, Convertible Bonds and Preferred Stocks. B-28
     Certain Risk Factors Relating to High-Yield
          (High-Risk) Bonds. . . . . . . . . . . . . . . . . B-28
     Further Information About the Target '98 Portfolio. . . B-29
INVESTMENT RESTRICTIONS. . . . . . . . . . . . . . . . . . . B-30
SUNAMERICA ASSET MANAGEMENT CORP.. . . . . . . . . . . . . . B-33
     Personal Securities Trading . . . . . . . . . . . . . . B-36
WELLINGTON MANAGEMENT COMPANY. . . . . . . . . . . . . . . . B-37
OFFICERS AND TRUSTEES OF THE TRUST . . . . . . . . . . . . . B-37
CUSTODIAN. . . . . . . . . . . . . . . . . . . . . . . . . . B-41
INDEPENDENT ACCOUNTANTS  . . . . . . . . . . . . . . . . . . B-41
PORTFOLIO TRANSACTIONS AND BROKERAGE . . . . . . . . . . . . B-41
PORTFOLIO TURNOVER . . . . . . . . . . . . . . . . . . . . . B-44
NET ASSET VALUE. . . . . . . . . . . . . . . . . . . . . . . B-44
     Foreign Securities Portfolio. . . . . . . . . . . . . . B-45
     Money Market Portfolio. . . . . . . . . . . . . . . . . B-46
DIVIDENDS, DISTRIBUTIONS AND TAXES . . . . . . . . . . . . . B-47
GENERAL INFORMATION. . . . . . . . . . . . . . . . . . . . . B-50
OWNERSHIP OF SHARES. . . . . . . . . . . . . . . . . . . . . B-50
FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . B-50
</TABLE>
    


                                     B-2
<PAGE>   35
                                   THE TRUST

     The Trust, organized as a Massachusetts business trust on
August 26, 1983, is an open-end management investment company.  The
Trust is comprised of twelve separate Portfolios. Shares of the
Trust are issued and redeemed only in connection with investments
in and payments under variable annuity contracts and variable life
insurance policies of Anchor National Life Insurance Company, First
SunAmerica Life Insurance Company, Phoenix Mutual Life Insurance
Company and Presidential Life Insurance Company (see "The Trust" in
the Prospectus).

     On December 1, 1992, the Board of Trustees of the Trust
approved a change of the names of the Aggressive Growth Portfolio
and the Aggressive Multi-Asset Portfolio to the Capital
Appreciation Portfolio and the Strategic Multi-Asset Portfolio,
respectively.

     On February 16, 1995, the Board of Trustees of the Trust
approved a change of the name of the Convertible Securities
Portfolio to the Growth and Income Portfolio.

                       INVESTMENT OBJECTIVES AND POLICIES

Objectives

     For a description of the objectives of the Portfolios, see
"Investment Objectives and Policies" in the Prospectus.  The
following information is provided for those investors wishing to
have more comprehensive information than that contained in the
Prospectus.

Foreign Money Market Instruments

     The Money Market Portfolio will be diversified among issuers
and among industries with the exception of the banking industry and
obligations of the U.S. Government, its agencies and
instrumentalities.  The Money Market Portfolio reserves the right
to concentrate its investment in U.S. dollar denominated
obligations of foreign branches of U.S. banks, London and U.S.
branches of foreign banks, and commercial paper of foreign
corporations, when the yields available on such obligations exceed
the yields available on obligations otherwise permitted for
investment by the Portfolio and when it is believed that the
relative return from such investments compared with the relative
risk, marketability and quality of such obligations appears to
warrant such concentration.  Concentration in this context means
the investment of more than 25% and up to 100% of the Portfolio's
assets.  These investments will meet the quality criteria described
above, but they may present investment risks in addition to those
involved in obligations of domestic banks and corporations.


                                     B-3
<PAGE>   36
   
     Investment risks associated with investments in obligations of
foreign branches of U.S. banks, London and U.S. branches of foreign
banks, short-term obligations and commercial paper of foreign
corporations include future political and economic developments,
the possible imposition of withholding taxes on interest income
payable on such obligations, the possible seizure or
nationalization of foreign deposits, the possible establishment of
exchange controls or the adoption of other government restrictions.
Generally, the foreign branches of the U.S. banks and the London or
U.S. branches of foreign banks are subject to fewer regulatory
restrictions than are applicable to domestic banks, and foreign
branches of U.S. banks may be subject to less stringent reserve
requirements than domestic banks.  The London or U.S. branches of
foreign banks, the foreign branches of U.S. banks and foreign
corporations may provide less public information than, and may not
be subject to the same accounting, auditing and financial
record-keeping standards as, domestic banks.
    

Variable and Floating Rate Instruments

     Certain obligations purchased by the Portfolios of the Trust
may be variable or floating rate instruments, involve a demand
feature and include variable amount master demand notes.  Variable
or floating rate instruments bear interest at a rate which varies
with changes in market rates.  The holder of an instrument with a
demand feature may tender the instrument back to the issuer at par
prior to maturity.

     A variable amount master demand note is issued pursuant to a
written agreement between the issuer and the holder, its amount may
be increased by the holder or decreased by the holder or issuer, it
is payable on demand and the rate of interest varies based upon an
agreed formula.  The quality of the underlying credit must be
equivalent to the long-term bond or commercial paper ratings
applicable to permitted investment for the Money Market Portfolio.
The Sub-Adviser will monitor on an ongoing basis the earning power,
cash flow and liquidity ratios of the issuers of such instruments,
and will similarly monitor the ability of an issuer of a demand
instrument to pay principal and interest on demand.

Government Agencies Obligations

     All Portfolios may invest, to varying degrees, in government
obligations.  Obligations issued by the U.S. Treasury are backed by
the full faith and credit of the U.S. Government.  Obligations
issued by governmental agencies may be supported by varying levels
of guarantee as to repayment of principal and interest.

     Agencies of the United States Government include, among
others, Export Import Bank of the United States, Farmers Home
Administration, Federal Farm Credit Bank, Federal Housing
Administration, Government National Mortgage Association, Maritime


                                     B-4
<PAGE>   37
Administration, Small Business Administration and the Tennessee
Valley Authority.  The Portfolios may purchase securities
guaranteed by the Government National Mortgage Association which
may represent participations in Veterans Administration and Federal
Housing Administration backed mortgage pools.  Obligations of
instrumentalities of the United States Government include
securities issued by, among others, Federal Home Loan Banks,
Federal Home Loan Mortgage Corporation, Federal Intermediate Credit
Banks, Federal Land Banks, Federal National Loan Mortgage
Association and the United States Postal Service.  Some of these
securities are supported by the full faith and credit of the United
States Treasury (e.g., Government National Mortgage Association),
others are supported by the right of the issuer to borrow from the
Treasury (e.g., Federal Farm Credit Bank) and still others are
supported only by the credit of the instrumentality (e.g., Federal
National Mortgage Association).  Guarantees of principal by
agencies or instrumentalities of the U.S. Government may be
guarantees solely of payment at the maturity of the obligation so
that in the event of a default prior to maturity there might be no
market and thus no means of realizing on the obligation prior to
maturity.

When-Issued Securities
   
     Each Portfolio may invest in securities issued on a
when-issued or delayed delivery basis at the time the purchase is made.
When-issued or delayed-delivery transactions arise when securities
are purchased or sold by a Portfolio with payment and delivery
taking place a month or more in the future in order to secure what
is considered to be an advantageous price and yield to the
Portfolio at the time of entering into the transaction.  Each
Portfolio generally would not pay for such securities or start
earning interest on them until they are issued or received.
However, when a Portfolio purchases debt obligations on a
when-issued basis, it assumes the risks of ownership, including the risk
of price fluctuation, at the time of purchase, not at the time of
receipt.  Failure of the issuer to deliver a security purchased by
a Portfolio on a when-issued basis may result in a Portfolio's
incurring a loss or missing an opportunity to make an alternative
investment.  When a Portfolio enters into a commitment to purchase
securities on a when-issued basis, it establishes a segregated
account with its custodian consisting of cash or liquid high-grade
debt securities equal to the amount of the Portfolio's commitment,
which is valued at fair market value.  If on any day the market
value of this segregated account falls below the value of a
Portfolio's commitment, the Portfolio will be required to deposit
additional cash or qualified securities into the account equal to
the value of the Portfolio's commitment.  When the securities to be
purchased are issued, a Portfolio will pay for the securities from
available cash, from the sale of securities in the segregated
account, from sales of other securities and/or, if necessary, from
the sale of the when-issued securities themselves, although  
    



                                     B-5
<PAGE>   38
this is not ordinarily expected.  Securities purchased on a
when-issued basis are subject to the risk that yields available in the
market, when delivery takes place, may be higher or lower than the
rate to be received on the securities a Portfolio has committed to
purchase.  After a Portfolio is committed to purchase when-issued
securities, but prior to the issuance of the securities, it is
subject to adverse changes in the value of these securities based
upon changes in interest rates, as well as changes based upon the
public's perception of the issuer and its creditworthiness.  Sale
of securities in the segregated account or other securities owned
by a Portfolio and when-issued securities may cause the realization
of a capital gain or loss.

Illiquid Securities
   
     Each of the Portfolios may invest no more than 10% of its net
assets, determined as of the date of purchase, in illiquid
securities including repurchase agreements which have a maturity of
longer than seven days or in other securities that are illiquid by
virtue of the absence of a readily available market or legal or
contractual restrictions on resale.  Historically, illiquid
securities have included securities subject to contractual or legal
restrictions on resale because they have not been registered under
the 1933 Act, securities which are otherwise not readily marketable
and repurchase agreements having a maturity of longer than seven
days.  Repurchase agreements subject to demand are deemed to have
a maturity equal to the notice period.  Securities which have not
been registered under the 1933 Act are referred to as private
placements or restricted securities and are purchased directly from
the issuer or in the secondary market.  Mutual funds do not
typically hold a significant amount of these restricted or other
illiquid securities because of the potential for delays on resale
and uncertainty in valuation.  Limitations on resale may have an
adverse effect on the marketability of portfolio securities and a
mutual fund might be unable to dispose of restricted or other
illiquid securities promptly or at reasonable prices and might
thereby experience difficulty satisfying redemptions within seven
days.  A mutual fund might also have to register such restricted
securities in order to dispose of them, resulting in additional
expense and delay.  There generally will be a lapse of time between
a mutual fund's decision to sell an unregistered security and the
registration of such security promoting sale.  Adverse market
conditions could impede a public offering of such securities.  When
purchasing unregistered securities, the Portfolios will seek to
obtain the right of registration at the expense of the issuer.
    
   
     In recent years, a large institutional market has developed
for certain securities that are not registered under the 1933 Act,
including repurchase agreements, commercial paper, foreign
securities, municipal securities and corporate bonds and notes.
Institutional investors depend on an efficient institutional market
in which the unregistered security can be readily resold or on 
    

                                     B-6
<PAGE>   39
an issuer's ability to honor a demand for repayment.  The fact that
there are contractual or legal restrictions on resale to the
general public or to certain institutions may not be indicative of
the liquidity of such investments.
   
     Restricted securities eligible for resale pursuant to Rule
144A under the 1933 Act for which there is a readily available
market will not be deemed to be illiquid.  The Portfolios'
Sub-Adviser will monitor the liquidity of such restricted securities
subject to the supervision of the Board of Trustees of the Trust.
In reaching liquidity decisions, the Sub-Adviser will consider,
inter alia, pursuant to guidelines and procedures established by
the Trustees, the following factors: (1) the frequency of trades
and quotes for the security; (2) the number of dealers wishing to
purchase or sell the security and the number of other potential
purchasers; (3) dealer undertakings to make a market in the
security; and (4) the nature of the security and the nature of the
marketplace trades (e.g., the time needed to dispose of the
security, the method of soliciting offers and the mechanics of the
transfer).
    
   
     The Money Market, Multi-Asset, Strategic Multi-Asset and
Growth and Income Portfolios may invest in commercial paper issued
in reliance on the so-called private placement exemption from
registration which is afforded by Section 4(2) of the 1933 Act
("Section 4(2) paper").  Section 4(2) paper is restricted as to
disposition under the federal securities laws in that any resale
must similarly be made in an exempt transaction.  Section 4(2)
paper is normally resold to other institutional investors through
or with the assistance of investment dealers who make a market in
Section 4(2) paper, thus providing liquidity.  Section 4(2) paper
that is issued by a company that files reports under the Securities
Exchange Act of 1934 is generally eligible to be sold in reliance
on the safe harbor of Rule 144A described above.  The Money Market,
Multi-Asset and Strategic Multi-Asset Portfolios' 10% limitation on
investments in illiquid securities includes Section 4(2) paper
other than Section 4(2) paper that the Adviser has determined to be
liquid pursuant to guidelines established by the Trustees.  The
Portfolios' Board of Trustees delegated to the Adviser the function
of making day-to-day determinations of liquidity with respect to
Section 4(2) paper, pursuant to guidelines approved by the Trustees
that require the Adviser to take into account the same factors
described above for other restricted securities and require the
Adviser to perform the same monitoring and reporting functions.
    
Foreign Securities
   
     The Foreign Securities, Growth and Income, Growth, Capital
Appreciation, Natural Resources, Fixed Income, Government and
Quality Bond, Multi-Asset, and Strategic Multi-Asset Portfolios may
invest in foreign debt and equity securities.  The High Yield and
Target '98 Portfolios may invest in foreign debt securities.
    


                                     B-7
<PAGE>   40
     Investment in securities issued by companies whose principal
business activities are outside the United States may involve
significant risks not present in domestic investments.  For
example, there is generally less publicly available information
about foreign companies, particularly those not subject to the
disclosure and reporting requirements of the U.S. securities laws.
Foreign issuers are generally not bound by uniform accounting,
auditing, and financial reporting requirements and standards of
practice comparable to those applicable to domestic issuers.
Investments in foreign securities also involve the risk of possible
adverse changes in investment or exchange control regulations,
expropriation or confiscatory taxation, limitation on the removal
of funds or other assets of the Portfolios, political or financial
instability or diplomatic and other developments which could affect
such investments.  Further, economies of particular countries or
areas of the world may differ favorably or unfavorably from the
economy of the United States.

     It is anticipated that in most cases the best available market
for foreign securities will be on exchanges or in over-the-counter
markets located outside of the United States.  Foreign stock
markets, while growing in volume and sophistication, are generally
not as developed as those in the United States, and securities of
some foreign issuers (particularly those located in developing
countries) may be less liquid and more volatile than securities of
comparable U.S. companies.  In addition, foreign brokerage
commissions are generally higher than commissions on securities
traded in the United States and may be non-negotiable.  In general,
there is less overall governmental supervision and regulation of
securities exchanges, brokers, and listed companies than in the
United States.

Call and Put Options on Securities

     The Growth, Capital Appreciation, Growth and Income, Fixed
Income, High Yield, Multi-Asset, Strategic Multi-Asset and Natural
Resources Portfolios may write covered call options to attempt to
realize, through the receipt of premiums, a greater return than
would be realized on the securities alone.  The Portfolios do not
presently intend to write put options but may purchase put and call
options.  The Portfolios intend to use covered call options both to
increase return on the securities of the Portfolios and for
defensive or hedging purposes.  It is anticipated that the  maximum
percentage of the Portfolios' securities subject to options
primarily for income purposes will be 30%, that the maximum
percentage used primarily for defensive and hedging strategies will
be 50% and that in no event will the aggregate exceed the latter
percentage.

     A call option is a short-term contract (typically having a
duration of nine months or less).  A call option gives the
purchaser, in exchange for a premium paid, the right for a


                                     B-8
<PAGE>   41
specified period of time to purchase the securities subject to the
option at a specified price (the "exercise price" or "strike
price").  The writer of a call option, in return for the premium,
has the obligation, upon exercise of the option, to deliver,
depending upon the terms of the option contract, the underlying
securities or a specified amount of cash to the purchaser upon
receipt of the exercise price.  When a Portfolio writes a call
option, the Portfolio gives up the potential for gain on the
underlying securities or currency in excess of the exercise price
of the option during the period that the option is open.

     A put option gives the purchaser, in return for a premium
paid, the right for a specified period of time, to sell the
securities subject to the option to the writer of the put at the
specified exercise price.  The writer of the put option, in return
for the premium, has the obligation, upon exercise of the option,
to acquire the securities underlying the option at the exercise
price.  The Portfolio might, therefore, be obligated to purchase
the underlying securities for more than their current market price.

     A call option is "covered" if the Portfolio owns the
underlying security covered by the call or has an absolute and
immediate right to acquire that security without additional cash
consideration (or for additional cash consideration held in a
segregated account by its custodian).  A call option is also
covered if the Portfolio holds on a share-for-share basis a call on
the same security as the call written where the exercise price of
the call held is equal to or less than the exercise price of the
call written if the difference is maintained by the Portfolio in
cash, Treasury bills or other high grade short-term obligations in
a segregated account with its custodian, or else holds on a
share-for-share basis a put on the same security as the put written where
the exercise price of the put held is equal to or greater than the
exercise price of the put written.

     The premium paid by the purchaser of an option will be
determined by, among other things, the relationship of the exercise
price to the market price and volatility of the underlying
security, the remaining term of the option, supply and demand, and
interest rates.

     The writer of an option wishing to terminate a position may
effect a "closing purchase transaction."  This is accomplished by
buying an option of the same series as the option previously sold.
The effect of the purchase is that the writer's position will be
canceled by the clearing corporation.  However, a writer may not
effect a closing purchase transaction after being notified of the
exercise of an option.  Likewise, an investor who is the holder of
an option may liquidate a position by effecting a "closing sale
transaction."  This is accomplished by selling an option of the
same series as the option previously purchased.


                                     B-9
<PAGE>   42
     There is no guarantee that either a closing purchase or a
closing sale transaction can be effected.  Effecting a closing
transaction in the case of a written call option will permit the
Portfolio to write another call option on the underlying security
with either a different exercise price or expiration date or both.
Also, effecting a closing transaction will permit the cash or
proceeds from the concurrent sale of any securities subject to the
options to be used for other Portfolio investments.  If the
Portfolio desires to sell a particular security on which it has
written a call option, it will effect a closing transaction prior
to or concurrent with the sale of the security.

     The Portfolio will realize a profit from a closing transaction
if the price of the transaction is less than the premium  received
from writing the option or is more than the premium paid to
purchase the option.  Conversely, the Portfolio will realize a loss
from a closing transaction if the price of the transaction is more
than the premium received from writing the option or is less than
the premium paid to purchase the option.  Because increases in the
market price of a call option will generally reflect increases in
the market price of the underlying security, any loss resulting
from the repurchase of a call option is likely to be offset in
whole or in part by appreciation of the underlying security owned
by the Portfolio.

     An option position may be closed out on an exchange which
provides a secondary market for an option of the same series.
Although the Portfolio will generally purchase or write those
options for which there appears to be an active secondary market,
there is no assurance that a liquid secondary market on an exchange
will exist for any particular option, or at any particular time,
and for some options no secondary market on an exchange may exist.
In such event it might not be possible to effect closing
transactions in particular options, with the result that a
Portfolio would have to exercise its options in order to realize
any profit and would incur brokerage commissions upon the exercise
of call options and upon the subsequent disposition of underlying
securities acquired through the exercise of call options.  If the
Portfolio, as a covered call option writer, is unable to effect a
closing purchase transaction in a secondary market, it will not be
able to sell the underlying security until a closing purchase
transaction can be executed.  See below for reasons why a liquid
secondary options market may not exist.

     There is no assurance that higher than anticipated trading
activity or other unforeseen events might not, at times, render
certain of the facilities of any of the clearing corporations
inadequate, and thereby result in the institution by an exchange of
special procedures which may interfere with the timely execution of
customers' orders.  However, the Options Clearing Corporation,
based on forecasts provided by the U.S. Exchanges, believes that
its facilities are adequate to handle the volume of reasonably


                                     B-10

<PAGE>   43
anticipated options transactions, and such exchanges have advised
such clearing corporation that they believe their facilities will
also be adequate to handle reasonable anticipated volume.

Absence of Liquid Secondary Options Market

     Reasons for the absence of a liquid secondary market on an
options exchange include the following:  (i) there may be
insufficient trading interest in certain options; (ii) restrictions
may be imposed by an exchange on opening transactions or closing
transactions or both; (iii) trading halts, suspensions or other
restrictions may be imposed with respect to particular classes or
series of options or underlying securities; (iv) unusual or
unforeseen circumstances may interrupt normal operation on an
exchange; (v) the facilities of an exchange or a clearing
corporation may not at all times be adequate to handle current
trading volume; or (vi) one or more exchanges could, for economic
or other reasons, decide or be compelled at some future date to
discontinue the trading of options (or a particular class or series
of options), in which event the secondary market on that exchange
(or in the class or series of options) would cease to exist,
although outstanding options on that exchange that had been issued
by a clearing corporation as a result of trades on that exchange
would continue to be exercisable in accordance with their terms.

Regulation of Futures Contracts and Options Thereon

     The use of futures contracts and options thereon by the
Portfolios is subject to regulation by various governmental bodies,
including the Securities and Exchange Commission and the Commodity
Futures Trading Commission ("CFTC").  Each of the Portfolios has
represented to the CFTC that it will use futures contracts and
options on futures contracts in bona fide hedging transactions and
under other circumstances permitted by the CFTC, provided that, for
non-hedging transactions, it will not enter into futures contracts
or options thereon for which the sum of the initial margin deposits
on futures contracts and related options and premiums paid for
related options exceed 5% of the fair market value of a Portfolio's
assets.

Financial Futures Contracts on Fixed Income Securities -
Characteristics and Risks

     Each Portfolio (other than the Money Market Portfolio) may
enter into contracts for the future delivery of fixed income
securities ("Financial Futures Contracts").  This investment
technique will be used to hedge (i.e., to endeavor to protect)
against anticipated future changes in interest rates or other
market factors which otherwise might adversely affect the value of
each Portfolio's securities.

                                     B-11

<PAGE>   44
     A "sale" of a Financial Futures Contract means entering into
a contractual obligation to deliver the securities called for by
the contract at a specified price on a specified date.  A
"purchase" of a Financial Futures Contract means entering into a
contractual obligation to acquire the securities at a specified
price on a specified date.  Typically on a daily basis, adjustments
are made to recognize differences in value arising from the
delivery of securities with a different interest rate than that
specified in the contract.  In some cases, securities called for by
a Financial Futures Contract may not have been issued at the time
the contract was written.

     Unlike the sale or purchase of a fixed income security by a
Portfolio, no price is paid or received by the Portfolio upon the
purchase or sale of a Financial Futures Contract.  Initially, the
Portfolio will be required to deposit with the Trust's Custodian,
State Street Bank and Trust Company, an amount of cash or U.S.
Treasury obligations equal to a percentage of the contract amount.
This amount is known as initial margin.  The nature of initial
margin in futures transactions is different from that of margin in
security transactions in that futures contract margin does not
involve the borrowing of funds by the customer to finance the
transactions.  Rather, the initial margin is in the nature of a
performance bond or good faith deposit on the contract which is
returned to the Portfolio upon termination of the futures contract
assuming all contractual obligations have been satisfied.
Subsequent payments, called variation margin, to and from the
broker, will be made on a daily basis as the price of the
underlying fixed income security fluctuates making the long and
short positions in the futures contract more or less valuable, a
process known as marking to market.  For example, when the
Portfolio has purchased a Financial Futures Contract and the price
of the underlying fixed income security has risen, that position
will have increased in value and the Portfolio will receive from
the broker a variation margin payment equal to that increase in
value.  Conversely, where the Portfolio has purchased a Financial
Futures Contract and the price of the underlying fixed income
security has declined, the position would be less valuable and the
Portfolio would be required to make a variation margin payment to
the broker.  At any time prior to the expiration of the futures
contract, the Portfolio may elect to close the position by taking
an opposite position in the futures contract.  During the time the
Portfolio has entered into such Financial Futures Contract the
Portfolio will maintain in a segregated account with its custodian,
liquid assets at least equal to the value of the contract.

     There are several risks in connection with the use of
Financial Futures Contracts by a Portfolio as a hedging device.
One risk arises because of the imperfect correlation between
movements in the price of the Financial Futures Contract and
movements in the price of the securities which are the subject of
the hedge.  The price of the Financial Futures Contract may move

                                     B-12

<PAGE>   45
more than or less than the price of the securities being hedged.
If the price of the Financial Futures Contract moves less than the
price of the securities which are the subject of the hedge, the
hedge will not be fully effective but, if the price of the
securities being hedged has moved in an unfavorable direction, the
Portfolio would be in a better position than if it had not hedged
at all.  If the price of the securities being hedged has moved in
a favorable direction, this advantage will be partially offset by
the losses on the futures position.  If the price of the futures
contract moves more than the price of the securities being hedged,
the Portfolio will experience either a loss or a gain on the
futures position which will not be completely offset by movements
in the price of the securities being hedged.  Conversely, the
Portfolio may buy or sell fewer Financial Futures Contracts if the
historical volatility of the price of the Financial Futures
Contracts being hedged is more than the historical volatility of
the securities.

     Where futures contracts are purchased to hedge against a
possible increase in the price of fixed income securities before a
Portfolio is able to invest its cash (or cash equivalents) in fixed
income securities in an orderly fashion, it is possible that the
market may decline instead; if the Portfolio then concludes not to
invest in fixed income securities at that time because of concern
as to possible further market decline or for other reasons, the
Portfolio will realize a loss on the futures contract that is not
offset by a reduction in the price of securities purchased.

     Although Financial Futures Contracts by their terms call for
the actual delivery or acquisition of securities, in most cases the
contractual obligation is fulfilled before the date of the contract
without having to make or take delivery of the security.  The
offsetting of a contractual obligation is accomplished by buying
(or selling, as the case may be) on a commodities exchange, an
identical Financial Futures Contract calling for delivery in the
same month.  Such a transaction, which is effected through a member
of an exchange, cancels the obligation to make or take delivery of
the securities.  All transactions in the futures market are made,
offset or fulfilled through a clearing house associated with the
exchange on which the contracts are traded.

     A Portfolio may purchase Financial Futures Contracts in
anticipation of a significant market advance (for example due to a
decline in interest rates).  The purchase of a Financial Futures
Contract affords a hedge against not participating in such advance
at a time when the Portfolio is not fully invested.  Such purchase
of a futures contract would serve as a temporary substitute for the
purchase of individual fixed income securities which may then be
purchased in an orderly fashion.  As such purchases are made, an
equivalent amount of Financial Futures Contracts would be
terminated by offsetting sales.  Similarly Financial Futures
Contracts may be purchased to maintain the desired percentage of


                                     B-13
<PAGE>   46
the Portfolio invested in fixed income securities in the event of
a large cash flow into the Portfolio.  As the cash flow is invested
in individual fixed income securities an equivalent amount of
Financial Futures Contracts would be sold.

     A Portfolio may sell Financial Futures Contracts in a general
market decline (for example due to an increase in interest rates)
that may adversely affect the aggregate market value of the fixed
income securities held in the Portfolio or in anticipation of such
a decline in aggregate market value.  To the extent that changes in
the Portfolio's market value correlate with the changes in the
price of a given security, the sale of futures contracts on that
fixed income security would substantially reduce the risk to the
Portfolio of a market decline and, by so doing, provide an
alternative to the liquidation of fixed income securities positions
in the Portfolio with resultant transaction costs.  In the event of
large cash redemptions, the Portfolio may sell an equivalent amount
of Financial Futures Contracts to maintain the desired percentage
of the Portfolio invested in fixed income securities.  This would
facilitate an orderly sale of individual securities and, as such
sales were made, an equivalent amount of Financial Futures
Contracts would be terminated.

     A Portfolio will incur brokerage fees when it purchases or
sells Financial Futures Contracts, and it will be required to
maintain margin deposits.  In addition, Financial Futures Contracts
entail risks.  Although the Trustees believe that use of such
contracts will benefit the Portfolios, if investment judgment about
the general direction in interest rates is incorrect, the overall
performance may be poorer than if such contracts had not been used.
One risk in employing Financial Futures Contracts to protect
against cash market price volatility is the prospect that futures
prices will correlate imperfectly with the behavior of cash prices.
The ordinary spreads between prices in the cash and futures market
are subject to margin deposit and maintenance requirements.  Rather
than meeting additional margin deposit requirements, investors may
close futures contracts through offsetting transactions which could
distort the normal relationship between the cash and futures
markets.  Second, the liquidity of the futures market depends on
participants entering into offsetting transactions rather than
making or taking delivery.  To the extent participants decide to
make or take delivery, liquidity in the futures market could be
reduced, thus producing distortion.  Third, from the point of view
of speculators, the deposit requirements in the futures market are
less onerous than margin requirements in the securities market.
Therefore increased participation by speculators in the futures
market may cause temporary price distortions.  Due to the
possibility of distortion, a correct forecast of general interest
trends may still not result in a successful transaction.  Also,
under certain conditions it may not be possible for the Portfolio
to make closing purchase or sale transactions in Financial Futures
Contracts due to the potential absence of a secondary market.

                                     B-14

<PAGE>   47
     Positions in Financial Futures Contracts may be closed out
only on an exchange or board of trade which provides a secondary
market for such futures.  Although each Portfolio intends to
purchase or sell futures only on exchanges or boards of trade where
there appears to be an active secondary market, there is no
assurance that a liquid secondary market on an exchange or board of
trade will exist for any particular contract or at any particular
time.  In such event, it may not be possible to close a futures
position, and in the event of price movements causing adverse
changes in the value of the futures position, the Portfolio would
continue to be required to make daily cash payments of variation
margin.  In such circumstances, an increase in the price of the
fixed income securities, if any, may partially or completely offset
losses on the futures contract.  However, there is no guarantee
that the price of the fixed income securities will, in fact,
correlate with the price movements in the futures contract and thus
provide an offset to losses on a futures contract.

     Successful use of Financial Futures Contracts by a Portfolio
is also subject to the ability to correctly predict movement in the
direction of the market.  For example, if the Portfolio has hedged
against the possibility of a decline in the market value of its
fixed income securities and fixed income security prices increased
instead, the Portfolio will lose part or all of the benefit of the
increased value of its fixed income securities which it has hedged
because it will have offsetting losses in its futures positions.
In addition, in such situations, if the Portfolio has insufficient
cash, it may have to sell fixed income securities to meet the daily
variation margin requirements.  Such sales of fixed income
securities may be, but will not necessarily be, at increased prices
which reflect the rising market.  The Portfolio may have to sell
securities at a time when it may be disadvantageous to do so.

     A Portfolio will limit use of futures contracts so that the
value of all futures contracts will not exceed 30% of its total
assets.  With the assistance of the Custodian, a segregated asset
account will be maintained consisting of cash or cash equivalent
securities in an amount that will cover obligations with respect to
Financial Futures Contracts.

Options on Financial Futures Contracts

     Each Portfolio (other than the Money Market Portfolio) may
purchase and write options on Financial Futures Contracts which are
traded on an exchange, in order to hedge against adverse price
movements, and enter into closing transactions with respect to such
options to terminate an existing position.  An option on a
Financial Futures Contract gives the purchaser the right, in return
for the premium paid, to assume a position in a Financial Futures
Contract (a long position if the option is a call and a short
position if the option is put) at a specified exercise price at any
time during the period of the option.  Upon exercise of the option,
 

                                    B-15
<PAGE>   48

the delivery of the futures position by the writer of the option to
the holder of the option will be accompanied by delivery of the
accumulated balance in the writer's futures margin account which
represents the amount by which the market price of the Financial
Futures Contract at the time of exercise exceeds, in the case of a
call, or is less than, in the case of a put, the exercise price of
the option on the Financial Futures Contract.  Writing a call
option would provide a partial hedge against declines in the value
of the fixed income securities the Portfolio owns (but would also
limit potential capital appreciation in the fixed income
securities.)  In addition, writing an option would provide a
Portfolio with income in the form of the option premium.

     The purchase of protective put options on a Financial Futures
Contract is analogous to the purchase of protective puts on
individual fixed income securities, where a level of protection is
sought below which no additional economic loss would be incurred by
the Portfolio.  Put options on Financial Futures Contracts may also
be purchased to hedge a portfolio of fixed income securities.

     The purchase of a call option on a Financial Futures Contract
represents a means of obtaining temporary exposure to anticipated
increases in the price of fixed income securities (for example due
to decreases in interest rates) at limited risk.  It is analogous
to the purchase of a call option on an individual fixed income
security which can be used as a substitute for a position in the
security itself.  Depending on the pricing of the option compared
to either the price of the future upon which it is based, or the
price of the underlying fixed income security itself, it may be
less risky than the ownership of the Financial Futures Contract or
the underlying security.  Like the purchase of a Financial Futures
Contract, the Portfolio would purchase a call option on a Financial
Futures Contract to hedge against an increase in the price of fixed
income securities (for example, due to a decline in interest rates)
when the Portfolio is not fully invested.

     As with options on securities, the holder of an option may
terminate his position by selling an identical option.  There is,
however, no guarantee that such closing transactions can be
effected.  Positions in options on Financial Futures Contracts may
be closed out only on an exchange or board of trade which provides
a secondary market for such options.  Although each Portfolio
intends to purchase or sell options only on exchanges or boards of
trade where there appears to be an active secondary market, there
can be no assurance that a liquid secondary market will exist for
any particular option or at any particular time.  In such event, it
may not be possible to close out an option position, and if the
Portfolio was the writer of the option, in the event of price
movements causing adverse changes in the value of the option
position, the Portfolio would continue to be required to make daily
cash payments of variation margin.


                                 B-16
<PAGE>   49
     The ability to establish and close out positions on such
options will be subject to the availability of a liquid secondary
market.  A Portfolio will not purchase options on Financial Futures
Contracts on any exchange unless and until, in the opinion of WMC,
the market for such options has developed sufficiently that the
risks in connection with options on Financial Futures Contract
transactions are not greater than the risks in connection with
Financial Futures Contract transactions.  Compared to the use of
Financial Futures Contracts, the purchase of options on Financial
Futures Contracts involves less potential risk to the Portfolio
because the maximum amount at risk is the premium paid for the
option (plus transaction costs).  However, there may be
circumstances when the use of an option on a Financial Futures
Contract would result in a loss to the Portfolio when the use of a
Financial Futures Contract would not, such as when there is no
movement in the level of interest rates.

Index Warrants

     A Portfolio may purchase put warrants and call warrants whose
values vary depending on the change in the value of one of more
specified securities indices ("index warrants").  Index warrants
are generally issued by banks or other financial institutions and
give the holder the right, at any time during the term of the
warrant, to receive upon exercise of the warrant a cash payment
from the issuer based on the value of the underlying index at the
time of exercise.  In general, if the value of the underlying index
rises above the exercise price of the index warrant, the holder of
a call warrant will be entitled to receive a cash payment from the
issuer upon exercise based on the difference between the value of
the index and the exercise price of the warrant; if the value of
the underlying index falls, the holder of a put warrant will be
entitled to receive a cash payment from the issuer upon the
exercise based on the difference between the exercise price of the
warrant and the value of the index.  The holder of a warrant would
not be entitled to any payments from the issuer at any time when,
in the case of a call warrant, the exercise price is greater than
the value of the underlying index, or, in the case of a put
warrant, the exercise price is less than the value of the
underlying index.  If a Portfolio were not to exercise an index
warrant prior to its expiration, then the Portfolio would lose the
purchase price paid for the warrant.

     A Portfolio will normally use index warrants in a manner
similar to its use of options on securities indices.  The risk of
a Portfolio's use of index warrants are generally similar to those
relating to its use of index options.  Unlike most index options,
however, index warrants are issued in limited amounts and are not
obligations of a regulated clearing agency, but are backed only by
the credit of the bank or other institution which issues the
warrant.  Also, index warrants generally have longer terms than
index options.  Although a Portfolio will normally invest only in


                                B-17
<PAGE>   50
exchange-listed warrants, index warrants are not likely to be as
liquid as certain index options backed by a recognized clearing
agency.  To the extent such an investment is deemed to be illiquid
by the Sub-Adviser, it will be subject to the Portfolio's 10%
limitation on illiquid investments.  In addition, the terms of
index warrants may limit a Portfolio's ability to exercise the
warrants at such time, or in such quantities, as a Portfolio would
otherwise wish to do.

Stock Index Futures and Options Thereon

     Each Portfolio (other than the Money Market Portfolio) may
purchase and sell stock index futures contracts and options thereon
as a hedge against changes in market conditions in accordance with
the strategies more specifically described below.  Each of these
Portfolios presently intends to limit use of futures contracts so
that the aggregate market value of all futures contracts does not
exceed 30% of the Portfolio's total assets.

Stock Index Futures Characteristics and Risks

     A Portfolio may purchase stock index futures contracts in
anticipation of a significant market or market sector advance.  The
purchase of a stock index futures contract affords a hedge against
not participating in such advance at a time when the Portfolio is
not fully invested.  Such purchase of a futures contract would
serve as a temporary substitute for the purchase of individual
stocks which may then be purchased in a orderly fashion.  As such
purchases are made, an equivalent amount of stock index futures
contracts would be terminated by offsetting sales.  Similarly stock
index futures contracts may be purchased to maintain the desired
percentage of the Portfolios invested in stocks in the event of a
large cash flow into the Portfolio.  As cash flow is invested in
individual stocks an equivalent amount of stock index futures
contracts would be sold.

     A Portfolio may sell stock index futures contracts in
anticipation of or in a general market or market sector decline
that may adversely affect the aggregate market value of the
securities held in the Portfolio.  To the extent that changes in
the Portfolio's market value correlate with changes in a given
stock index, the sale of futures contracts on that index would
substantially reduce the risk to the Portfolio of a market decline
and, by so doing, provides an alternative to the liquidation of
securities positions in the Portfolio with resultant transaction
costs.  In the event of large cash redemptions, the Portfolio may
sell an equivalent amount of stock index futures contracts to
maintain the desired percentage of the Portfolio invested in
stocks.  This would facilitate an orderly sale of individual stocks
and, as such sales were made, an equivalent amount of stock index
futures contracts would be terminated.


                                B-18
<PAGE>   51
     A Portfolio will incur brokerage fees when it purchases or
sells stock index futures contracts, and it will be required to
maintain margin deposits.  In addition, stock index futures
contracts entail risks.  Although the Trustees believe that use of
such contracts will benefit the Portfolios, if investment judgment
about the general direction in equity prices is incorrect, the
overall performance may be poorer than if such contracts had not
been used.

   
  Currently, stock index futures contracts can be purchased or
sold with respect to several indices, including the Standard and
Poor's 500 Stock Index on the Chicago Mercantile Exchange, the New
York Stock Exchange Composite Index on the New York Futures
Exchange and the Value Line Composite Stock Index on the Kansas
City Board of Trade.
    
     Unlike the sale or purchase of a security by a Portfolio, no
price is paid or received by the Portfolio upon the purchase or
sale of a stock index futures contract.  Initially, the Portfolio
will be required to deposit with the Trust's Custodian an amount of
cash or U.S. Treasury bills equal to a percentage of the contract
amount.  This amount is known as initial margin.  The nature of
initial margin in futures transactions is different from that of
margin in security transactions in that futures contract margin
does not involve the borrowing of funds by the customer to finance
the transactions.  Rather, the initial margin is in the nature of
performance bond or good faith deposit on the contract which is
returned to the Portfolio upon termination of the futures contract
assuming all contractual obligations have been satisfied.
Subsequent payments, called variation margin, to and from the
broker, will be made on a daily basis as the price of the
underlying stock index fluctuates making the long and short
positions in the futures contract more or less valuable, a process
known as marking to market.  For example, when the Portfolio has
purchased a stock index futures contract and the price of the
underlying stock index has risen, that position will have increased
in value and the Portfolio will receive from the broker a variation
margin payment equal to the increase in value of the position.
Conversely, where the Portfolio has purchased a stock index futures
contract and the price of the underlying stock index has declined,
the position would be less valuable and the Portfolio would be
required to make a variation margin payment to the broker.  At any
time prior to expiration of the futures contract, the Portfolio may
elect to close the position by taking an opposite position which
will operate to terminate the Portfolio position in the futures
contract.

     There are several risks in connection with the use of stock
index futures in a Portfolio as a hedging device.  One risk arises
because of the imperfect correlation between movements in the price
of the stock index future and movements in the price of the
securities which are the subject of the hedge.  The price of the


                                B-19
<PAGE>   52
stock index future may move more than or less than the price of the
securities being hedged.  If the price of the stock index future
moves less than the price of the securities which are the subject
of the hedge, the hedge will not be fully effective but, if the
price of the securities being hedged has moved in a unfavorable
direction, the Portfolio would be in a better position than if it
had not hedged at all.  If the price of the securities being hedged
has moved in a favorable direction, this advantage will be
partially offset by the losses on the futures position.  If the
price of the futures contract moves more than the price of the
securities being hedged, the Portfolio will experience either a
loss or a gain on the futures position which will not be completely
offset by movements in the price of the securities which are the
subject of the hedge.  To compensate for the imperfect correlation
of movements in the price of securities being hedged and movements
in the price of the stock index futures, the Portfolio may buy or
sell stock index futures contracts in a greater dollar amount than
the dollar amount of securities being hedged if the historical
volatility of the prices of such securities has been greater than
the historical volatility of the futures contract.  Conversely, the
Portfolio may buy or sell fewer stock index futures contracts if
the historical volatility of the price of the securities being
hedged is less than the historical volatility of the futures
contract.

     Where futures are purchased to hedge against a possible
increase in the price of stock before the Portfolio is able to
invest its cash (or cash equivalents) in stock (or options) in an
orderly fashion, it is possible that the market may decline
instead; if the Portfolio then concludes not to invest in stock or
options at that time because of concern as to possible further
market decline or for other reasons, the Portfolio will realize a
loss on the futures contract that is not offset by a reduction in
the price of securities purchased.

     In addition to the possibility that there may be an imperfect
correlation, or no correlation at all, between movements in the
stock index futures contract and the portion of the Portfolio being
hedged, the price of stock index futures may not correlate
perfectly with movement in the stock index due to certain market
distortions.  First, all participants in the futures market are
subject to margin deposit and maintenance requirements.  Rather
than meeting additional margin deposit and maintenance
requirements, investors may close futures contracts through
offsetting transactions which could distort the normal relationship
between the index and futures markets.  Secondly, from the point of
view of speculators, the deposit requirements in the futures market
are less onerous than margin requirements in the securities market.
Therefore, increased participation by speculators in the futures
market may also cause temporary price distortions.  Due to the
possibility of price distortion in the futures market and because
of the imperfect correlation between movements in the stock index


                                B-20
<PAGE>   53
futures, a correct forecast of general market trends may still not
result in a successful hedging transaction over a very short time
frame.

     Positions in stock index futures may be closed out only on an
exchange or board of trade which provides a secondary market for
such futures.  Although each Portfolio intends to purchase or sell
futures only on exchanges or boards of trade where there appears to
be an active secondary market, there is no assurance that a liquid
secondary market on an exchange or board of trade will exist for
any particular contract or at any particular time.  In such event
it may not be possible to close a futures position, and in the
event of adverse price movements, the Portfolio would continue to
be required to make daily cash payments of variation margin.  In
such circumstances, an increase in the price of the securities, if
any, may partially or completely offset losses on the futures
contract.  However, as described above, there is no guarantee that
the price of the securities will, in fact, correlate with the price
movements in the futures contract and thus provide an offset to
losses on a futures contract.

     The Portfolios intend to purchase and sell futures contracts
on the stock index for which they can obtain the best price with
consideration also given to liquidity and the correlation of the
index to the particular securities being hedged.

     Successful use of stock index futures by a Portfolio is also
subject to the ability to predict correctly movements in the
direction of the market.  For example, if the Portfolio has hedged
against the possibility of a decline in the market adversely
affecting stocks held in its Portfolio and stock prices increase
instead, the Portfolio will lose part or all of the benefit of the
increased value of its stocks which it has hedged because it will
have offsetting losses in its futures positions.  In addition, in
such situations, if the Portfolio has insufficient cash, it may
have to sell securities to meet the daily variation margin
requirements.  Such sales of securities may be, but will not
necessarily be, at increased prices which reflect the rising
market.  The Portfolio may have to sell securities at a time when
it may be disadvantageous to do so.

Options on Stock Index Futures and Risks

     In connection with the Portfolios' hedging strategies, each
Portfolio (other than the Money Market Portfolio) may purchase and
write options on stock index futures which are traded on a U.S.
exchange or board of trade, in order to hedge against adverse price
movements, and enter into closing transactions with respect to such
options to terminate an existing position.  Options on stock index
futures are similar to options on stocks except that an option on
a stock index future gives the purchaser the right, in return for
the premium paid, to assume a position in a stock index futures


                                B-21
<PAGE>   54
contract (a long position if the option is a call and short
position if the option is put), rather than to purchase or sell
stock, at a specified exercise price at any time during the period
of the option.  The purchase of protective put options on a stock
index futures contract is analogous to the purchase of protective
puts on individual stocks, where a level of protection is sought
below which no additional economic loss wold be incurred by the
Portfolio.  Put options on stock index futures may also be
purchased to hedge a Portfolio of stocks.  Writing a call option on
stock index futures would provide a partial hedge against declines
in the value of the securities the Portfolio owns (but would also
limit potential capital appreciation in the securities).  In
addition, writing an option would provide a Portfolio with income
in the form of the option premium.

     The purchase of a call option on a stock index future
represents a means of obtaining temporary exposure to anticipated
market appreciation at limited risk.  It is analogous to the
purchase of a call option on an individual stock, which can be used
as a substitute for a position in the stock itself.  Depending on
the pricing of the option compared to either the price of the
futures contract upon which it is based, or the price of the
underlying stock index itself, it may be less risky than the
ownership of the stock index futures or the underlying stocks.
Like the purchase of a stock index future, the Portfolio would
purchase a call option on a stock index future to hedge against a
market advance when the Portfolio is not fully invested.

     Upon exercise of the option, the delivery of the futures
position by the writer of the option to the holder of the option
will be accompanied by delivery of the accumulated balance in the
writer's futures margin account which represents the amount by
which the market price of the stock index futures contract, at
exercise, exceeds, in the case of a call, or is less than, in the
case of a put, the exercise price of the option on the stock index
future.

     As with options on securities, the holder of an option may
terminate his position by selling an identical option.  There is,
however, no guarantee that such closing transactions can be
effected.  Positions in options on stock index futures contracts
may be closed out only on an exchange or board of trade which
provides a secondary market for such options.  Although each
Portfolio intends to purchase or sell options only on exchanges or
boards of trade where there appears to be an active secondary
market, there can be no assurance that a liquid secondary market
will exist for any particular option or at any particular time.  In
such event, it may not be possible to close out an option position,
and, if the Portfolio was the writer of the option, in the event of
price movements causing adverse changes in the value of the option
position, the Portfolio would continue to be required to make daily
cash payments of variation margin.


                                B-22
<PAGE>   55
     The ability to establish and close out positions on such
options will be subject to the availability of a liquid secondary
market.  A Portfolio will not purchase options on stock index
futures on any exchange unless and until, in the opinion of WMC,
the  market for such options has developed sufficiently that the
risks in connection with options on futures transactions are not
greater than the risks in connection with stock index futures
transactions.  Compared to the use of stock index futures, the
purchase of options on stock index futures contracts involves less
potential risk to the Portfolio because the maximum amount at risk
is the premium paid for the options (plus transactions costs).
However, there may be circumstances when the use of an option on a
stock index future would result in a loss to the Portfolio when the
use of a stock index future would not, such as when there is no
movement in the level of the index.

Limitations on Stock Index Futures and Related Options Transactions

     Each Portfolio authorized to invest in these instruments will
not engage in transactions in stock index futures contracts or
related options for speculation but only as a hedge against changes
resulting from market conditions in the values of securities held
in the Portfolio or which it intends to purchase and where the
transactions are economically appropriate to the reduction of risks
inherent in the ongoing management of the Portfolio.  Each
Portfolio authorized to invest in these instruments presently
intends to limit its transactions so that the aggregate market
value of all futures contracts does not exceed 30% of the
Portfolio's total assets.  In instances involving the purchase of
stock index futures contracts by those Portfolios, an amount of
cash and cash equivalents, equal to the market value of the futures
contracts, will be deposited in a segregated account with the
Portfolio's Custodian or in a margin account with a broker to
collateralize the position and thereby ensure that the use of such
futures is unleveraged.  (See "Stock Index Futures and Options
Thereon" for the Portfolios authorized to purchase and sell stock
index futures contracts and options.)

Foreign Currency Exchange Transactions

     Since investments in companies whose principal business
activities are located outside of the United States will frequently
involve currencies of foreign countries, and since assets of
certain Portfolios may temporarily be held in bank deposits in
foreign currencies during the completion of investment programs,
the value of the assets of a Portfolio as measured in U.S. dollars
may be affected favorably or unfavorably by changes in foreign
currency exchange rates and exchange control regulations.  Although
the Portfolio values its assets daily in terms of U.S. dollars, it
does conduct its foreign currency exchange transactions on a spot
(i.e., cash) basis at the spot rate prevailing in the foreign
currency exchange market or through entering into contracts to


                               B-23
<PAGE>   56
purchase or sell foreign currencies at a future date (i.e., a
"forward foreign currency" contract or "forward" contract).  It
will convert currency on a spot basis from time to time, and
investors should be aware of the costs of currency conversion.
Although foreign exchange dealers do not charge a fee for
conversion, they do realize a profit based on the difference (the
"spread") between the prices at which they are buying and selling
various currencies.  Thus, a dealer may offer to sell a foreign
currency at one rate, while offering a lesser rate of exchange
should the Portfolio desire to resell that currency to the dealer.
The Portfolios do not intend to speculate in foreign currency
exchange rates or forward contracts, but they are permitted to make
prudent investments.

     A forward contract involves an obligation to purchase or sell
a specific currency at a future date, which may be any fixed number
of days from the date of the contract, agreed upon by the parties,
at a price set at the time of the contract.  These contracts are
traded in the interbank market conducted directly between currency
traders (usually large commercial banks) and their customers.  A
forward contract generally has no deposit requirement, and no
commissions are charged for trades.

     The Portfolios may enter into forward contracts only under two
circumstances.  First, when a Portfolio enters into a contract for
the purchase or a sale of security denominated in a foreign
currency, it may purchase or sell, for a fixed amount of U.S.
dollars, the amount of foreign currency involved in the underlying
security transaction.  The Portfolio will be able to protect itself
against a possible loss resulting from an adverse change in the
relationship between the U.S. dollar and the subject foreign
currency during the period between the date the security is
purchased or sold and the date on which payment is made or
received.

     Second, when the Sub-Adviser believes that the currency of a
particular foreign country may suffer a substantial decline against
the U.S. dollar it may enter into a forward contract to sell, for
a fixed amount of U.S. dollars, the amount of foreign currency
approximating the value of some or all of the Portfolio's
securities denominated in such foreign currency.  The precise
matching of the forward contract amounts and the value of the
securities involved will not generally be possible since the future
value of such securities in foreign currencies will change as a
consequence of market movements in the value of those securities
between the date the forward contract is entered into and the date
it matures.  The projection of short-term hedging strategy is
highly uncertain.  The Portfolios will not enter into such forward
contracts or maintain a net exposure to such contracts where the
consummation of the contracts would obligate a Portfolio to deliver
an amount of foreign currency in excess of the value of its
securities or other assets denominated in that currency.  Under


                                  B-24
<PAGE>   57
   
normal circumstances, consideration of the prospect for
currency parities will be incorporated in the longer term
investment decisions made with regard to overall diversification
strategies.  However, it is important to have the flexibility to
enter into such forward contracts when the best interests of the
Portfolio will be served.  The Custodian will maintain, in a
segregated account, an amount of cash, U.S. government securities
or other liquid high-grade debt securities equal to the Portfolio's
commitments under forward contracts.  If the value of the
securities declines, additional cash or securities will be
segregated on a daily basis so that the value will equal the amount
of the Portfolio's commitments with respect to such contracts.
    
     The Portfolios generally will not enter into a forward
contract with a term of greater than one year.  At the maturity of
a forward contract, a Portfolio may either sell the portfolio
security and make delivery of the foreign currency, or it may
retain the security and terminate its contractual obligation to
deliver the foreign currency by purchasing an "offsetting" contract
with the same currency trader obligating it to purchase, on the
same maturity date, the same amount of the foreign currency.

     It is impossible to forecast with precision the market value
of portfolio securities at the expiration of the contract.
Accordingly, if a decision is made to sell the security and make
delivery of the foreign currency it may be necessary to purchase
additional foreign currency on the spot market (and bear the
expense of such purchase), if the market value of the security is
less than the amount of foreign currency the Portfolio is obligated
to deliver.  Conversely, it may be necessary to sell on the spot
market some of the foreign currency received upon the sale of the
portfolio security if its market value exceeds the amount of
foreign currency the Portfolio is obligated to deliver.

     If the Portfolio retains the portfolio security and engages in
an offsetting transaction, the Portfolio will incur a gain or loss
(as described below) to the extent that there has been movement in
forward contract prices.  If the Portfolio engages in an offsetting
transaction, it may subsequently enter into a new forward contract
to sell the foreign currency.  Should forward prices decline during
the period between entering into a forward contract for the sale of
the foreign currency and the date it enters into an offsetting
contract for the purchase of the foreign currency, the Portfolio
will realize a gain to the extent the price of the currency it has
agreed to sell exceeds the price of the currency it has agreed to
purchase.  Should forward prices increase, the Portfolio will
suffer a loss to the extent that the price of the currency it has
agreed to purchase exceeds the price of the currency it has agreed
to sell.

     The Portfolios are not required to enter into such
transactions with regard to its foreign currency-denominated


                               B-25
<PAGE>   58
securities and will not do so unless deemed appropriate by the
Sub-Adviser.  It also should be realized that this method of protecting
the value of securities against a decline in the value of a
currency does not eliminate fluctuations in the underlying prices
of the securities.  It simply establishes a rate of exchange which
one can achieve at some future point in time.  Additionally,
although such contracts tend to minimize the risk of loss due to a
decline in the value of the hedged currency, at the same time, they
tend to limit any potential gain which might result should the
value of such currency increase.

     American Depositary Receipts ("ADRs"), Global Depositary
Receipts ("GDRs"), and other forms of depositary receipts for
securities of foreign issuers provide an alternative method for the
Portfolios to make foreign investments.  These securities will not
be denominated in the same currency as the securities into which
they may be converted.  Generally, ADRs, in registered form, are
designed for use in U.S. securities markets and GDRs, in bearer
form, are designed for use in non-U.S. securities markets.  ADRs
are receipts typically issued by a U.S. bank or trust company
evidencing ownership of the underlying securities.  GDRs are Global
receipts evidencing a similar arrangement.
   
Loans of Portfolio Securities
    

   
     Consistent with applicable regulatory requirements, the Growth
and Income Portfolio may lend portfolio securities in amounts up to
33% of total assets to brokers, dealers and other financial
institutions, provided, that such loans are callable at any time by
the Portfolio and are at all times secured by cash or equivalent
collateral that is equal to at least the market value, determined
daily, of the loaned securities.  In lending its portfolio
securities, the Portfolio receives income while retaining the
securities' potential for capital appreciation.  The advantage of
such loans is that the Portfolio continues to receive the interest
and dividends on the loaned securities while at the same time
earning interest on the collateral, which will be invested in
short-term obligations.  A loan may be terminated by the borrower
on one business day's notice or by the Portfolio at any time.  If
the borrower fails to maintain the requisite amount of collateral,
the loan automatically terminates, and the Portfolio could use the
collateral to replace the securities while holding the borrower
liable for any excess of replacement cost over collateral.  As with
any extensions of credit, there are risks of delay in recovery and
in some cases even loss of rights in the collateral should the
borrower of the securities fail financially.  However, these loans
of portfolio securities will only be made to firms deemed by the
Sub-Adviser to be creditworthy.  On termination of the loan, the
borrower is required to return the securities to the Portfolio; and
any gain or loss in the market price of the loaned security during
the loan would inure to the Portfolio.  The Portfolio will pay
reasonable finders', administrative and custodial fees in 
    

                                     B-26
<PAGE>   59
   
connection with a loan of its securities or may share the
interest earned on collateral with the borrower.
    

   
     Since voting or consent rights which accompany loaned
securities pass to the borrower, the Portfolio will follow the
policy of calling the loan, in whole or in part as may be
appropriate, to permit the exercise of such rights if the matters
involved would have a material effect on the Portfolio's investment
in the securities which are the subject of the loan.
    

Interest-Rate Swap Transactions

     The Growth and Income Portfolio, Fixed Income Portfolio,
Foreign Securities Portfolio, High Yield Portfolio, Natural
Resources Portfolio, Multi-Asset Portfolio and Strategic
Multi-Asset Portfolio may each enter into interest rate swaps.  Interest
rate swaps involve the exchange by a Portfolio with another party
of their respective commitments to pay or receive interest, for
example, an exchange of floating rate payments for fixed-rate
payments.  A Portfolio expects to enter into these transactions
primarily to preserve a return or spread on a particular investment
or portion of its portfolio or to protect against any increase in
the price of securities a Portfolio anticipates purchasing at a
later date.  A Portfolio intends to use these transactions as a
hedge and not as a speculative investment.  The risk of loss with
respect to interest rate swaps is limited to the net amount of
interest payments that the portfolio is contractually obligated to
make and will not exceed 5% of a Portfolio's net assets.  The use
of interest rate swaps may involve investment techniques and risks
different from those associated with ordinary portfolio
transactions.  If the Adviser is incorrect in its forecast of
market values, interest rates and other applicable factors, the
investment performance of the Portfolio would diminish compared to
what it would have been if the investment technique was never used.

Description of Commercial Paper Ratings

   
     The following descriptions of commercial paper ratings have
been published by Standard and Poor's and Moody's,
respectively.
    

   
     Commercial paper rated A by Standard and Poor's is regarded by
Standard and Poor's as having the greatest capacity for timely
payment.  Issues rated A are further refined by use of the numbers
1+, 1, 2, and 3 to indicate the relative degree of safety.  Issues
rated A-1+ are those with an "overwhelming degree" of credit
protection.  Those rated A-1 reflect a "very strong" degree of
safety regarding timely payment.  Those rated A-2 reflect a
"strong" degree of safety regarding timely payment but not as high
as A-1.
    

                                     B-27
<PAGE>   60
     Moody's employs designations to indicate the relative
repayment capacity of rated issuers as follows:

          Prime-1             Highest Quality
          Prime-2             Higher Quality

Discount Bonds, Convertible Bonds and Preferred Stocks

     Discount bonds are bonds issued below par, or trading below
par, where the yield to maturity is greater than the current yield.
Zero coupon bonds are bonds which pay no current coupon, but where
income is accrued during the passage of time and the bond, as a
result of this accrued interest, should increase in value from
purchase price to maturity value.  The sale of a zero coupon bond
on an interim basis, between purchase and maturity, may result in
a cash gain or loss depending on market conditions; and payment of
any cash return depends on the issuer's ability to meet maturity
requirements on maturity date.

     Convertible bonds and preferred stocks are fixed-income
instruments which provide for the regular payment of a coupon or
dividend, but which also allow the holder to convert the holding
into shares of the underlying common stock.  Thus the valuation of
prospective return of these instruments is some combination of the
current yield resulting from coupon or dividend payment, and
capital appreciation (or depreciation) resulting from movement of
the underlying common stock and market evaluation of conversion
features.  Certain issuers issue bonds or preferred stocks with
warrants, enabling the holder to purchase the issuer's common stock
or other securities.  These "synthetic convertibles" will be used
when the Sub-Adviser finds the combination of current return and
capital appreciation potential relatively attractive.  Warrants and
common stocks are intended for purchase only where fixed-income
securities of the issuer are also owned or expected to be purchased
by the Portfolio.

Certain Risk Factors Relating to High-Yield (High-Risk) Bonds

     The descriptions below are intended to supplement the material
in the Prospectus under "Investment Objectives and Policies."

     Sensitivity to Interest Rate and Economic Changes - High-yield
     bonds are very sensitive to adverse economic changes and
     corporate developments.  During an economic downturn or
     substantial period of rising interest rates, highly leveraged
     issuers may experience financial stress that would adversely
     affect their ability to service their principal and interest
     payment obligations, to meet projected business goals, and to
     obtain additional financing.  If the issuer of a bond
     defaulted on its obligations to pay interest or principal or
     entered into bankruptcy proceedings, the Portfolio may incur
     losses or expenses in seeking recovery of amounts owed to it.


                                     B-28
<PAGE>   61
     In addition, periods of economic uncertainty and change can be
     expected to result in increased volatility of market prices of
     high-yield bonds and the Portfolio's net asset value.

     Payment Expectations - High-yield bonds may contain redemption
     or call provisions.  If an issuer exercised these provisions
     in a declining interest rate market, the Portfolio would have
     to replace the security with a lower yielding security,
     resulting in a decreased return for investors.  Conversely, a
     high-yield bond's value will decrease in a rising interest
     rate market, as will the value of the Portfolio's assets.  If
     the Portfolio experiences unexpected net redemptions, this may
     force it to sell high-yield bonds without regard to their
     investment merits, thereby decreasing the asset base upon
     which expenses can be spread and possibly reducing the
     Portfolio's rate of return.

     Liquidity and Valuation - There may be little trading in the
     secondary market for particular bonds, which may affect
     adversely the Portfolio's ability to value accurately or
     dispose of such bonds.  Adverse publicity and investor
     perceptions, whether or not based on fundamental analysis, may
     decrease the values and liquidity of high-yield bonds,
     especially in a thin market.

Further Information about the Target '98 Portfolio

     As stated in the Prospectus, the objective of the Target '98
Portfolio is to achieve a predictable compounded investment return
for a specified period of time, consistent with the preservation of
capital.  This discussion provides a more detailed explanation of
the investment policies that will be employed to manage this
Portfolio.

     If the Target '98 Portfolio held only stripped securities that
were obligations of the United States Government, maturing on the
Maturity Date, the compounded investment return of the Portfolio
from the date of initial investment until the Maturity Date could
be calculated arithmetically with a relatively high degree of
accuracy.  However, by (i) including stripped corporate obligations
and current interest bearing debt obligations; (ii) permitting
investment in highly liquid short-term debt obligations; and (iii)
actively managing the Portfolio, the accuracy of the predicted
investment return is reduced somewhat.  The reduction in accuracy
is mitigated by: targeting the maturity dates of the Portfolio's
investments to its Maturity Date; purchasing call-protected
securities; and performing fundamental credit analysis to reduce
credit risk.

     The receipt of the current income introduces reinvestment
risk.  Reinvestment risk is the risk that the payments received
will not be reinvested at interest rates that are as high or higher


                                     B-29
<PAGE>   62
than needed to achieve the predicted compounded investment return.
Because the Portfolio employs a policy of utilizing current income
to meet its expenses, reinvestment risk is reduced.  If the
Portfolio were comprised only of zero coupon securities, principal
would have to be liquidated to meet expenses, thereby compromising
the objective of providing a predictable compounded investment
return.

   
     The Sub-Adviser's goal in selecting current interest bearing
debt obligations for the Portfolio is to seek to maximize call
protection and to minimize the risk that the issuers of portfolio
securities will default on their obligation to pay or that the
securities rating will be downgraded by Moody's or Standard and
Poor's.  Accordingly, the Sub-Adviser intends to select
investment-grade debt obligations with call protection.  The Portfolio is
limited to investments in obligations within the four highest
categories assigned by Moody's or by Standard and Poor's.
Nevertheless, credit risks cannot be completely eliminated.  If an
issuer defaults on its obligation to pay principal or interest, the
Portfolio's value may be adversely affected.
    

     As stated in the Prospectus, the Portfolio is authorized to
invest in dollar denominated obligations of foreign issuers or
obligations or domestic issuers that trade in foreign markets.  The
risks of investing outside of the United States are highlighted in
the Prospectus and explained herein under the following sections:
Foreign Money Market Instruments, Foreign Securities and Foreign
Currency Exchange Transactions.

                            INVESTMENT RESTRICTIONS

   
     The Trust has adopted the following restrictions relating to
the investment of assets of the Money Market, Fixed Income,
Government and Quality Bond, High Yield, Target '98, Growth and
Income, Foreign Securities, Growth, Capital Appreciation, Natural
Resources, Multi-Asset and Strategic Multi-Asset Portfolios.  These
are fundamental policies and may not be changed without the
approval of the holders of a majority of the outstanding voting
shares of each Portfolio affected (which for this purpose and under
the 1940 Act, means the lesser of (i) 67% of the shares represented
at a meeting at which more than 50% of the outstanding shares are
represented or (ii) more than 50% of the outstanding shares).  A
change in policy affecting only one Portfolio may be effected with
the approval of a majority of the outstanding shares of such
Portfolio.  Except as otherwise indicated, none of the twelve
Portfolios may:
    

     1.   Purchase any security (other than obligations of the U.S.
          Government, its agencies or instrumentalities) if as a
          result more than 5% of the Portfolio's total assets
          (taken at current value) would then be invested in
          securities of a single issuer, or more than 25% of its


                                     B-30
<PAGE>   63
          total assets (taken at current value) would then be
          invested in a single industry with the exception of the
          Money Market Portfolio which intends to concentrate its
          investments in the banking industry, and the Natural
          Resources Portfolio which intends to concentrate its
          investments in the securities of companies in 
          gold-related industries.

     2.   Purchase securities on margin (but the Trust may obtain
          such short-term credits as may be necessary for the
          clearance of purchases and sales of securities).

     3.   Make short sales of securities or maintain a short
          position.

     4.   Purchase any security if, as a result, the Portfolio
          would then hold more than 10% of the outstanding voting
          securities of an issuer.

     5.   Purchase any security, if as a result, the Portfolio
          would then have more than 5% of its total assets (taken
          at current value) invested in securities of companies
          (including predecessors) that are less than three years
          old.

     6.   Purchase or retain securities of any company if, to the
          knowledge of the Trust, Officers and Trustees of the
          Trust and officers and directors of WMC or SAAMCo who
          individually own more than 1/2 of 1% of the securities of
          that company together own beneficially more than 5% of
          such securities.

     7.   Buy or sell commodities or commodity contracts (except
          financial futures as described herein) or, with the
          exception of the Natural Resources Portfolio, real estate
          or interests in real estate, although a Portfolio may
          purchase and sell securities which are secured by real
          estate and securities of companies which invest or deal
          in real estate.

     8.   Act as underwriter except to the extent that, in
          connection with the disposition of portfolio securities,
          a Portfolio may be deemed to be an underwriter under
          certain Federal securities laws.

     9.   Make investments for the purpose of exercising control or
          management.

     10.  Purchase any security restricted as to disposition under
          Federal securities laws, if as a result, a Portfolio
          would have more than 10% of its total assets (taken at
          current value) invested in securities for which market


                                     B-31
<PAGE>   64
          quotations are not readily available and in repurchase
          agreements with a maturity of longer than  seven days.

     11.  Invest in securities of other investment companies,
          except as part of a merger, consolidation or other
          acquisition, with the exception of the Natural Resources
          Portfolio.

     12.  With the exception of the Natural Resources Portfolio,
          invest in interests in oil, gas or other mineral
          exploration or development programs, although to the
          extent consistent with its investment objectives and
          policies, a Portfolio may invest in the publicly traded
          securities of companies which invest in or sponsor such
          programs.

     13.  Make loans, except through (a) the purchase of bonds,
          debt obligations such as GNMA securities, debentures,
          commercial paper, corporate notes, and similar evidences
          of indebtedness of a type commonly sold to financial
          institutions (subject to the limitation in paragraph 11
          above); and (b) repurchase agreements (subject to the
          limitation in paragraph 11 above).  The purchase of a
          portion of an issue of securities described under (a)
          above distributed publicly, whether or not the purchase
          is made on the original issuance, is not considered the
          making a loan.

     14.  Borrow money or pledge Portfolio assets except for
          temporary or emergency purposes and then only in an
          amount not in excess of 10% of the value of its assets in
          which case it may pledge, mortgage or hypothecate any of
          its assets as security for such borrowing, but not to an
          extent greater than 5% of the value of the assets, except
          with respect to the Foreign Securities Portfolio or
          Natural Resources Portfolio which may borrow money or
          pledge its assets in an amount not in excess of 20% of
          the value of its assets.  No more than 5% of the assets
          of each Portfolio may be borrowed from non-banks.
          (Neither the deposit in escrow of underlying securities
          in connection with the writing of call options, nor the
          deposit of U.S. Treasury bills in escrow in connection
          with the writing of put options, nor the deposit of cash
          and cash equivalents in a segregated account with the
          Trust's Custodian or in a margin account with a broker in
          connection with futures, or related options transactions
          or in connection with the writing of call and put options
          in spread transactions, is deemed to be a pledge.)

     15.  Write, purchase or sell puts, calls or combinations
          thereof on stocks, except as described under Investment


                                     B-32
<PAGE>   65
          Objectives and Policies with respect to the Growth,
          Capital Appreciation, Growth and Income, Fixed
          Income, High Yield, Multi-Asset, Strategic Multi-Asset
          and Natural Resources Portfolios.

                       SUNAMERICA ASSET MANAGEMENT CORP.

   
     SunAmerica Asset Management Corp. ("SAAMCo"), The SunAmerica
Center, 733 Third Avenue, New York, New York 10017-3204, has been
retained pursuant to an Investment Advisory and Management
Agreement (the "Advisory Agreement") to supervise the management
and investment programs of the Foreign Securities, Capital
Appreciation, Growth, Natural Resources, Growth and Income, High
Yield, Target '98, Fixed Income, Government and Quality Bond,
Strategic Multi-Asset, Multi-Asset, and Money Market Portfolios of
the Trust.
    

   
     The Advisory Agreement continues in effect from year to year,
in accordance with its terms, only so long as such continuance is
specifically approved at least annually by the Board of Trustees or
by vote of a majority of the outstanding voting securities of the
Trust.  The Advisory Agreement may be terminated, as to any
Portfolio named therein at any time, without the payment of any
penalty, by the Trustees or by a vote of a majority of the
outstanding shares of the Trust or of any Portfolio  of the Trust,
on not less than thirty (30) days or more than sixty (60) days'
prior written notice to SAAMCo, or by SAAMCo, on ninety (90) days'
prior written notice to the Trust.  The Advisory Agreement
terminates automatically in the event of its assignment.
    
   
    
   
     SAAMCo is engaged in providing investment advice and
management services to the Trust, other mutual funds, pension
funds, and related assets and programs offered by the affiliated
companies of SunAmerica Inc.  SAAMCo also provides investment
advice to individual companies and clients.  As of December 31,
1995, SAAMCo and its affiliates manage, advise and/or administer
approximately $7.6 billion of assets.  SAAMCo provides investment
advisory services, office space, and other facilities for the
management of the Trust's affairs, and pays all compensation of
officers and Trustees of the Trust who are "interested persons" of
SAAMCo.  The Trust pays all other expenses incurred in the
operation of the Trust, including fees and expenses of
disinterested Trustees of the Trust, except those affirmatively
undertaken by SAAMCo or WMC.
    

   
     The Advisory Agreement provides that SAAMCo shall act as
investment adviser to the Trust, manage the Trust's investments,
administer its business affairs, furnish offices, necessary
facilities and equipment, provide clerical, bookkeeping and
administrative services, and permit any of SAAMCo's officers or
employees to serve without compensation as Trustees or officers
    
  
                                     B-33
<PAGE>   66
   
of the Trust if duly elected to such positions.  Under the
Advisory Agreement, the Trust agrees to assume and pay certain
charges and expenses of its operations, including: the compensation
of the Trustees (other than those affiliated with SAAMCo or WMC),
the charges and expenses of independent accountants, legal counsel,
expenses of registering or qualifying shares for sale, any transfer
or dividend disbursing agent, any registrar of the Trust, the
Custodian (including fees for safekeeping of securities), costs of
calculating net asset value, all costs of acquiring and disposing
of portfolio securities, interest (if any) on obligations incurred
by the Trust, membership dues in the Investment Company Institute
or any similar organization, reports and notices to shareholders,
miscellaneous expenses and all taxes and fees to Federal, state or
other governmental agencies.
    

     Each Portfolio pays its actual expenses for custodian services
and a portion of the Custodian's costs determined by the ratio of
portfolio assets to the total assets of the Trust, brokerage
commissions or transaction costs, and registration fees.  Subject
to supervision of the Board of Trustees, fees for independent
accountants, legal counsel, costs of reports of notices to
shareholders will be allocated based on the relative net assets of
each Portfolio.  With respect to audit or legal fees clearly
attributable to one Portfolio, they will be assessed, subject to
review by the Board of Trustees, against that Portfolio.

   
     With respect to the investment advisory fees, SAAMCo has
agreed to waive its fees to the extent necessary so that the fees
actually collected reflect the fee schedules set forth below at the
following annual percentages of each portfolio's average daily net
assets (other than the Natural Resources Portfolio, for which no
fee waiver is in effect):
    
<TABLE>
<CAPTION>
                                    Average Daily              Management
Portfolio                           Net Assets                    Fee
<S>                               <C>                             <C>
Foreign Securities                $0-$100 million                 .900%
                                  > $100 million                  .825%
                                  > $250 million                  .750%
                                  > $500 million                  .700%

Capital Appreciation              $0-$100 million                 .750%
                                  > $100 million                  .675%
                                  > $250 million                  .625%
                                  > $500 million                  .600%

Growth                            $0-$250 million                 .750%
                                  > $250 million                  .675%
                                  > $500 million                  .600%

</TABLE>



                                     B-34
<PAGE>   67
<TABLE>
<CAPTION>
                                  Average Daily                 Management
Portfolio                           Net Assets                     Fee
<S>                               <C>                           <C>
Growth and Income                 $0-$100 million                 .700%
                                  > $100 million                  .650%
                                  > $250 million                  .600%
                                  > $500 million                  .575%

Strategic Multi-Asset,
Multi-Asset                       $0-$200 million                1.000%
                                  > $200 million                  .875%
                                  > $500 million                  .800%

High Yield                        $0-$250 million                 .700%
                                  > $250 million                  .575%
                                  > $500 million                  .500%

Target '98                        $0-$100 million                 .625%
                                  > $100 million                  .570%
                                  > $250 million                  .525%
                                  > $500 million                  .500%

Government & Quality Bond,                                
Fixed Income                      $0-$200 million                 .625%
                                  > $200 million                  .575%
                                  > $500 million                  .500%

Money Market                      $0-$150 million                 .500%
                                  > $150 million                  .475%
                                  > $250 million                  .450%
                                  > $500 million                  .425%

</TABLE>
   
     SAAMCo has agreed that, in the event the expenses of one
or more of the Portfolios exceeds applicable state law expense
limitations, it will waive its fees under the Advisory Agreement to
the extent necessary to reduce the expenses of the affected
Portfolio(s) so as not to exceed such limitation(s).  No such
waiver shall result in the obligation (contingent or otherwise) of
the affected Portfolio(s) to repay SAAMCo in any fiscal year any
such amounts waived in previous fiscal years.  Such agreements with
respect to expense limitations do not require SAAMCo to
additionally reimburse any Portfolio in the event the waivers are
insufficient to reduce such Portfolio's expenses to the applicable
limitations.  Presently, the most restrictive expense limitation
requires that the Trust's aggregate annual expenses shall not
normally exceed 2.5% of the first $30 million of average net
assets, 2% of the next $70 million of average net assets and 1.5%
of the remaining average net assets.
    
   
    
   
     The following table sets forth the total advisory fees earned
by the Adviser from each Portfolio pursuant to the Advisory
    


                                     B-35
<PAGE>   68
   
Agreement for the fiscal years ended December 31,1995, 1994, and
1993.
    
   
    
   
                                Advisory Fees

<TABLE>
<CAPTION>
            Fund                          1995         1994         1993
            ----                          ----         ----         ----
<S>                                    <C>          <C>          <C>
Foreign Securities Portfolio           $  525,490   $  683,712   $  416,985
Capital Appreciation Portfolio         $1,992,705   $1,416,274   $  875,342
Growth Portfolio                       $2,044,069   $1,991,742   $2,176,093
Natural Resources Portfolio            $  195,327   $  162,953   $  102,366
Growth and Income Portfolio            $  229,671   $  284,177   $  230,593
Strategic Multi-Asset Portfolio        $  640,025   $  713,262   $  771,597
Multi-Asset Portfolio                  $1,671,735   $1,840,983   $2,104,656
High Yield Portfolio                   $  346,773   $  408,977   $  505,526
Target '98 Portfolio                   $   98,847   $  127,107   $  133,731
Fixed Income Portfolio                 $  174,815   $  213,577   $  265,583
Government and Quality Bond
  Portfolio                            $1,346,394   $1,554,525   $1,426,880
Money Market Portfolio                 $  569,193   $  662,202   $  581,734
</TABLE>
    

Personal Securities Trading

     The Trust and the Adviser have adopted a written Code of
Ethics (the "Code of Ethics") which prescribes general rules of
conduct and sets forth guidelines with respect to personal
securities trading by "Access Persons" thereof.  An Access Person
as defined in the Code of Ethics is an individual who is a trustee,
director, officer, general partner or advisory person of the Trust
or the Adviser.  Among the guidelines on personal securities
trading include; (i) securities being considered for purchase or
sale, or purchased or sold, by any Investment Company advised by
the Adviser, (ii) Initial Public Offerings, (iii) private
placements, (iv) blackout periods, (v) short-term trading profits,
(vi) gifts, and (vii) services as a director.  These guidelines are
substantially similar to those contained in the Report of the
Advisory Group on Personal Investing issued by the Investment
Company Institute's Advisory Panel.

   
     Finally, the Sub-Adviser has adopted a written Code of Ethics,
the provisions of which are materially similar to those in the
Adviser's Code of Ethics, and has undertaken to comply with the
provisions of the Adviser's Code of Ethics to the extent such
provisions are more restrictive.  Further, the Sub-Adviser
    

                                     B-36

<PAGE>   69
    
reports to the Adviser, on a quarterly basis, as to whether
there were any Code of Ethics violations by employees thereof who
may be deemed Access Persons of the Trust.  In turn, the Adviser
reports to the Board of Trustees as to whether there were any
violations of the Code of Ethics by Access Persons of the Trust or
the Adviser.
    

                         WELLINGTON MANAGEMENT COMPANY

   
     Wellington Management Company serves as Sub-Adviser for all of
the Portfolios of the Trust, pursuant to the Sub-Advisory Agreement
approved by shareholders of each of the Portfolios at a meeting
held on February 13, 1990.  (See "Wellington Management Company" in
the Prospectus for additional information concerning the Sub-Adviser.)
    
   
    
     The following table sets forth the total sub-advisory fees
received by WMC, as reported to the Trust by SAAMCO, for each Portfolio 
pursuant to the Sub-Advisory Agreement for the fiscal years ended 
December 31, 1995, 1994, and 1993.
   
    
   
                              Sub-Advisory Fees


<TABLE>
<CAPTION>                                               
            Fund                          1995           1994         1993
            ----                          ----           ----         ----
<S>                                     <C>            <C>          <C>
Foreign Securities Portfolio            $223,066       $271,412     $180,215
Capital Appreciation Portfolio          $736,837       $559,914     $375,432
Growth Portfolio                        $637,763       $622,372     $676,713
Natural Resources Portfolio             $ 91,152       $ 76,045     $ 47,771
Growth and Income Portfolio             $106,633       $131,939     $107,061
Strategic Multi-Asset Portfolio         $178,005       $192,652     $204,319
Multi-Asset Portfolio                   $325,760       $351,373     $392,941
High Yield Portfolio                    $148,328       $168,345     $200,343
Target '98 Portfolio                    $ 35,585       $ 45,759     $ 48,143
Fixed Income Portfolio                  $ 62,934       $ 76,888     $ 95,610
Government and Quality Bond
  Portfolio                             $291,764       $327,961     $305,762
Money Market Portfolio                  $ 85,379       $ 99,364     $ 87,260
    

</TABLE>


                       OFFICERS AND TRUSTEES OF THE TRUST

   
     The following table lists the Trustees and executive officers
of the Trust, their ages, business addresses and principal
    


                                     B-37

<PAGE>   70
   
occupations during the past five years.  The SunAmerica Mutual
Fund Family consists of SunAmerica Equity Funds, SunAmerica Income
Funds and SunAmerica Money Market Funds, Inc. (the "SunAmerica
Mutual Funds"). An asterisk indicates those Trustees who may be
deemed to be "interested persons" of the Trust as that term is
defined in the 1940 Act.
    

   
<TABLE>
<CAPTION>
                            Position          Principal Occupations
Name, Age and Address       with the Fund     During Past 5 Years
<S>                         <C>               <C>
S. James Coppersmith, 63    Trustee           Formerly, President and
7 Elmwood Road                                General Manager, WCVB-TV,a
Marblehead, MA  01945                         division of the Hearst
                                              Corporation from 1982 to
                                              1994 (retired);
                                              Director/Trustee of the
                                              SunAmerica Mutual
                                              Funds.

Samuel M. Eisenstat, 55     Trustee and       Attorney in private
430 East 86 Street          Chairman of       practice; Trustee of RPS
New York, NY  10028         the Board         Realty Trust since
                                              December 1988; Director
                                              of Volt Information
                                              Sciences Funding, Inc., a
                                              subsidiary of Volt
                                              Information Sciences,
                                              Inc. since October 1993;
                                              Director/Trustee and
                                              Chairman of the Boards of
                                              the SunAmerica Mutual
                                              Funds.

Stephen J. Gutman, 52       Trustee           Chairman of the Board,Chief
340 East 79 Street                            Operating and Executive
New York, NY  10021                           Officer of Beau Brummel
                                              Casuals Limited, Inc., a
                                              menswear special retailer
                                              since May 1989;
                                              Director/Trustee of the
                                              SunAmerica Mutual
                                              Funds.
</TABLE>
    
   
    

                                     B-38

<PAGE>   71
   
<TABLE>
<CAPTION>
                         Position       Principal Occupations
Name, Age and Address    with the Fund  During Past 5 Years
<S>                      <C>            <C>
Peter A. Harbeck*, 42    Trustee and    President, SunAmerica Asset
The SunAmerica Center    President      Management Corp. ("SAAMCo")
733 Third Avenue                        and SunAmerica Capital
New York, NY 10017-3204                 Services, Inc. ("SACS")
                                        since August, 1995;
                                        Director and Chief
                                        Operating Officer of SAAMCo
                                        and President of SunAmerica
                                        Fund Services,Inc.,("SAFS")
                                        since May 1988; President
                                        of SunAmerica Mutual
                                        Funds; Executive Vice
                                        President of SAAMCo, from
                                        May 1988 to August 1995;
                                        Executive Vice President,
                                        SACS, from November 1991 to
                                        August 1995; and Director,
                                        Resources Trust
                                        Company.

Nancy Kelly, 45          Vice           Vice President and Head
The SunAmerica Center    President      Trader, SAAMCo, since April
733 Third Avenue                        1994; formerly, Vice
New York, NY 10017-3204                 President, Whitehorne & Co.
                                        Ltd. (1991-1994); Sales
                                        Trader, Lynch Jones & Ryan
                                        (1992-1994).

Peter C. Sutton, 31      Treasurer      Vice President, SAAMCo,
The SunAmerica Center                   since September 1994;
733 Third Avenue                        Treasurer SunAmerica Mutual
New York, NY 10017-3204                 Funds (since   February
                                        1996); formerly,
                                        Controller, (March 1993 -
                                        February 1996) and
                                        Assistant Controller (1990-
                                        1993), SunAmerica Mutual
                                        Funds.
</TABLE>
    

                                     B-39
<PAGE>   72
   
<TABLE>
<CAPTION>
                         Position       Principal Occupations
Name, Age and Address    with the Fund  During Past 5 Years
<S>                      <C>            <C>
Robert M. Zakem, 38      Secretary      Senior Vice President and
The SunAmerica Center                   General Counsel of SAAMCo,
733 Third Avenue                        since April 1993; Executive
New York, NY 10017-3204                 Vice President and
                                        Director, SACS, since
                                        February 1993; and Vice
                                        President of SAFS, since
                                        January   1994; Formerly,
                                        Vice President and
                                        Associate General Counsel,
                                        SAAMCo, from March 1992 to
                                        April 1993; Associate,
                                        Piper & Marbury from 1989
                                        to 1992.
</TABLE>
    
   
    
   
        Each of the non-affiliated Trustees is entitled to
compensation from the Trust consisting of an annual fee of $20,000
in addition to reimbursement of out-of-pocket expenses in
connection with attendance at meetings of the Trustees. In
addition, Mr. Eisenstat receives an aggregate of $2,000 in annual
compensation for serving as Chairman of the Board of the Trust.
These expenses are allocated on the basis of the relative net
assets of each Portfolio.  Officers are compensated by SAAMCo or
its affiliates and receive no compensation from the Trust.
    

   
        In addition, each non-affiliated Trustee also serves on the
Audit Committee of the Board of Trustees.  Each member of the Audit
Committee receives an aggregate of $5,000 in annual compensation
for serving on the Audit Committees of all of the SunAmerica
Mutual Funds and the Trust.  With respect to the Trust, each member
of the Audit Committee receives a pro rata portion of the $5,000
annual compensation, based on the relative net assets of the Trust.
The Trust also has a Nominating Committee, comprised solely of
non-affiliated Trustees, which recommends to the Trustees those persons
to be nominated for election as Trustees by shareholders and
selects and proposes nominees for election by Trustees between
shareholders' meetings.  Members of the Nominating Committee serve
without compensation.
    

   
        The Trustees (and Directors) of the SunAmerica Mutual Funds
and the Trust have adopted the SunAmerica Disinterested Trustees'
and Directors' Retirement Plan (the "Retirement Plan") effective
January 1, 1993 for the unaffiliated Trustees.  The Retirement Plan
provides generally that if a non-affiliated Trustee who has at
least 10 years of consecutive service as a non-affiliated Trustee
of any of the SunAmerica Mutual Funds (an "Eligible Trustee")
retires after reaching age 60 but before age 70 or dies while a
Trustee, such person will be eligible to receive a retirement or
death benefit from each SunAmerica mutual fund with respect to
which he or she is an Eligible Trustee.  As of each birthday, prior
to the 70th birthday, each Eligible Trustee will be credited with
an amount equal to (i) 50% of his or her regular fees
    

                                     B-40
<PAGE>   73
excluding committee fees) for services as a Disinterested Trustee
of each SunAmerica mutual fund for the calendar year in which such
birthday occurs, plus (ii) 8.5% of any amounts credited under
clause (i) during prior years.  An Eligible Trustee may receive any
benefits payable under the Retirement Plan, at his or her election,
either in one lump sum or in up to fifteen annual installments.

   
        As of January 31, 1996, the Trustees and officers of the Trust
owned in the aggregate, less than 1% of the Trust's total
outstanding shares.
    

   
        The following table sets forth information summarizing the
compensation of each disinterested Trustee for his services as
Trustee for the fiscal year ended December 31, 1995.  Neither the
Trustees who are interested persons of the Trust nor any officers
of the Trust receive any compensation.
    
   
<TABLE>
<CAPTION>
                               COMPENSATION TABLE


                                            Pension or      Total             
                                            Retirement      Compensation      
                           Aggregate        Benefits        from Registrant   
                           Compensation     Accrued as      and Fund          
                           from             Part of Fund    Complex Paid to   
Trustee                    Registrant       Expenses*       Trustees*         
- -------                    ------------     ------------    ---------------
<S>                        <C>              <C>             <C>
S. James Coppersmith        $22,235         $32,550         $65,000
Samuel M. Eisenstat         $24,235         $12,940         $65,000
Stephen J. Gutman           $22,235         $13,955         $65,000

</TABLE>
 * Information is as of December 31, 1995 for the four investment companies in
   the complex which pay fees to these directors/trustees. The complex consists
   of the SunAmerica Mutual Funds and Anchor Series Trust.
    

                                   CUSTODIAN

     State Street Bank and Trust Company ("State Street"), 225
Franklin Street, Boston, Massachusetts is the Custodian of the
Trust.  As Custodian, State Street holds all securities and cash
owned by the Trust, and receives for the Trust all payments of
income, payments of principal or capital distribution received by
it with respect to securities owned by the Trust and receives the
payment for the shares issued by the Trust.  The Custodian releases
and delivers securities and cash upon proper instructions from the
Trust.

   
                INDEPENDENT ACCOUNTANTS
    

     Price Waterhouse LLP, 1177 Avenue of the Americas, New York,
New York, serves as independent accountants to the Trust and, in
that capacity, audits the annual financial statements of the Trust.


                                     B-41

<PAGE>   74
   
    
                      PORTFOLIO TRANSACTIONS AND BROKERAGE

     All purchase and sale orders of securities for the Portfolios
are placed on behalf of the Trust by the Sub-Adviser.  If the
securities in which a particular Portfolio invests are traded
primarily in the over-the-counter market, then the Portfolio may
deal directly with the broker-dealers who make a market in the
securities involved unless better prices and execution are
available elsewhere.  These brokers may also furnish brokerage and
research services, including advice as to the advisability of
investing in securities, securities analysis and reports.

     Broker-dealers involved in the execution of portfolio
transactions on behalf of the Trust are selected on the basis of
their professional capability and the value and quality of their
services.  In selecting such broker-dealers, the Sub-Adviser will
consider various relevant factors, including, but not limited to,
the size and type of the transaction; the nature and character of
the markets in which the security can be purchased or sold; the
execution efficiency, settlement capability, and financial
condition of the broker-dealer; the broker-dealer's execution
services rendered on a continuing basis; and the reasonableness of
any commissions.

   
        The Trust reserves the right to effect portfolio transactions
through broker-dealers affiliated with the Adviser, acting as agent
and not as principal, provided that any commissions, fees or other
remuneration received by affiliated brokers are within the
limitations set forth in the 1940 Act and are reasonable and fair
compared to the commissions, fees or other remuneration paid to
other brokers in connection with comparable transactions involving
similar securities being purchased or sold on an exchange during a
comparable period of time.  The Adviser, subject to applicable laws
and regulations, may also consider the willingness of particular
brokers to sell the Variable Contracts as a factor in the selection
of brokers for its portfolio transactions.
    

     Brokers may be selected to provide brokerage or research
services to the Trust or other accounts over which WMC or SAAMCo
exercises investment discretion.  Such service may include advice
concerning the value of securities; the advisability of investing
in, purchasing or selling securities; the availability of
securities or the purchasers or sellers of securities; furnishing
analysis and reports concerning issuers, industries, securities,
economic factors and trends, portfolio strategy and performance of
accounts; and effecting securities transactions and performing
functions incidental thereto, such as clearance and settlement.

     The receipt of research from brokers may be useful in
rendering investment management services to the Trust and other


                                     B-42

<PAGE>   75
clients of WMC and SAAMCo; conversely, such information provided by
brokers who have executed transaction orders on behalf of other
clients may be useful in carrying out obligations to the Trust.
The receipt of such research will not be substituted for
independent research and the expenses of WMC or SAAMCo will not
necessarily be reduced as a result of the receipt of such
supplemental information.  The Sub-Adviser may effect individual
securities transactions at commission rates in excess of the
minimum commission rates available, if WMC determines in good faith
that such amount of commission is reasonable in relation to the
value of the brokerage or research services provided by the broker
or dealer, viewed in terms of either that particular transaction or
WMC's overall responsibilities with respect to the accounts as to
which it exercises investment discretion.

     Some securities considered for investment by the Trust may
also be appropriate for other clients served by the Sub-Adviser.
There may be occasions when the Trust and one or more of the other
clients advised by WMC will find themselves contemporaneously
engaged in purchasing or selling the same securities from or to
third parties.  When this occurs, the transactions will be averaged
as to price and allocated as to amounts in accordance with an
allocation policy, which has been reviewed by the Board of Trustees
and considered to be equitable to the portfolios involved.  It is
recognized that in some cases this system could have a detrimental
effect on the price or volume of the security as far as the Trust
is concerned.  However, it is the judgment of the Board of Trustees
of the Trust that the desirability of its advisory arrangement with
SAAMCo and the sub-advisory arrangement with WMC outweighs any
disadvantages that may result from such contemporaneous
transactions.

     The Board of Trustees periodically reviews performance of
responsibilities in connection with the placement of portfolio
transactions on behalf of the Trust and reviews the prices and
commissions, if any, paid by the Trust to determine if they are
reasonable in relation to the benefits to the Trust.
   
    
   
     The following tables set forth the aggregate brokerage
commissions paid by the Portfolios and the amounts of the brokerage
commissions which were paid to Royal Alliance Associates,
Inc.("Royal Alliance"), an affiliated broker-dealer, for the fiscal
years ended December 31, 1995, 1994, and 1993.
    


                                     B-43

<PAGE>   76
   
<TABLE>  
<CAPTION>
                          1995 Brokerage Commissions

                                                               Percentage of
                              Aggregate      Amount            Commissions   
                              Brokerage      Paid to Royal     Paid to Royal 
Portfolio                     Commissions    Alliance          Alliance       
- ---------                     -----------    -------------     -------------
<S>                            <C>             <C>               <C>
Growth Portfolio               $690,845        $49,609            7.2%
Strategic Multi-Asset                    
 Portfolio                      $85,024         $3,341            3.9%
Multi-Asset Portfolio           $55,803         $6,145           11.0%
Capital Appreciation                     
 Portfolio                     $378,644        $35,445            9.4%
Natural Resources Portfolio     $39,262        $21,897           55.8%
</TABLE>
    
   


                          1994 Brokerage Commissions

<TABLE>  
<CAPTION>                                                      Percentage of
                              Aggregate      Amount            Commissions   
                              Brokerage      Paid to Royal     Paid to Royal 
Portfolio                     Commissions    Alliance          Alliance      
- ---------                     -----------    -------------     -------------
<S>                             <C>             <C>               <C>
Growth Portfolio                $494,221        $63,701           12.9%
Strategic Multi-Asset
 Portfolio                      $141,655         $5,650            4.0%
Multi-Asset Portfolio           $125,278        $20,574           16.4%
Capital Appreciation
 Portfolio                      $342,247        $34,099           10.0%
Foreign Securities Portfolio    $367,927           $600            .16%
Natural Resources Portfolio      $29,961         $8,412           28.1%
</TABLE>
    
   
         
         
                          1993 Brokerage Commissions

<TABLE>  
<CAPTION>                                                      Percentage of
                              Aggregate      Amount            Commissions   
                              Brokerage      Paid to Royal     Paid to Royal 
Portfolio                     Commissions    Alliance          Alliance      
- ---------                     -----------    -------------     -------------
<S>                            <C>              <C>                <C>
Growth Portfolio               $376,002         $47,357            12.6%
Strategic Multi-Asset                           
 Portfolio                     $135,024          $2,360            1.75%
Multi-Asset Portfolio          $129,078         $34,270            26.5%
Capital Appreciation                            
 Portfolio                     $289,279         $59,975            20.7%
Natural Resources Portfolio     $28,726          $1,800             6.3%
</TABLE>                                        
    

                                     B-44

<PAGE>   77


                               PORTFOLIO TURNOVER
   
     Although the Portfolios, except for the Money Market
Portfolio, do not invest for short-term trading purposes, Portfolio
securities may be sold from time to time without regard to the
length of time they have been held.  A Portfolio's turnover
rate is the percentage computed by dividing the lesser of Portfolio
purchases or sales (excluding all securities whose maturities at
acquisition were one year or less) by the average value of the
Portfolio (excluding all securities whose maturities at acquisition
were one year or less).  To the extent a Portfolio has a higher
portfolio turnover rate (e.g., over 100%), brokerage commissions
and other transaction costs, which are borne directly by the
Portfolio, will be correspondingly higher.  See the Financial
Highlights table in the Prospectus for Portfolio Turnover
Rates.
    
   
    
                                NET ASSET VALUE

     The net asset value of the shares of each Portfolio will be
computed once daily at the close of regular trading of the New York
Stock Exchange (which is currently 4:00 p.m., New York time), on
days the New York Stock Exchange is open for trading which are
Monday through Friday, except for New Year's Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day. The Portfolios will not
calculate such price on each other day in which no orders to
purchase, sell or redeem shares have been received or days on which
changes in the value of the Trust's portfolio securities do not
materially affect the net asset value.

     The net asset value of a share of each Portfolio is calculated
by adding the value of all securities and other assets, deducting
its accrued liabilities, and dividing the remainder by the number
of shares outstanding.  Except with respect to securities held by
the Money Market Portfolio, securities of each Portfolio are valued
as follows:  Equity securities which are traded on domestic stock
exchanges, are valued at the last sale price as of the close of
business on the day the securities are being valued, or lacking any
sales, at the closing bid price.  Securities traded in the
over-the-counter market are valued at the closing bid price or yield
equivalent as obtained from one or more dealers that make markets
in the securities.  Portfolio securities, which are traded both in
the over-the-counter market and on a stock exchange, are valued
according to the broadest and most representative market.  Bonds
and other fixed income securities may be valued on the basis of
prices provided by a pricing service when such prices are believed
to reflect the fair market value of such securities.  The prices
provided by a pricing service may be determined without regard to


                                     B-45
<PAGE>   78
bid or last sale prices but take into account institutional size
trading in similar groups of securities and any developments
related to specific securities.  Securities not priced in this
manner are valued at the most recent quoted bid price.  Securities
and assets for which market quotations are not readily available
are valued at fair value as determined in good faith by or under
the direction of the Board of Trustees of the Trust.  Short-term
securities, other than GNMA securities, with maturities of sixty
(60) days or less will be valued at amortized cost.

Foreign Securities Portfolio

     The Portfolio's securities are valued by appraising securities
at the last sale price, or, if no sale, at the closing bid price,
if traded on an exchange, and if not so traded, on the basis of
closing over-the-counter bid prices, if available.  Dividend income
from portfolio securities is recorded on the ex-dividend date,
except that, if the ex-dividend date has passed, certain dividends
from foreign securities are recorded as soon as the Portfolio is
informed of the dividend after the ex-dividend date.

     Valuations of foreign securities are furnished by a quotation
service and are already translated into U.S. dollars.  The methods
used by the quotation service and the quality of valuations so
established are reviewed by officers of the Trust under the general
supervision of the Trustees.  A security which is listed or traded
on more than one exchange is valued at the quotation on the
exchange determined to be the primary market for such security.
Short-term obligations that mature in 60-days or less are valued at
amortized cost, provided that such value constitutes fair value as
determined in good faith by the Board of Trustees.

     Generally, all trading in foreign securities, as well as
corporate bonds, U.S. Government securities, money market
instruments, and repurchase agreements, is substantially completed
each day at various times prior to the close of the New York Stock
exchange.  The values of any such securities held by the Portfolio
are determined as of such times for the purpose of computing the
net asset value.  The procedures set forth above need not be used
to determine the value of debt securities owned by the Trust if, in
the opinion of the Board of Trustees, some other method (e.g.,
based on closing over-the-counter bid prices in the case of debt
instruments traded on an exchange) would more accurately reflect
the fair market value of such debt securities.  Foreign currency
exchange rates are also generally determined prior to the close of
the New York Stock Exchange.  If an extraordinary event occurs,
which is expected to materially affect the value of a security,
then the security will be valued at fair value as determined in
good faith under the direction of the Trustees.

                                     B-46

<PAGE>   79


Money Market Portfolio

     Securities of the Money Market Portfolio are valued by the
amortized cost method under Rule 2a-7 of the 1940 Act, which
involves valuing a security at its cost on the date of purchase and
thereafter (absent unusual circumstances) assuming a constant
amortization to maturity of any discount or premium, regardless of
the impact of fluctuations in general market rates of interest on
the value of the instrument.  While this method provides certainty
in valuation, it may result in periods during which value, as
determined by this method is higher or lower than the price the
Portfolio would receive if it sold the securities.

     The use of this valuation method is continuously reviewed and
the Board of Trustees will make such changes as may be necessary to
assure that the assets of the Portfolio are valued fairly as
determined by the Trustees in good faith, as a particular
responsibility within the overall duty of care owed to the
shareholders, to establish procedures reasonably designed, taking
into account current market conditions and the Portfolio's
investment objectives, to stabilize the net asset value per share
as computed for the purpose of distribution and redemption at $1.00
per share.  The Trustees' procedures include periodically
monitoring as they deem appropriate and at such intervals as are
reasonable in light of current market conditions, the relationship
between the amortized cost value per share and the net asset value
per share based upon available indications of market value.  The
Trustees will consider what steps should be taken, if any, in the
event of a difference of more than 1/2 of 1% between the two.  The
Trustees will take such steps as they consider appropriate, (e.g.,
selling securities to shorten the average portfolio maturity) to
minimize any material dilution or other unfair results which might
arise from differences between the two.  The Rule requires that the
Portfolio limit its investments to instruments which the Trustees
determine will present minimal credit risks and which are of high
quality as determined by at least one major rating agency, or, in
the case of any instrument that is not so rated, of comparable
quality as determined by the Trustees.  It also calls for the
Portfolio to maintain a dollar weighted average portfolio maturity
(not more than 90 days) appropriate to its objective of maintaining
a stable net asset value of $1.00 per share and precludes the
purchase of any instrument with a remaining maturity of more than
397 calendar days.  Should the disposition of a portfolio security
result in a dollar weighted average portfolio maturity of more than
90 days, the Portfolio will invest its available cash in such
manner as to reduce such maturity to 90 days or less as soon as
reasonably practicable.

     It is the normal practice of the Portfolio to hold portfolio
securities to maturity.  Therefore, unless a sale or other
disposition of a security is mandated by redemption requirements or
other extraordinary circumstances, the Portfolio will realize the

                                     B-47

<PAGE>   80
par value of the security.  Under the amortized cost method of
valuation traditionally employed by institutions for valuation of
money market instruments, neither the amount of daily income nor
the net asset value is affected by any unrealized appreciation or
depreciation of the Portfolio.  In periods of declining interest
rates, the indicated daily yield on shares of the Portfolio as
computed by dividing the annualized daily income of the Portfolio
by the net asset value will tend to be higher than if the valuation
was based upon market prices and estimates.  In periods of rising
interest rates, the indicated daily yield on shares of the
Portfolio as computed by dividing the annualized daily income of
the Portfolio by the net asset value will tend to be lower than if
the valuation was based upon market prices and estimates.

                DIVIDENDS, DISTRIBUTIONS AND TAXES
   
    
   
        Each Portfolio is qualified and intends to remain qualified
and elect to be treated as a regulated investment company under
Subchapter M under the Code.  To remain qualified as a regulated
investment company, a Portfolio must, among other things, (a)
derive at least 90% of its gross income from dividends, interest,
payments with respect to securities loans, gains from the sale or
other disposition of stocks, securities or foreign currencies, or
other income (including but not limited to gains from options,
futures or forward contracts) derived with respect to its business
of investing in such stocks, securities or currencies; (b) derive
less than 30% of its gross income from the sale or other
disposition of stock or securities or certain foreign currencies
(or options, futures or forward contracts thereon) held less than
3 months (foreign currency gains, including those derived from
options, futures and forward contracts, will not, in any event, be
characterized as short-short gains if they are directly related to
the registered investment company's investment in stocks, options
or futures thereon); and (c) diversify its holdings so that, at the
end of each fiscal quarter, (i) 50% of the market value of the
Portfolio's assets is represented by cash, government securities
and other securities limited in respect of any one issuer to 5% of
the Portfolio's net assets and to not more than 10% of the voting
securities of any one issuer (other than government
securities).
    

   
        Income received by a Portfolio from sources within foreign
countries may be subject to withholding and other taxes imposed by
such countries.  Income tax treaties between certain countries and
the United States may reduce or eliminate such taxes.  It is
impossible to determine in advance the effective rate of foreign
tax to which a Portfolio will be subject, since the amount of that
Portfolio's assets to be invested in various countries is not
known.  Shareholders are urged to consult their tax advisors
regarding specific questions as to Federal, state and local taxes.
    


                                     B-48
<PAGE>   81
     It is the Trust's intention to distribute substantially all
the net investment income, if any, of each Portfolio.  For dividend
purposes, net investment income of each Portfolio, other than the
Money Market Portfolio, will consist of all payments of dividends
or interest received by such Portfolio less the estimated expenses
of such Portfolio (including fees payable to SAAMCo).  Net
investment income of the Money Market Portfolio consists of (i)
interest accrued or discount earned; (ii) plus or minus all
realized gains and losses on the Portfolio securities; (iii) less
the estimated expenses of the Portfolio applicable to that dividend
period.

     Dividends on the Money Market Portfolio will be declared daily
and reinvested monthly in additional full and fractional shares of
the respective Portfolio.  Dividends from the Growth, Fixed Income,
Capital Appreciation, Foreign Securities, Growth and Income,
Multi-Asset, Strategic Multi-Asset, Government and Quality Bond, High
Yield, Natural Resources and Target '98 Portfolios will be declared
and reinvested at least annually in additional full and fractional
shares of the respective Portfolios.

     All net realized capital gains of each Portfolio of the Trust,
if any, are declared and distributed annually to the shareholders
of the Portfolio to which such gains are attributable.

     
        At December 31, 1995, the Portfolios of the Trust had the
following capital loss carryovers and related years of
expiration:
    


                                     B-49

<PAGE>   82
   
Capital Loss Carryover

<TABLE>
<CAPTION>
                                                        Amount and Year of Expiration
                   -------------------------------------------------------------------------------------------------------------
                      TOTAL        1996        1997        1998        1999         2000         2001       2002         2003
                   -----------   --------    --------    --------     -------     --------    ----------  ---------   ----------
<S>                <C>             <C>          <C>        <C>          <C>         <C>        <C>          <C>       <C>
Fixed Income                                                                                        
Portfolio           $2,616,922   $626,361    $391,804    $558,735     $0          $0          $0          $0          $1,040,022


Foreign
Securities
Portfolio            2,575,439   0           0           0             0           678,508     1,596,931   0           0


Growth and
Income
Portfolio            1,470,924   0           0           0             0           0           0           0           1,470,924


High Yield
Portfolio           14,696,667   0            5,210,616  4,038,418     2,784,801   0           0           1,020,475   1,597,357


Target  98
Portfolio              254,450   0           0           0             0           0           0           27,017      227,433


</TABLE>
    


                                     B-50

<PAGE>   83
                            GENERAL INFORMATION

  Under Massachusetts law, shareholders of a Massachusetts business trust
may, under certain circumstances, be held personally liable as partners for
the obligations of the Trust.  The Declaration of Trust contains an express
disclaimer of shareholder liability for acts or obligations of the Trust and
requires that notices of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees.  The Declaration of Trust provides for indemnification out of the
Trust property for any shareholders held personally liable for the
obligations of the Trust, and also provides that the Trust shall, upon
request, assume the defense of any claim made against any shareholder for any
act or obligation of the Trust and satisfy any judgment thereon.  Thus, the
risk of a shareholder incurring financial loss on account of shareholder
liability is limited to circumstances in which the Trust itself would be
unable to meet its obligations.  The Declaration of Trust further provides
that the Trustees will not be liable for errors of judgment or mistakes of
fact or law; but nothing in the Declaration of Trust protects a Trustee
against any liability to which he would otherwise be subject by reason of
willful misfeasance, bad faith, gross negligence, or reckless disregard of
the duties involved in the conduct of his office.

  The Trust shall be of unlimited duration subject to the provisions in
the Declaration of Trust concerning termination by action of the
shareholders.

                            OWNERSHIP OF SHARES
   
    
   
      As of the date of this Statement of Additional Information, shares of
the Trust are offered only to the separate accounts of the Life Companies.
In turn, these separate accounts fund variable annuity contracts and variable
life insurance policies issued by those insurance companies.
    

                           FINANCIAL STATEMENTS

   
      Set forth following this Statement of Additional Information are the
financial statements of the Trust with respect to the fiscal year ended
December 31, 1995.
    

                                     B-51
<PAGE>   84
 
- ---------------------
 
    ANCHOR SERIES TRUST
    MONEY MARKET PORTFOLIO             INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                       SHORT-TERM SECURITIES -- 96.4%                          AMOUNT           VALUE
                    <S>                                                                     <C>              <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    BANK NOTES -- 12.8%
                    Bank of New York Co., Inc. 5.52% due 5/22/96........................    $ 3,000,000      $ 2,999,086
                    Chase Manhattan Corp. 5.77% due 4/15/96.............................      3,000,000        3,000,000
                    First Bank of SD, (N.A.) 5.91% due 1/17/96(1).......................      3,000,000        2,999,801
                    First National Bank of Maryland 5.75% due 5/01/96...................      3,000,000        3,000,430
                                                                                                             ------------
                    TOTAL BANK NOTES (cost: $11,999,317)................................                      11,999,317
                                                                                                             ------------
                    CORPORATE SHORT-TERM NOTES -- 69.7%
                    American General Finance Corp. 5.70% due 1/18/96....................      1,600,000        1,595,693
                    American Home Products Corp. 5.66% due 3/07/96......................      3,000,000        2,968,870
                    Asset Securitization Cooperative Corp. 5.70% due 1/23/96............      3,000,000        2,989,550
                    Associates Corp. of North America 5.70% due 1/19/96.................      3,000,000        2,991,450
                    BCI Funding Corp. 5.71% due 2/16/96.................................      3,000,000        2,978,112
                    BHF Finance (DE), Inc. 5.64% due 3/04/96............................      2,000,000        1,980,260
                    Burlington Northern Santa Fe Corp. 5.90% due 2/28/96................      1,000,000          990,494
                    CIT Group Holdings, Inc. 5.70% due 1/24/96..........................      3,000,000        2,989,075
                    Commerzbank U.S. Finance, Inc. 5.70% due 1/12/96....................      1,305,000        1,302,727
                    CoreStates Capital Corp. 5.86% due 1/05/96(1).......................      4,000,000        4,000,000
                    ESC Securitization, Inc. 5.68% due 2/22/96..........................      3,000,000        2,975,387
                    Ford Motor Credit Co. 5.68% due 1/25/96.............................      3,000,000        2,988,640
                    General Electric Capital Corp. 5.60% due 4/03/96....................      3,000,000        2,956,600
                    General Motors Acceptance Corp. 5.78% due 2/12/96...................      3,000,000        2,979,770
                    Hitachi America Ltd. 5.72% due 1/12/96..............................      1,260,000        1,257,798
                    Household International, Inc. 5.65% due 3/08/96.....................      3,000,000        2,968,454
                    Kredietbank N.A. Finance Corp. 5.70% due 3/01/96....................      3,000,000        2,971,500
                    McKenna Triangle National Corp. 5.74% due 1/11/96...................      3,000,000        2,995,217
                    PNC Funding Corp. 5.75% due 2/05/96.................................      2,885,000        2,868,872
                    Preferred Receivables Funding Corp. 5.87% due 1/18/96...............        985,000          982,269
                    Riverwoods Funding Corp. 5.68% due 2/15/96..........................      3,000,000        2,978,700
                    Sears Roebuck Acceptance Corp. 5.70% due 2/22/96....................      3,000,000        2,975,300
                    Toshiba America, Inc. 5.65% due 1/12/96.............................      3,000,000        2,994,821
                    Transamerica Finance Corp. 5.71% due 1/11/96........................      2,670,000        2,665,765
                    Westpac Banking Corp. 5.53% due 4/30/96.............................      3,000,000        2,944,700
                                                                                                             ------------
                    TOTAL CORPORATE SHORT-TERM NOTES (cost: $65,290,024)................                      65,290,024
                                                                                                             ------------
                    FEDERAL AGENCY OBLIGATIONS -- 10.7%
                    Student Loan Marketing Association 5.24% due 1/02/96(1)
                      (cost: $10,000,000)...............................................     10,000,000       10,000,000
                                                                                                             ------------
</TABLE>
 
                                                           ---------------------
 
                                        3
<PAGE>   85
 
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                     SHORT-TERM SECURITIES (continued)                         AMOUNT           VALUE
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    MISCELLANEOUS -- 3.2%
                    SMM Trust 5.99% due 1/03/96 (cost: $3,000,000)*(1)..................    $ 3,000,000      $ 3,000,000
                                                                                                             -----------
                    TOTAL SHORT-TERM SECURITIES (cost: $90,289,341).....................                      90,289,341
                                                                                                             -----------
                    TOTAL INVESTMENTS --
                      (cost: $90,289,341)                                           96.4%                     90,289,341
                    Other assets less liabilities --                                 3.6                       3,402,342
                                                                                   -----                     -----------
                    NET ASSETS --                                                  100.0%                    $93,691,683
                                                                                   =====                     ===========
</TABLE>
 
              -----------------------------
 
              *   Resale restricted to qualified institutional buyers
              (1) Variable rate security - the rate reflected is as of December
                  31, 1995; maturity date reflects next reset date
 
              See Notes to Financial Statements
 
- ---------------------
 
                                        4
<PAGE>   86
 
- ---------------------
 
    ANCHOR SERIES TRUST
    GOVERNMENT & QUALITY BOND
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 89.5%                              AMOUNT            VALUE
                    <S>                                                                     <C>              <C>
                    ------------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    AUTOMOTIVE -- 2.1%
                    Daimler-Benz Vehicle Trust 5.95% 2000...............................    $ 2,203,228      $  2,206,068
                    Premier Auto Trust 4.65% 1999.......................................      2,584,781         2,554,537
                                                                                                             -------------
                                                                                                                4,760,605
                                                                                                             -------------
                    FINANCE -- 11.6%
                    Beneficial Corp. 5.20% 1999(1)......................................      5,000,000         4,929,700
                    Ford Motor Credit 5.37% 1999(1).....................................      5,000,000         4,969,995
                    General Reinsurance Corp. 9.00% 2009................................      5,000,000         6,186,250
                    Morgan (J.P.) & Co., Inc. 6.25% 2005................................      5,000,000         4,990,850
                    Stanford University 6.88% 2024......................................      5,000,000         5,103,500
                                                                                                             -------------
                                                                                                               26,180,295
                                                                                                             -------------
                    RETAIL -- 3.7%
                    McDonald's Corp. 7.05% 2025.........................................      3,300,000         3,380,335
                    Wal-Mart Stores, Inc. 6.75% 2023....................................      5,000,000         5,063,700
                                                                                                             -------------
                                                                                                                8,444,035
                                                                                                             -------------
                    TRANSPORTATION -- 2.7%
                    United Parcel Service of America, Inc. 8.38% 2020...................      5,000,000         6,037,500
                                                                                                             -------------
                    U.S. GOVERNMENT & AGENCIES -- 62.3%
                    Federal Home Loan Mortgage Corp. 6.00% 2008 - 2011..................      9,900,005         9,791,698
                    Federal Home Loan Mortgage Corp. 6.50% TBA..........................     15,000,000        15,079,650
                    Federal Home Loan Mortgage Corp. 7.29% 2004.........................     20,000,000        20,343,800
                    Federal Home Loan Mortgage Corp. 14.75% 2010........................        195,888           232,249
                    Federal National Mortgage Association 7.50% 2023 - 2025.............      4,814,259         4,933,074
                    Federal National Mortgage Association 8.00% 2023....................     14,116,652        14,619,487
                    Government National Mortgage Association 6.50% 2023 - 2024..........     24,755,913        24,554,647
                    Government National Mortgage Association 7.50% 2022.................      8,921,467         9,198,478
                    Government National Mortgage Association 9.50% 2016 - 2017..........      3,352,675         3,629,001
                    Government National Mortgage Association 10.00% 2013 - 2017.........      3,282,793         3,572,505
                    Government National Mortgage Association 11.50% 2014................         24,321            27,605
                    Government National Mortgage Association 12.00% 1999 - 2016.........        204,685           217,750
                    Government National Mortgage Association 12.75% 2014................         81,050            93,816
                    Government National Mortgage Association 13.25% 1999 - 2014.........         21,697            24,733
                    Government National Mortgage Association 13.50% 2014................         11,874            14,115
                    Government National Mortgage Association 13.75% 2014................          2,640             3,056
                    United States Treasury Bonds 10.38% 2012............................     16,500,000        22,811,250
                    United States Treasury Notes 7.50% 2005.............................     10,000,000        11,334,400
                                                                                                             -------------
                                                                                                              140,481,314
                                                                                                             -------------
                    UTILITIES -- 2.6%
                    Hydro Quebec Electric 8.40% 2022....................................      5,000,000         5,781,050
                                                                                                             -------------
</TABLE>
 
                                                           ---------------------
 
                                        5
<PAGE>   87
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         BONDS & NOTES (continued)                             AMOUNT            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    UTILITIES: ELECTRIC, GAS & TELEPHONE -- 4.5%
                    Southern California Edison Co. 9.25% 2020...........................    $ 5,000,000      $  5,205,850
                    US West Communications, Inc. 6.88% 2033.............................      5,000,000         4,905,100
                                                                                                             -------------
                                                                                                               10,110,950
                                                                                                             -------------
                    TOTAL INVESTMENT SECURITIES (cost: $194,935,330)....................                      201,795,749
                                                                                                             -------------
 
<CAPTION>
                                       REPURCHASE AGREEMENT -- 16.2%
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $36,575,000)...............................................     36,575,000        36,575,000
                                                                                                             ------------
                    TOTAL INVESTMENTS --
                      (cost: $231,510,330)                            105.7%                                  238,370,749
                    Liabilities in excess of other assets --           (5.7)                                  (12,792,021)
                                                                      -----                                  ------------
                    NET ASSETS --                                     100.0%                                 $225,578,728
                                                                      -----                                  ============
</TABLE>
 
              -----------------------------
 
              (1) Variable rate security - the rate reflected is as of December
                  31, 1995; maturity date reflects next reset date
              TBA - Securities purchased on a forward commitment basis with an
                    approximate principal amount and no definitive maturity
                    date. The actual principal amount and maturity date will be
                    determined upon settlement.
 
              See Notes to Financial Statements
 
- ---------------------
 
                                        6
<PAGE>   88
 
- ---------------------
 
    ANCHOR SERIES TRUST
    FIXED INCOME PORTFOLIO             INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 97.7%                             AMOUNT           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    ASSET-BACKED SECURITIES -- 1.5%
                    Discover Card Trust Series A 5.50% 1998.............................    $  416,667      $   415,754
                                                                                                            ------------
                    FINANCE -- 28.1%
                    Abbey National First Capital 8.20% 2004.............................       500,000          567,060
                    Ahmanson (H.F.) & Co. 8.25% 2002....................................       500,000          553,390
                    Bank of New York, Inc. 7.63% 2002...................................       500,000          540,280
                    Beneficial Finance Co. 9.40% 1997...................................       225,000          236,516
                    Chemical Banking Corp. 6.63% 1998...................................       750,000          764,467
                    Citicorp 8.63% 2002.................................................     1,000,000        1,137,960
                    First Bank Systems, Inc. 8.00% 2004.................................       500,000          557,885
                    First National Bank of Boston 8.00% 2004............................     1,000,000        1,108,520
                    First Union Bancorp. 7.50% 2035.....................................       400,000          442,940
                    General Motors Acceptance Corp. 8.50% 2003..........................       500,000          564,670
                    Norwest Corp. Bank 7.65% 2005.......................................       500,000          553,745
                    Sun Canada Financial Co. 7.25% 2015.................................       300,000          302,522
                    Transamerica Financial Group, Inc. 9.25% 1998.......................       500,000          535,255
                                                                                                            ------------
                                                                                                              7,865,210
                                                                                                            ------------
                    INDUSTRIAL & COMMERCIAL -- 14.3%
                    British Petroleum America Inc. 9.88% 2004...........................       500,000          623,770
                    Cablevision Systems Corp. 9.25% 2005................................        25,000           25,969
                    Coastal Corp. 8.75% 1999............................................       500,000          539,510
                    Columbia University Trustees 8.62% 2001.............................       500,000          561,540
                    Comcast Corp. 9.13% 2006............................................        50,000           52,000
                    Container Corp. 9.75% 2003..........................................        50,000           48,750
                    du Pont E.I. de Nemours & Co. 6.75% 2002............................       493,000          515,249
                    Ford Motor Co. 9.00% 2001...........................................       500,000          565,760
                    Rockwell International Corp. 7.88% 2005.............................       500,000          564,120
                    Time Warner, Inc. 9.13% 2013........................................       450,000          507,127
                                                                                                            ------------
                                                                                                              4,003,795
                                                                                                            ------------
                    RETAIL -- 1.8%
                    Wal-Mart Stores, Inc. 5.88% 2005....................................       500,000          492,675
                                                                                                            ------------
                    TRANSPORTATION -- 2.0%
                    CSX Corp. 9.50% 2000................................................       500,000          569,485
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                        7
<PAGE>   89
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         BONDS & NOTES (continued)                            AMOUNT           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    U.S. GOVERNMENT & AGENCIES -- 40.4%
                    Federal Home Loan Mortgage Corp. 6.50% 2025.........................    $  496,767      $   491,333
                    Federal Home Loan Mortgage Corp. 7.00% 2025.........................       992,383        1,001,374
                    Federal Home Loan Mortgage Corp. 6.50% TBA..........................     1,000,000          994,370
                    Federal Home Loan Mortgage Corp. 7.00% TBA..........................       500,000          509,685
                    Federal Home Loan Participation 7.50% 2007..........................       826,333          837,083
                    Federal Home Loan Participation 9.75% 2002..........................       500,053          551,618
                    Federal Home Loan Participation 11.00% 2000.........................        12,962           13,602
                    Government National Mortgage Association 7.50% 2023 - 2025..........       970,371          998,269
                    Government National Mortgage Association 10.00% 2000................        35,278           37,230
                    Government National Mortgage Association 11.25% 1998................         9,010            9,421
                    Government National Mortgage Association 13.25% 1999................         1,948            2,041
                    Government National Mortgage Association 7.50% TBA..................     1,000,000        1,028,750
                    United States Treasury Bonds 7.25% 2016.............................     1,600,000        1,826,992
                    United States Treasury Bonds 10.75% 2003............................       700,000          913,388
                    United States Treasury Bonds 12.00% 2013............................     1,350,000        2,080,053
                                                                                                            ------------
                                                                                                             11,295,209
                                                                                                            ------------
                    UTILITIES -- 9.6%
                    BellSouth Telecommunications 6.25% 2003.............................       500,000          508,065
                    Hydro Quebec 8.05% 2024.............................................       450,000          513,792
                    Niagara Mohawk Power Corp. 5.88% 2002...............................       750,000          727,882
                    Southern California Edison Co. 7.50% 1999...........................       500,000          524,370
                    Tele Communications, Inc. 9.80% 2012................................       350,000          419,710
                                                                                                            ------------
                                                                                                              2,693,819
                                                                                                            ------------
                    TOTAL INVESTMENT SECURITIES (cost: $25,724,672).....................                     27,335,947
                                                                                                            ------------
 
<CAPTION>
                    REPURCHASE AGREEMENT -- 0.5%
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $145,000)..................................................       145,000          145,000
                                                                                                            -----------
                    TOTAL INVESTMENTS --
                      (cost: $25,869,672)                               98.2%                                27,480,947
                    Other assets less liabilities --                     1.8                                    493,855
                                                                       -----                                -----------
                    NET ASSETS --                                      100.0%                               $27,974,802
                                                                       =====                                ===========
</TABLE>
 
              -----------------------------
 
              TBA - Securities purchased on a forward commitment basis with an
                    approximate principal amount and no definitive maturity
                    date. The actual principal amount and maturity date will be
                    determined upon settlement.
 
              See Notes to Financial Statements
 
- ---------------------
 
                                        8
<PAGE>   90
 
- ---------------------
 
    ANCHOR SERIES TRUST
    GROWTH PORTFOLIO                   INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 99.1%                               SHARES            VALUE
                    <S>                                                                     <C>              <C>
                    ------------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    CONSUMER DISCRETIONARY -- 10.1%
                    Apparel & Textiles -- 0.5%
                    Nine West Group, Inc. ..............................................         40,000      $  1,500,000
                    Retail -- 9.6%
                    Arbor Drugs, Inc. ..................................................         75,000         1,575,000
                    AutoZone, Inc.+.....................................................        100,000         2,887,500
                    Barnes & Noble, Inc.+...............................................         70,000         2,030,000
                    Gymboree Corp.+.....................................................         64,000         1,320,000
                    Home Depot, Inc. ...................................................        120,000         5,745,000
                    May Department Stores Co. ..........................................        140,000         5,915,000
                    MSC Industrial Direct, Inc., Class A................................         25,100           690,250
                    Rite Aid Corp.......................................................        100,000         3,425,000
                    Sports Authority, Inc.+.............................................         90,800         1,850,050
                    Talbots, Inc. ......................................................         57,000         1,638,750
                    Wal-Mart Stores, Inc. ..............................................        110,000         2,461,250
                                                                                                             -------------
                                                                                                               31,037,800
                                                                                                             -------------
                    CONSUMER STAPLES -- 7.5%
                    Food, Beverage & Tobacco -- 3.7%
                    Canandaigua Wine, Inc., Class A+....................................         40,000         1,305,000
                    Mondavi (Robert) Corp., Class A.....................................         24,400           674,050
                    PepsiCo, Inc. ......................................................        110,000         6,146,250
                    Sara Lee Corp. .....................................................        100,600         3,206,625
                    Household Products -- 3.8%
                    Armor All Products Corp. ...........................................         45,000           815,625
                    Bush Boake Allen, Inc.+.............................................         59,000         1,615,125
                    Kimberly-Clark Corp. ...............................................         37,800         3,127,950
                    Procter & Gamble Co. ...............................................         75,000         6,225,000
                                                                                                             -------------
                                                                                                               23,115,625
                                                                                                             -------------
                    ENERGY -- 6.6%
                    Energy Services -- 0.5%
                    Input/Output, Inc.+.................................................         30,000         1,732,500
                    Energy Sources -- 6.1%
                    Amoco Corp. ........................................................        100,000         7,187,500
                    Barrett Resources Corp.+............................................         70,000         2,056,250
                    Burlington Resources, Inc. .........................................         64,000         2,512,000
                    Unocal Corp. .......................................................        185,000         5,388,125
                    Vastar Resources, Inc. .............................................         50,000         1,587,500
                                                                                                             -------------
                                                                                                               20,463,875
                                                                                                             -------------
                    FINANCE -- 13.8%
                    Banks -- 5.1%
                    Associated Banc Corp. ..............................................         30,000         1,228,125
                    Bancorp Hawaii, Inc. ...............................................         40,000         1,435,000
                    First Bank System, Inc. ............................................         70,000         3,473,750
                    First Commercial Corp. .............................................         37,450         1,235,850
                    Morgan (J.P.) & Co., Inc. ..........................................         36,000         2,889,000
                    State Street Boston Corp. ..........................................        123,900         5,575,500
</TABLE>
 
                                                           ---------------------
 
                                        9
<PAGE>   91
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    FINANCE (continued)
                    Financial Services -- 5.0%
                    American Express Co. ...............................................         90,000      $  3,723,750
                    Federal National Mortgage Association...............................         75,000         9,309,375
                    Morgan Stanley Group, Inc. .........................................         28,000         2,257,500
                    Insurance -- 3.7%
                    American International Group, Inc. .................................         52,500         4,856,250
                    American Reinsurance Corp. .........................................         30,000         1,226,250
                    Frontier Insurance Group, Inc. .....................................         37,000         1,184,000
                    General Re Corp. ...................................................         26,000         4,030,000
                                                                                                             -------------
                                                                                                               42,424,350
                                                                                                             -------------
                    HEALTHCARE -- 9.2%
                    Drugs -- 5.4%
                    Alza Corp. .........................................................         28,000           693,000
                    Pfizer, Inc. .......................................................         70,000         4,410,000
                    Rhone Poulenc Rorer, Inc. ..........................................        130,000         6,922,500
                    Zeneca Group PLC ADR................................................         80,000         4,670,000
                    Health Services -- 1.2%
                    American Medical Response, Inc.+....................................         45,000         1,462,500
                    Beverly Enterprises, Inc.+..........................................        195,000         2,071,875
                    Medical Products -- 2.6%
                    Abbott Laboratories.................................................        100,000         4,175,000
                    Biomet, Inc.+.......................................................         91,400         1,633,775
                    Datascope Corp. ....................................................         55,000         1,320,000
                    Life Technologies, Inc. ............................................         35,000           953,750
                                                                                                             -------------
                                                                                                               28,312,400
                                                                                                             -------------
                    INDUSTRIAL & COMMERCIAL -- 8.5%
                    Business Services -- 2.1%
                    Dames & Moore, Inc. ................................................         75,000           909,375
                    G & K Services, Inc., Class A.......................................         65,000         1,657,500
                    Sysco Corp. ........................................................        110,000         3,575,000
                    Tetra Tech, Inc. ...................................................         15,000           341,250
                    Electrical Equipment -- 2.2%
                    Hubbell, Inc. ......................................................         57,000         3,747,750
                    Juno Lighting, Inc. ................................................         80,000         1,280,000
                    Littelfuse, Inc. ...................................................         52,000         1,911,000
                    Machinery -- 3.1%
                    Donaldson Co., Inc. ................................................         73,000         1,834,125
                    MFS Communications, Inc.+...........................................         75,000         3,993,750
                    Minnesota Mining & Manufacturing Co. ...............................         55,000         3,643,750
                    Transportation -- 1.1%
                    Air Express International Corp. ....................................         60,000         1,380,000
                    Airborne Freight Corp. .............................................         45,000         1,198,125
                    Werner Enterprises, Inc. ...........................................         40,000           810,000
                                                                                                             -------------
                                                                                                               26,281,625
                                                                                                             -------------
</TABLE>
 
- ---------------------
 
                                       10
<PAGE>   92
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    INFORMATION & ENTERTAINMENT -- 12.5%
                    Broadcasting & Media -- 7.9%
                    Advo, Inc. .........................................................         53,000      $  1,378,000
                    Comcast Corp., Special Class A......................................        125,000         2,273,438
                    Dun & Bradstreet Corp. .............................................         41,000         2,654,750
                    Gannett Co., Inc. ..................................................         70,000         4,296,250
                    Houghton Mifflin Co. ...............................................         44,000         1,892,000
                    Viacom, Inc., Class B+..............................................        171,537         8,126,565
                    Vodafone Group PLC ADR..............................................        100,000         3,525,000
                    Entertainment Products -- 1.5%
                    Coleman Company, Inc. ..............................................         44,000         1,545,500
                    Harley-Davidson, Inc.+..............................................         56,000         1,610,000
                    Speedway Motorsports, Inc. .........................................         52,000         1,560,000
                    Leisure & Tourism -- 3.1%
                    Landry's Seafood Restaurants, Inc. .................................         55,000           938,437
                    McDonald's Corp. ...................................................        115,000         5,189,375
                    Southwest Airlines Co. .............................................        150,000         3,487,500
                                                                                                             -------------
                                                                                                               38,476,815
                                                                                                             -------------
                    INFORMATION TECHNOLOGY -- 20.1%
                    Communication Equipment -- 3.8%
                    Cisco Systems, Inc.+................................................         80,000         5,970,000
                    General Instrument Corp.+...........................................        140,000         3,272,500
                    Nokia Corp. ADR.....................................................         63,400         2,464,675
                    Computers & Business Equipment -- 5.0%
                    Compaq Computer Corp.+..............................................        130,000         6,240,000
                    Hewlett-Packard Co. ................................................         91,600         7,671,500
                    Sensormatic Electronics Corp. ......................................         80,000         1,390,000
                    Electronics -- 2.0%
                    AMP, Inc. ..........................................................        100,000         3,837,500
                    Dallas Semiconductor Corp. .........................................         69,000         1,431,750
                    Silicon Valley Group, Inc. .........................................         34,000           858,500
                    Software -- 9.3%
                    American Management Systems, Inc. ..................................         63,000         1,890,000
                    Automatic Data Processing, Inc. ....................................         61,000         4,529,250
                    BISYS Group, Inc.+..................................................         60,000         1,845,000
                    BMC Software, Inc.+.................................................        125,000         5,343,750
                    Cognos, Inc. .......................................................         70,000         3,123,750
                    DST Systems, Inc.+..................................................         49,400         1,407,900
                    First Data Corp. ...................................................         35,000         2,340,625
                    Microsoft Corp.+....................................................         40,000         3,510,000
                    Policy Management Systems Corp.+....................................         70,000         3,333,750
                    Systems & Computer Technology Corp.+................................         66,000         1,311,750
                                                                                                             -------------
                                                                                                               61,772,200
                                                                                                             -------------
                    MATERIALS -- 6.3%
                    Chemicals -- 4.8%
                    Air Products & Chemicals, Inc. .....................................         60,000         3,165,000
                    Engelhard Corp. ....................................................        149,925         3,260,869
                    Morton International, Inc. .........................................        110,000         3,946,250
                    Nalco Chemical Co. .................................................         80,000         2,410,000
                    Schulman A., Inc. ..................................................         91,000         2,047,500
                    Paper Products -- 1.5%
                    Bemis Co., Inc. ....................................................         60,000         1,537,500
                    International Paper Co. ............................................         80,000         3,030,000
                                                                                                             -------------
                                                                                                               19,397,119
                                                                                                             -------------
</TABLE>
 
                                                           ---------------------
 
                                       11
<PAGE>   93
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    REAL ESTATE -- 0.6%
                    Real Estate Companies -- 0.6%
                    Doubletree Corp.+...................................................         70,000      $  1,837,500
                                                                                                             -------------
                    UTILITIES -- 3.9%
                    Telephone -- 3.9%
                    AT & T Corp. .......................................................         90,000         5,827,500
                    Century Telephone Enterprises, Inc. ................................         46,000         1,460,500
                    MCI Communications Corp. ...........................................        180,000         4,702,500
                                                                                                             -------------
                                                                                                               11,990,500
                                                                                                             -------------
                    TOTAL INVESTMENT SECURITIES (cost: $250,040,267)....................                      305,109,809
                                                                                                             -------------
 
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 1.1%                           AMOUNT
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                         <C>         <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $3,325,000)................................................    $ 3,325,000         3,325,000
                                                                                                             -------------
                    TOTAL INVESTMENTS  --
                      (cost: $253,365,267)                                        100.2%                      308,434,809
                    Liabilities in excess of other assets --                       (0.2)                         (577,365)
                                                                                  ------                     -------------
                    NET ASSETS --                                                 100.0%                     $307,857,444
                                                                                  =====                      ==============

</TABLE>
 
              -----------------------------
 
              + Non-income producing securities
              ADR - American Depositary Receipts
 
              See Notes to Financial Statements.
 
- ---------------------
 
                                       12
<PAGE>   94
 
- ---------------------
 
    ANCHOR SERIES TRUST
    HIGH-YIELD PORTFOLIO               INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 91.5%                             AMOUNT           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    CABLE -- 5.6%
                    Cablevision Systems Corp. 9.25% 2005................................    $  350,000      $   363,563
                    Comcast Corp. 9.38% 2005............................................       350,000          370,125
                    Continental Cablevision, Inc. 11.00% 2007...........................       500,000          558,750
                    Marcus Cable Operating Co. L.P. zero coupon 2004(1).................       350,000          263,375
                    Tele-Communications, Inc. 9.25% 2023................................       500,000          545,790
                    Videotron Ltd. 10.25% 2002..........................................       500,000          525,000
                                                                                                            ------------
                                                                                                              2,626,603
                                                                                                            ------------
                    CHEMICALS -- 5.4%
                    Agriculture Minerals & Chemicals 10.75% 2003........................       500,000          552,500
                    Arcadian Partners L.P. 10.75% 2005..................................       500,000          552,500
                    General Chemical Corp. 9.25% 2003...................................       250,000          251,250
                    PMI Acquisition Corp. 10.25% 2003...................................       500,000          513,750
                    Rexene Corp. 11.75% 2004............................................       100,000          104,750
                    Sherritt Gordon, Ltd. 10.50% 2014...................................       500,000          540,000
                                                                                                            ------------
                                                                                                              2,514,750
                                                                                                            ------------
                    COMMUNICATIONS & MEDIA -- 9.6%
                    EZ Communications, Inc. 9.75% 2005..................................       500,000          504,375
                    Granite Broadcasting Corp. 10.38% 2005..............................       250,000          256,250
                    Granite Broadcasting Corp. 12.75% 2002..............................       350,000          388,500
                    Heritage Media Services, Inc. 11.00% 2002...........................       375,000          398,437
                    Mobilemedia Corp. 9.38% 2007........................................       350,000          360,500
                    Paging Network, Inc. 10.13% 2007....................................       200,000          216,500
                    SFX Broadcasting, Inc. 11.38% 2000..................................       250,000          262,500
                    Turner Broadcasting Systems, Inc. 8.40% 2024........................       500,000          500,060
                    World Color Press, Inc. 9.13% 2003..................................       750,000          772,500
                    Young Broadcasting, Inc. 11.75% 2004................................       750,000          840,000
                                                                                                            ------------
                                                                                                              4,499,622
                                                                                                            ------------
                    CONSUMER STAPLES -- 4.1%
                    American Safety Razor Co. 9.88% 2005................................       250,000          254,375
                    Gruma SA de CV 9.75% 1998*..........................................       250,000          243,438
                    Jordan Industries, Inc. 10.38% 2003.................................       350,000          311,500
                    Sweetheart Cup, Inc. 10.50% 2003....................................       600,000          604,500
                    Westpoint Stevens, Inc. 8.75% 2001..................................       500,000          500,000
                                                                                                            ------------
                                                                                                              1,913,813
                                                                                                            ------------
                    ENERGY -- 5.7%
                    Energy Ventures, Inc. 10.25% 2004...................................       500,000          527,500
                    Oryx Energy Co. 8.13% 2005..........................................       350,000          358,096
                    Plains Resources, Inc. 12.00% 1999..................................       250,000          259,375
                    Santa Fe Energy Resources, Inc. 11.00% 2004.........................       500,000          547,500
                    Seagull Energy Corp. 8.63% 2005.....................................       500,000          485,000
                    YPF Sociedad Anonima 8.00% 2004.....................................       500,000          470,000
                                                                                                            ------------
                                                                                                              2,647,471
                                                                                                            ------------
                    FINANCE -- 2.5%
                    Anchor Bancorp, Inc. 8.94% 2003.....................................       250,000          258,750
                    Dime Bancorp, Inc. 10.50% 2005......................................       500,000          550,000
                    Imperial Credit Industries, Inc. 9.75% 2004.........................       400,000          368,000
                                                                                                            ------------
                                                                                                              1,176,750
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       13
<PAGE>   95
 
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         BONDS & NOTES (continued)                            AMOUNT           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    FOOD & LODGING -- 2.7%
                    Hammons (John Q.) Hotels L.P. 8.88% 2004............................    $  250,000      $   247,500
                    La Quinta Inns, Inc. 9.25% 2003.....................................       500,000          530,000
                    Red Roof Inns, Inc. 9.63% 2003......................................       150,000          147,000
                    Specialty Equipment Cos., Inc. 11.38% 2003..........................       350,000          355,250
                                                                                                            ------------
                                                                                                              1,279,750
                                                                                                            ------------
                    GAMING -- 0.5%
                    GB Property Funding Corp. 10.88% 2004...............................       250,000          219,375
                                                                                                            ------------
                    GROCERY -- 1.4%
                    Big V Supermarkets, Inc. 11.00% 2004................................       500,000          405,000
                    Dominicks Finer Foods, Inc. 10.88% 2005.............................       225,000          239,063
                                                                                                            ------------
                                                                                                                644,063
                                                                                                            ------------
                    HEALTHCARE -- 2.9%
                    OrNda Healthcorp 11.38% 2004........................................       500,000          562,500
                    Quorum Health Group, Inc. 8.75% 2005................................       175,000          180,906
                    Tenet Healthcare Corp. 9.63% 2002...................................       325,000          357,500
                    Tenet Healthcare Corp. 10.13% 2005..................................       225,000          250,313
                                                                                                            ------------
                                                                                                              1,351,219
                                                                                                            ------------
                    INDUSTRIAL & COMMERCIAL -- 21.6%
                    American Standard, Inc. zero coupon 2005(1).........................       750,000          643,125
                    Bell & Howell Co. zero coupon 2005(1)...............................     1,000,000          630,000
                    Bell & Howell Co. 9.25% 2000........................................       250,000          256,875
                    Calmar, Inc. 11.50% 2005............................................       400,000          406,000
                    Coltec Industries, Inc. 9.75% 2000..................................       375,000          386,250
                    Day International Group, Inc. 11.13% 2005...........................       250,000          251,250
                    Digital Equipment Corp. 7.75% 2023..................................       500,000          497,225
                    Dominion Textile USA, Inc. 8.88% 2003...............................       150,000          145,500
                    EnviroSource, Inc. 9.75% 2003.......................................       500,000          440,000
                    Essex Group, Inc. 10.00% 2003.......................................       500,000          490,000
                    Exide Corp. 10.75% 2002.............................................        50,000           54,250
                    Graphic Controls Corp. 12.00% 2005(2)...............................       225,000          232,875
                    Great Lakes Carbon Corp. 10.00% 2006(2).............................       500,000          512,500
                    Howmet Corp. 10.00% 2003............................................       500,000          523,750
                    Interlake Corp. 12.13% 2002.........................................       500,000          475,000
                    K & F Co. 11.88% 2003...............................................       150,000          161,250
                    K & F Industries, Inc. 13.75% 2001..................................       407,000          422,262
                    Lear Seating Corp. 8.25% 2002.......................................       250,000          245,000
                    Overhead Door Corp. 12.25% 2000(2)..................................       500,000          485,000
                    Portola Packaging, Inc. 10.75% 2005.................................       150,000          155,250
                    Rohr, Inc. 11.63% 2003..............................................       500,000          536,250
                    Silgan Corp. 11.75% 2002............................................       150,000          160,500
                    Silgan Holdings, Inc. zero coupon 2002(1)...........................       250,000          238,125
                    UCAR Global Enterprises, Inc. 12.00% 2005...........................       200,000          231,000
                    Walbro Corp. 9.88% 2005.............................................       350,000          349,125
                    Westinghouse Electric Corp. 8.38% 2002..............................       200,000          206,280
                    Westinghouse Electric Corp. 8.88% 2001..............................       200,000          211,640
                    Wyman-Gordon Co. 10.75% 2003........................................       750,000          787,500
                                                                                                            ------------
                                                                                                             10,133,782
                                                                                                            ------------
</TABLE>
 
- ---------------------
 
                                       14
<PAGE>   96
 
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         BONDS & NOTES (continued)                            AMOUNT           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    METALS & MINERALS -- 7.6%
                    A.K. Steel Corp. 10.75% 2004........................................    $  350,000      $   388,500
                    Armco, Inc. 9.38% 2000..............................................       750,000          742,500
                    Bethlehem Steel Corp. 10.38% 2003...................................       500,000          527,500
                    GS Technologies, Inc. 12.25% 2005...................................       150,000          149,438
                    Haynes International, Inc. 13.50% 1999..............................       250,000          156,250
                    Magma Copper Co. 12.00% 2001........................................       250,000          278,437
                    South Dakota Warren Co. 12.00% 2004.................................       275,000          303,187
                    Weirton Steel Corp. 10.88% 1999.....................................       300,000          300,000
                    Wheeling Pittsburgh Corp. 9.38% 2003................................       750,000          708,750
                                                                                                            ------------
                                                                                                              3,554,562
                                                                                                            ------------
                    NON-U.S. GOVERNMENT OBLIGATIONS -- 1.9%
                    Republic of Argentina 8.38% 2003....................................       750,000          631,875
                    Republic of Brazil 6.00% 2013.......................................       500,000          280,000
                                                                                                            ------------
                                                                                                                911,875
                                                                                                            ------------
                    PAPER PRODUCTS -- 8.7%
                    Container Corp. America 9.75% 2003..................................       500,000          487,500
                    Container Corp. America 11.25% 2004.................................       450,000          463,500
                    Domtar, Inc. 11.75% 1999............................................       500,000          560,000
                    Fort Howard Corp. 9.25% 2001........................................       750,000          761,250
                    Rainy River Forest Products, Inc. 10.75% 2001.......................       500,000          550,000
                    Repap New Brunswick, Inc. 9.88% 2000................................       500,000          501,250
                    Repap Wisconsin, Inc. 9.25% 2002....................................       250,000          237,500
                    Stone Container Corp. 11.88% 1998...................................       500,000          521,250
                                                                                                            ------------
                                                                                                              4,082,250
                                                                                                            ------------
                    REAL ESTATE -- 1.9%
                    Continental Homes 12.00% 1999.......................................       500,000          540,000
                    Webb (Del) Corp. 9.00% 2006.........................................       350,000          332,500
                                                                                                            ------------
                                                                                                                872,500
                                                                                                            ------------
                    RETAIL -- 0.4%
                    Payless Cashways, Inc. 9.13% 2003...................................       250,000          192,500
                                                                                                            ------------
                    SERVICES -- 1.3%
                    Penda Corp. 10.75% 2004(2)..........................................       750,000          622,500
                                                                                                            ------------
                    TRANSPORTATION -- 1.0%
                    USAir, Inc. 10.38% 2013.............................................       500,000          465,000
                                                                                                            ------------
                    UTILITIES -- 6.7%
                    Cabot Safety Acquisition Corp. 12.50% 2005*.........................       350,000          371,875
                    Cleveland Electric Illuminating Co. 9.50% 2005......................       500,000          517,500
                    First PV Funding Corp. 10.15% 2016..................................       500,000          511,250
                    Niagara Mohawk Power Corp. 6.63% 2005...............................       500,000          447,845
                    Telefonica de Argentina SA 11.88% 2004..............................       500,000          505,000
                    Texas-New Mexico Power Co. 10.75% 2003..............................       500,000          545,710
                    Transportadora De Gas Delaware 7.75% 1998*..........................       250,000          240,000
                                                                                                            ------------
                                                                                                              3,139,180
                                                                                                            ------------
                    TOTAL BONDS & NOTES (cost: $41,538,638).............................                     42,847,565
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       15
<PAGE>   97
<TABLE>
<CAPTION>
                                            COMMON STOCK -- 0.1%                              SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    INDUSTRIAL & COMMERCIAL -- 0.1%
                    Triangle Wire and Cable, Inc.+(2)(3) (cost: $330,000)...............        31,667      $    47,500
                                                                                                            ------------
<CAPTION>
                                          PREFERRED STOCK -- 1.0%
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    FINANCE -- 0.6%
                    California Federal Bank Los Angeles 10.63%..........................         2,500          271,250
                                                                                                            ------------
<CAPTION>
                    <S>                                                                     <C>             <C>
                    MATERIALS -- 0.4%
                    BCP Essex Holdings, Preferred Series B..............................         8,000          202,000
                                                                                                            ------------
                    TOTAL PREFERRED STOCK (cost: $455,392)..............................                        473,250
                                                                                                            ------------
                    TOTAL INVESTMENT SECURITIES (cost: $42,324,030).....................                     43,368,315
                                                                                                            ------------
</TABLE>
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 5.0%                           AMOUNT
                    <S>                                                                     <C>              <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                   <C>               <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $2,340,000)................................................    $ 2,340,000        2,340,000
                                                                                                             ------------
                    TOTAL INVESTMENTS  --
                      (cost: $44,664,030)                                   97.6%                             45,708,315
                    Other assets less liabilities --                         2.4                               1,108,423
                                                                           -----                             ------------
                    NET ASSETS --                                          100.0%                            $46,816,738
                                                                           =====                             =============

</TABLE>
 
              -----------------------------
 
              +   Non-income producing securities
              *   Resale restricted to qualified institutional buyers
              (1) Represents a zero-coupon bond which will convert to an
                  interest-bearing security at a later date
              (2) Fair valued security; see Note 2
              (3) At December 31, 1995 the Portfolio held restricted securities
                  amounting to 0.1% of net assets. The Portfolio will not bear
                  any costs, including those involved in registration under the
                  Securities Act of 1933, in connection with the disposition of
                  the security:
 
<TABLE>
<CAPTION>
                                                                                                        VALUATION
                                                          DATE OF                          UNIT           AS OF
                               DESCRIPTION              ACQUISITION       SHARES           COST         12/31/95
                    <S>                                 <C>             <C>             <C>             <C>
                    ---------------------------------------------------------------------------------------------
                    Triangle Wire and Cable, Inc.         3/21/94            10,556       $   10.72        1.50
                    Triangle Wire and Cable, Inc.         3/24/94            21,111           10.27        1.50
</TABLE>
 
              See Notes to Financial Statements
 
- ---------------------
 
                                       16
<PAGE>   98
 
- ---------------------
 
    ANCHOR SERIES TRUST
    STRATEGIC MULTI-ASSET
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 38.0%                              SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    CAPITAL APPRECIATION -- 11.2%
                    Apparel & Textiles -- 0.2%
                    Fila Holding S.p.A., ADR............................................         1,000      $    45,500
                    Tommy Hilfiger Corp.+...............................................         1,700           72,037
                    Broadcasting & Media -- 3.2%
                    American Radio Systems Corp., Class A+..............................         2,000           56,000
                    Central European Media Enterprises, Ltd., Class A+..................         5,000          102,500
                    E-Z Communications, Inc.+...........................................         8,000          144,000
                    Emmis Broadcasting Corp., Class A+..................................         3,100           96,100
                    Evergreen Media Corp.+..............................................         7,840          250,880
                    Gaylord Entertainment Co., Class A..................................         1,365           37,879
                    International Cabletel, Inc.+.......................................         4,000           98,000
                    Jacor Communications, Inc.+.........................................        10,500          183,750
                    LodgeNet Entertainment Corp.+.......................................         8,000           76,000
                    Saga Communications, Inc., Class A+.................................         8,875          144,218
                    Scholastic Corp.+...................................................         1,200           93,300
                    Scripps (E.W.) Co., Class A.........................................         2,000           78,750
                    SFX Broadcasting, Inc.+.............................................         7,000          211,750
                    Valuevision International, Inc., Class A+...........................         5,500           30,594
                    Viacom, Inc. Class A+...............................................           320           14,680
                    Viacom, Inc. Class B+...............................................         2,424          114,837
                    Vodafone Group PLC ADR..............................................         1,500           52,875
                    Westwood One, Inc.+.................................................         8,000          113,000
                    Young Broadcasting, Inc.+...........................................         5,000          141,250
                    Business Services -- 0.1%
                    DST Systems, Inc.+..................................................         2,400           68,400
                    Communication Equipment -- 0.6%
                    California Microwave, Inc.+.........................................         2,000           33,250
                    Cisco Systems, Inc.+................................................           500           37,313
                    General Instrument Corp.+...........................................         1,000           23,375
                    MobileMedia Corp., Class A+.........................................         4,500          100,125
                    Nokia Corp. ADR.....................................................         2,500           97,187
                    Shiva Corp.+........................................................         1,000           72,750
                    Computers & Business Equipment -- 0.1%
                    Business Objects SA ADR+............................................           900           43,537
                    Plaintree Systems, Inc.+............................................         5,000           30,000
                    Sensormatic Electronics Corp. ......................................         1,500           26,063
                    Drugs -- 1.0%
                    Alpharma, Inc., Class A.............................................         5,500          143,687
                    Genetics Institute, Inc.+...........................................         1,000           53,500
                    Hafslund Nycomed, Series B ADR......................................         1,200           31,500
                    Immunex Corp.+......................................................         9,000          148,500
                    Rhone - Poulenc Rorer, Inc. ........................................         3,000          159,750
                    Zeneca Group PLC ADR................................................         4,500           87,044
                    Electrical Equipment -- 0.2%
                    York International Corp. ...........................................         3,000          141,000
</TABLE>
 
                                                           ---------------------
 
                                       17
<PAGE>   99
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    CAPITAL APPRECIATION (continued)
                    Electronics -- 0.1%
                    Cyrix Corp.+........................................................         3,000      $    69,000
                    Energy Services -- 0.2%
                    ENSCO International, Inc.+..........................................         2,000           46,000
                    Input/Output, Inc.+.................................................         2,000          115,500
                    Energy Sources -- 0.7%
                    Barrett Resources Corp.+............................................         3,000           88,125
                    Noble Affiliates, Inc. .............................................         3,000           89,625
                    Union Pacific Resources Group, Inc. ................................         1,800           45,675
                    Unocal Corp. .......................................................         4,000          116,500
                    Vastar Resources, Inc. .............................................         3,000           95,250
                    Entertainment Products -- 0.1%
                    Philips Electronics N.V., ADR.......................................         1,500           53,813
                    Financial Services -- 0.2%
                    Imperial Credit Industries, Inc.+...................................         5,000          108,750
                    Food, Beverage & Tobacco -- 0.2%
                    Canandaigua Wine Co., Inc., Class A+................................         1,000           32,625
                    Pete's Brewing Co.+.................................................         5,400           75,600
                    Health Services -- 0.5%
                    American Medical Response, Inc.+....................................         3,000           97,500
                    Beverly Enterprises, Inc.+..........................................         3,000           31,875
                    FHP International Corp.+............................................         1,300           37,050
                    Grancare, Inc.+.....................................................         5,000           72,500
                    IDX Systems Corp.+..................................................         3,000          104,250
                    Insurance -- 0.6%
                    Allstate Corp. .....................................................         2,500          102,812
                    American Reinsurance Corp. .........................................         2,000           81,750
                    Amerin Corp.+.......................................................         2,800           74,900
                    Home State Holdings, Inc.+..........................................         4,800           44,550
                    Transatlantic Holdings, Inc. .......................................           900           66,038
                    Leisure & Tourism -- 0.4%
                    America West Airlines, Inc., Class B+...............................         4,000           68,000
                    Royal Caribbean Cruises Ltd. .......................................         4,000           88,000
                    Tabcorp Holdings Ltd. ADR*..........................................         1,800           50,880
                    Trans World Airlines, Inc.+.........................................         7,300           75,738
                    Machinery -- 0.1%
                    Precision Castparts Corp. ..........................................         2,200           87,450
                    Medical Products -- 0.1%
                    Haemonetics Corp. Massachusetts+....................................         4,500           79,875
                    Metals & Minerals -- 0.0%
                    Usinor Sacilor......................................................         2,400           31,734
                    Retail -- 0.4%
                    Bed Bath & Beyond, Inc.+............................................         1,000           38,813
                    Gymboree Corp.+.....................................................         3,000           61,875
                    Mercantile Stores Co., Inc. ........................................         1,300           60,125
                    Sports Authority, Inc.+.............................................         3,700           75,387
</TABLE>
 
- ---------------------
 
                                       18
<PAGE>   100
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    CAPITAL APPRECIATION (continued)
                    Software -- 1.7%
                    BISYS Group, Inc.+..................................................         4,500      $   138,375
                    BMC Software, Inc.+.................................................         5,000          213,750
                    Boole & Babbage, Inc. ..............................................         1,500           36,750
                    Cheyenne Software, Inc.+............................................         3,500           91,437
                    Cognos, Inc. .......................................................         2,500          111,562
                    CompuWare Corp.+....................................................         3,000           55,500
                    Cooper & Chyan Technology, Inc.+....................................         6,000           94,500
                    FTP Software, Inc.+.................................................         4,500          130,500
                    Parametric Technology Corp.+........................................         1,000           66,500
                    Policy Management Systems Corp.+....................................         1,500           71,438
                    Softkey International, Inc.+........................................         1,500           34,688
                    Spectrum Holobyte, Inc.+............................................         5,000           32,500
                    Systems & Computer Technology Corp.+................................         1,000           19,875
                    Transportation -- 0.5%
                    AMR Corp.+..........................................................         1,500          111,375
                    Continental Airlines, Inc., Class B+................................         2,800          121,800
                    Werner Enterprises, Inc. ...........................................         3,000           60,750
                                                                                                            ------------
                                                                                                              7,213,746
                                                                                                            ------------
                    CORE EQUITY -- 26.8%
                    Banks -- 1.9%
                    Crestar Financial Corp. ............................................         5,000          295,625
                    First Bank System, Inc. ............................................         6,000          297,750
                    Fleet Financial Group, Inc. ........................................         6,500          264,875
                    Republic New York Corp. ............................................         6,000          372,750
                    Broadcasting & Media -- 3.3%
                    Capital Cities/ABC, Inc. ...........................................         2,500          308,437
                    Comcast Corp., Special Class A......................................        12,500          227,344
                    Gannett Co., Inc. ..................................................         5,000          306,875
                    Gaylord Entertainment Co., Class A..................................         7,870          218,393
                    Scholastic Corp.+...................................................         4,500          349,875
                    U.S. West Media Group...............................................         8,000          152,000
                    Viacom, Inc. Class B+...............................................         6,800          322,150
                    Vodafone Group PLC ADR..............................................         7,000          246,750
                    Business Services -- 0.4%
                    Sysco Corp. ........................................................         8,000          260,000
                    Chemicals -- 1.7%
                    Air Products & Chemicals, Inc. .....................................         5,500          290,125
                    Engelhard Corp. ....................................................        15,000          326,250
                    Loctite Corp. ......................................................         4,000          190,000
                    Minerals Technologies, Inc. ........................................         7,500          273,750
                    Communication Equipment -- 0.4%
                    General Instrument Corp.+...........................................        10,000          233,750
                    Computers & Business Equipment -- 0.4%
                    Hewlett-Packard Co. ................................................         3,000          251,250
                    Drugs -- 2.9%
                    Genetics Institute, Inc.+...........................................         7,000          374,500
                    Perrigo Co.+........................................................        20,000          237,500
                    Pfizer, Inc. .......................................................         9,000          567,000
                    Warner-Lambert Co. .................................................         2,300          223,388
                    Zeneca Group PLC ADR................................................         7,500          437,812
</TABLE>
 
                                                           ---------------------
 
                                       19
<PAGE>   101
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    CORE EQUITY (continued)
                    Electrical Equipment -- 0.9%
                    Emerson Electric Co. ...............................................         3,000      $   245,250
                    York International Corp. ...........................................         7,000          329,000
                    Electronics -- 0.3%
                    AMP, Inc. ..........................................................         5,500          211,063
                    Energy Services -- 1.0%
                    Dresser Industries, Inc. ...........................................        18,000          438,750
                    Schlumberger Ltd. ADR...............................................         3,000          207,750
                    Energy Sources -- 2.1%
                    Amoco Corp. ........................................................         5,000          359,375
                    Exxon Corp. ........................................................         7,000          560,875
                    Unocal Corp. .......................................................        15,000          436,875
                    Financial Services -- 1.0%
                    American Express Co. ...............................................         6,000          248,250
                    Federal National Mortgage Association...............................         3,000          372,375
                    Forest Products -- 0.5%
                    International Paper Co. ............................................         8,000          303,000
                    Household Products -- 1.6%
                    Colgate-Palmolive Co. ..............................................         4,000          281,000
                    Gillette Co. .......................................................         5,000          260,625
                    Kimberly-Clark Corp. ...............................................         6,000          496,500
                    Insurance -- 1.7%
                    ACE Ltd. ...........................................................         7,000          278,250
                    American International Group, Inc. .................................         4,500          416,250
                    American Reinsurance Corp. .........................................         9,000          367,875
                    Machinery -- 1.1%
                    Illinois Tool Works, Inc. ..........................................         4,000          236,000
                    Ingersoll-Rand Co. .................................................         4,000          140,500
                    Minnesota Mining & Manufacturing Co. ...............................         5,000          331,250
                    Medical Products -- 0.6%
                    Abbott Laboratories.................................................         9,000          375,750
                    Retail -- 1.8%
                    Home Depot, Inc. ...................................................         6,000          287,250
                    May Department Stores Co. ..........................................         8,000          338,000
                    Talbots, Inc. ......................................................         8,000          230,000
                    Wal-Mart Stores, Inc. ..............................................        14,000          313,250
                    Software -- 1.2%
                    Automatic Data Processing, Inc. ....................................         5,000          371,250
                    BMC Software, Inc.+.................................................         5,000          213,750
                    Microsoft Corp.+....................................................         2,000          175,500
                    Telephone -- 1.0%
                    AT&T Corp. .........................................................         5,600          362,600
                    U.S. West, Inc. ....................................................         8,000          286,000
                    Transportation -- 1.0%
                    AMR Corp.+..........................................................         3,000          222,750
                    Canadian Pacific Ltd. ..............................................        17,000          308,125
                    Werner Enterprises, Inc. ...........................................         5,600          113,400
                                                                                                            ------------
                                                                                                             17,146,587
                                                                                                            ------------
                    TOTAL COMMON STOCK (cost: $17,319,776)..............................                     24,360,333
                                                                                                            ------------
</TABLE>
 
- ---------------------
 
                                       20
<PAGE>   102
 
<TABLE>
<CAPTION>
                                          PREFERRED STOCK -- 0.1%                             SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    CAPITAL APPRECIATION -- 0.1%
                    Broadcasting & Media -- 0.1%
                    News Corp., Ltd. ADR (cost: $34,729)................................         2,000      $    38,500
                                                                                                            ------------
</TABLE>
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 28.6%                             AMOUNT
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    CONSUMER STAPLES -- 0.3%
                    Sweetheart Cup, Inc. 10.50% 2003....................................    $  200,000          201,500
                                                                                                            ------------
                    ENERGY -- 1.0%
                    Phillips Petroleum Co. 9.18% 2021...................................       250,000          292,755
                    Santa Fe Energy Resources, Inc. 11.00% 2004.........................       150,000          164,250
                    YPF Sociedad Anonima 8.00% 2004.....................................       200,000          188,000
                                                                                                            ------------
                                                                                                                645,005
                                                                                                            ------------
                    FINANCE -- 0.2%
                    Dime Bancorp 10.50% 2005............................................       100,000          110,000
                                                                                                            ------------
                    HEALTHCARE -- 0.3%
                    OrNda Healthcorp 11.38% 2004........................................       150,000          168,750
                                                                                                            ------------
                    INDUSTRIAL & COMMERCIAL -- 1.2%
                    American Standard, Inc. zero coupon 2005(1).........................       150,000          128,625
                    Cabot Safety Acquisition Corp. 12.50% 2005..........................       100,000          106,250
                    Exide Corp. 10.75% 2002.............................................       100,000          108,500
                    Graphic Controls Corp. 12.00% 2005(2)...............................        50,000           51,750
                    K & F Industries, Inc. 13.75% 2001..................................       129,000          133,837
                    Rohr, Inc. 11.63% 2003..............................................       125,000          134,062
                    Ucar Global Enterprises, Inc. 12.00% 2005...........................        55,000           63,525
                    USAir, Inc. 10.38% 2013.............................................        60,000           55,800
                                                                                                            ------------
                                                                                                                782,349
                                                                                                            ------------
                    INFORMATION & ENTERTAINMENT -- 0.8%
                    Cablevision Systems Corp. 9.25% 2005................................       150,000          155,812
                    Granite Broadcasting Corp. 10.38% 2005..............................       100,000          102,500
                    MCI Communications Corp. 7.13% 2000.................................        90,000           93,771
                    Paging Network, Inc. 10.13% 2007....................................        25,000           27,063
                    Young Broadcasting, Inc. 11.75% 2004................................       100,000          112,000
                                                                                                            ------------
                                                                                                                491,146
                                                                                                            ------------
                    INFORMATION TECHNOLOGY -- 0.2%
                    Digital Equipment Corp. 7.75% 2023..................................       150,000          149,168
                                                                                                            ------------
                    MATERIALS -- 2.6%
                    A.K. Steel Corp. 10.75% 2004........................................       100,000          111,000
                    Arcadian Partners L.P. 10.75% 2005..................................       250,000          276,250
                    Armco, Inc. 9.38% 2000..............................................       275,000          272,250
                    Container Corp. of America 10.75% 2002..............................       225,000          228,375
                    Domtar, Inc. 11.75% 1999............................................       100,000          112,000
                    Fort Howard Corp. 9.25% 2001........................................       150,000          152,250
                    GS Technologies, Inc. 12.25% 2005...................................        50,000           49,813
                    Magma Copper Co. 12.00% 2001........................................        50,000           55,687
                    Rexene Corp. 11.75% 2004............................................        31,000           32,472
                    South Dakota Warren Co. 12.00% 2004.................................       100,000          110,250
                    Stone Container Corp. 9.88% 2001....................................        75,000           72,938
                    Wheeling Pittsburgh Corp. 9.38% 2003................................       175,000          165,375
                                                                                                            ------------
                                                                                                              1,638,660
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       21
<PAGE>   103
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         BONDS & NOTES (continued)                            AMOUNT           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    NON-U.S. GOVERNMENT OBLIGATIONS -- 0.2%
                    Republic of Argentina 8.38% 2003....................................    $  150,000          126,375
                                                                                                            ------------
                    REAL ESTATE -- 0.2%
                    Webb (Del) Corp. 9.00% 2006.........................................       150,000          142,500
                                                                                                            ------------
                    U.S. GOVERNMENT & AGENCIES -- 21.6%
                    Government National Mortgage Association 6.00% 2009.................       208,085          206,589
                    Government National Mortgage Association 6.50% 2008.................     1,097,485        1,107,428
                    Government National Mortgage Association 6.50% 2009.................       213,215          215,147
                    Government National Mortgage Association 6.50% 2009.................        28,920           29,182
                    Government National Mortgage Association 7.00% 2024.................       250,045          253,013
                    Government National Mortgage Association 7.50% 2022.................       468,990          483,552
                    Government National Mortgage Association 7.50% 2023.................       456,510          469,635
                    Government National Mortgage Association 7.50% 2024.................       467,172          480,603
                    Government National Mortgage Association 8.50% 2024.................       889,802          934,292
                    United States Treasury Bonds 6.25% 2023.............................     1,000,000        1,028,910
                    United States Treasury Bonds 9.25% 2016.............................       800,000        1,099,624
                    United States Treasury Notes 5.63% 1998.............................     1,250,000        1,260,350
                    United States Treasury Notes 5.63% 2000.............................       250,000          252,265
                    United States Treasury Notes 5.88% 2005.............................       750,000          766,875
                    United States Treasury Notes 6.25% 2003.............................       750,000          782,460
                    United States Treasury Notes 7.25% 2004.............................       250,000          278,007
                    United States Treasury Notes 7.50% 2001.............................     1,000,000        1,101,410
                    United States Treasury Notes 7.75% 1999.............................       500,000          541,795
                    United States Treasury Notes 7.88% 1999.............................       500,000          543,595
                    United States Treasury Notes 7.88% 2004.............................     1,000,000        1,157,500
                    United States Treasury Notes 8.50% 2000.............................       750,000          835,778
                                                                                                            ------------
                                                                                                             13,828,010
                                                                                                            ------------
                    TOTAL BONDS & NOTES (cost: $16,659,425).............................                     18,283,463
                                                                                                            ------------
<CAPTION>
                                        FOREIGN SECURITIES -- 29.6%                           SHARES
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    ARGENTINA -- 0.2%
                    Buenos Aires Embotelladora SA ADR (Consumer Staples)+...............         3,000           61,875
                    Telefonica de Argentina SA ADR (Utilities)..........................         1,500           40,875
                                                                                                            ------------
                                                                                                                102,750
                                                                                                            ------------
                    AUSTRALIA -- 1.4%
                    Advance Bank (Australia) (Finance)..................................         7,783           62,361
                    Amcor Ltd. (Materials)..............................................        25,446          179,677
                    Australia & New Zealand Bank Group (Finance)........................        53,772          252,194
                    Broken Hill Proprietary Ltd. ADR (Materials)........................        19,162          270,609
                    National Australia Bank Ltd. (Finance)..............................         9,424           84,756
                    Qantas Airways Ltd. ADR (Information & Entertainment)*..............         3,200           53,320
                                                                                                            ------------
                                                                                                                902,917
                                                                                                            ------------
                    AUSTRIA -- 0.3%
                    Evn Energie-Versorgung Niederoesterreich AG (Utilities).............         1,300          178,648
                                                                                                            ------------
                    BELGIUM -- 0.2%
                    Delhaize Le Lion SA (Consumer Discretionary)........................         2,800          116,072
                                                                                                            ------------
</TABLE>
 
- ---------------------
 
                                       22
<PAGE>   104
<TABLE>
<CAPTION>
                                       FOREIGN SECURITIES (continued)                         SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    BRAZIL -- 0.2%
                    Centrais Eletricas Brasileiras SA - ELETROBRAS ADR (Utilities)......         5,500      $    74,414
                    Usinas Siderurgicas de Minas Gerais SA - USIMINAS ADR (Materials)...         4,000           32,512
                                                                                                            ------------
                                                                                                                106,926
                                                                                                            ------------
                    CANADA -- 0.5%
                    Canadian Pacific Ltd. (Industrial & Commercial).....................        17,000          308,125
                                                                                                            ------------
                    CHILE -- 0.1%
                    Compania De Telefonos Chile SA ADR (Utilities)......................         1,000           82,875
                                                                                                            ------------
                    DENMARK -- 0.6%
                    Tele Danmark A/S ADR (Utilities)....................................        12,500          345,312
                    Unidanmark A/S (Finance)............................................         1,250           61,909
                                                                                                            ------------
                                                                                                                407,221
                                                                                                            ------------
                    FINLAND -- 0.4%
                    Metsa-Serla Oy (Materials)..........................................         2,700           83,184
                    Nokia Corp. ADR (Information Technology)............................         2,000           77,750
                    Unitas Ltd. (Finance)...............................................        40,000          101,163
                                                                                                            ------------
                                                                                                                262,097
                                                                                                            ------------
                    FRANCE -- 2.2%
                    Banque Nationale de Paris (Finance).................................         3,000          135,328
                    Canal Plus SA (Information & Entertainment).........................           329           61,675
                    Cie de St. Gobain (Materials).......................................         1,681          183,307
                    Euro RSCG Worldwide SA (Information & Entertainment)................         1,101           89,932
                    Peugeot SA (Consumer Discretionary).................................           400           52,767
                    Renault SA (Consumer Discretionary).................................         4,550          131,009
                    Rhone Poulenc SA (Health Care)......................................         8,000          171,370
                    Societe Generale (Finance)..........................................         1,382          170,739
                    Societe Nationale Elf Aquitaine (Energy)............................         1,200           88,414
                    Technip SA (Industrial & Commercial)................................         1,150           79,140
                    Total SA, Series B (Energy).........................................         3,790          255,788
                                                                                                            ------------
                                                                                                              1,419,469
                                                                                                            ------------
                    GERMANY -- 1.5%
                    Bayer AG (Health Care)..............................................           750          197,891
                    Beiersdorf AG (Consumer Staples)....................................           100           70,059
                    Daimler-Benz AG (Consumer Discretionary)............................           100           50,331
                    Degussa AG (Industrial & Commercial)................................           300           99,965
                    Deutsche Bank AG (Finance)..........................................         2,500          118,456
                    Karstadt AG (Consumer Discretionary)................................           250          101,952
                    Mannesmann AG (Industrial & Commercial).............................           537          170,964
                    Veba AG (Utilities).................................................         4,000          169,816
                                                                                                            ------------
                                                                                                                979,434
                                                                                                            ------------
                    HONG KONG -- 1.2%
                    China Light & Power Co., Ltd. (Utilities)...........................        30,000          138,118
                    Hong Kong Telecommunications, Ltd. (Utilities)......................        65,051          116,095
                    Hutchison Whampoa Ltd. (Real Estate)................................        21,000          127,915
                    Sun Hung Kai Properties (Real Estate)...............................        18,000          147,236
                    Swire Pacific Ltd., Class A (Real Estate)...........................        34,000          263,821
                                                                                                            ------------
                                                                                                                793,185
                                                                                                            ------------
                    INDONESIA -- 0.1%
                    PT Jaya Real Property (Real Estate)*................................        29,000           78,636
                    PT Semen Gresik (Materials)*........................................         6,000           16,794
                                                                                                            ------------
                                                                                                                 95,430
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       23
<PAGE>   105
<TABLE>
<CAPTION>
                                       FOREIGN SECURITIES (continued)                         SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    ITALY -- 0.9%
                    Banca Commerciale Italiana S.p.A. (Finance).........................        60,000      $   128,076
                    De Rigo S.p.A. ADR (Health Care)....................................         2,400           54,600
                    Gucci Group N V (Consumer Discretionary)............................           600           23,325
                    STET (Utilities)....................................................       122,000          344,922
                                                                                                            ------------
                                                                                                                550,923
                                                                                                            ------------
                    JAPAN -- 8.2%
                    Chichibu Onoda Cement Co., Ltd. (Materials).........................        30,000          160,097
                    Chugai Pharmaceutical Co., Ltd. (Health Care).......................         5,000           47,893
                    Dai Nippon Printing Co., Ltd. (Industrial & Commercial).............        11,000          186,441
                    Home Wide Corp. (Consumer Discretionary)............................         3,000           35,448
                    Ito-Yokado Co. (Consumer Discretionary).............................         2,000          123,196
                    Kajima Corp. (Industrial & Commercial)..............................        25,000          246,973
                    Kawasaki Heavy Industries Ltd. (Industrial & Commercial)............        20,000           92,010
                    Keio Teito Electric Railway Co., Ltd. (Consumer Discretionary)......        12,000           69,850
                    Kyocera Corp. (Information Technology)..............................         1,000           74,286
                    Kyoritsu Air Technology (Industrial & Commercial)...................         3,000           32,542
                    Matsushita Electric Industrial Co., Ltd. (Information &
                      Entertainment)....................................................        10,000          162,712
                    Minebea Co., Ltd. (Information Technology)..........................        19,000          159,361
                    Mitsubishi Bank Ltd. (Finance)......................................         7,000          164,746
                    Mitsubishi Corp. (Industrial & Commercial)..........................        14,000          172,203
                    Murata Manufacturing Co. (Information Technology)...................         2,000           73,608
                    Nihon Jumbo Co., Ltd. (Materials)...................................         2,000           69,927
                    Nippon Express Co., Ltd. (Information & Entertainment)..............        14,000          134,779
                    Nippon Telegraph & Telecommunications Corp. (Information &
                      Entertainment)....................................................            10           80,872
                    NKK Corp. (Materials)...............................................        89,000          239,632
                    Nomura Securities International, Inc. (Finance).....................         8,000          174,334
                    Orix Corp. (Industrial & Commercial)................................         5,000          205,811
                    Riso Kagaku Corp. (Information Technology)..........................         1,000           84,358
                    Sakura Bank Ltd. (Finance)..........................................        13,000          164,939
                    Sanyo Shinpan Finance Co. (Finance).................................         2,000          164,649
                    Sankyo Co., Ltd. (Health Care)......................................        13,000          292,107
                    Sanwa Bank Ltd. (Finance)...........................................         3,000           61,017
                    Secom Co. (Industrial & Commercial).................................         3,000          208,620
                    Sekisui Chemical Co., Ltd. (Consumer Discretionary).................         1,000           14,722
                    Seven-Eleven Japan Co., Ltd. (Consumer Discretionary)...............         4,000          282,034
                    Shimamura Co. (Consumer Discretionary)..............................         3,000          115,932
                    Showa Corp. (Consumer Discretionary)................................        18,000          137,898
                    Sony Corp. (Information & Entertainment)............................         3,000          179,855
                    Sumitomo Marine & Fire Insurance Co., Ltd. (Finance)................        20,000          164,262
                    Sumitomo Realty & Development Co., Ltd. (Real Estate)...............        25,000          176,755
                    Sumitomo Trust & Banking Co., Ltd. (Finance)........................         6,000           84,843
                    Toda Construction Co.. (Industrial & Commercial)....................         6,000           52,010
                    Tohoku Electric Power Co., Inc. (Utilities).........................         2,000           48,232
                    Tokio Marine & Fire Insurance Co., Ltd. (Finance)...................        20,000          261,501
                    Tsutsumi Jewelry Co. (Consumer Discretionary).......................           500           25,036
                                                                                                            ------------
                                                                                                              5,225,491
                                                                                                            ------------
</TABLE>
 
- ---------------------
 
                                       24
<PAGE>   106
<TABLE>
<CAPTION>
                                       FOREIGN SECURITIES (continued)                         SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    MALAYSIA -- 0.3%
                    Resorts World Bhd (Information & Entertainment).....................        34,000      $   182,069
                                                                                                            ------------
                    MEXICO -- 0.4%
                    Cemex SA (Materials)................................................        15,000           49,579
                    Fomento Economico Mexicano SA de CV (Consumer Staples)..............        17,000           38,208
                    Grupo Carso SA de CV (Consumer Staples).............................         9,500           51,225
                    Kimberly-Clark Corp. (Materials)....................................         4,000           60,350
                    Transportacion Maritima Mexicana SA de CV ADR (Industrial &
                      Commercial).......................................................         4,900           36,750
                                                                                                            ------------
                                                                                                                236,112
                                                                                                            ------------
                    NETHERLANDS -- 1.1%
                    Elsevier NV (Information & Entertainment)...........................        15,000          200,037
                    Internationale Nederlanden Groep NV (Finance).......................         4,253          284,117
                    Vendex International NV (Consumer Discretionary)....................         5,000          148,626
                    Ver Ned Uitgevers (Information & Entertainment).....................           700           96,099
                                                                                                            ------------
                                                                                                                728,879
                                                                                                            ------------
                    NEW ZEALAND -- 0.5%
                    Air New Zealand Ltd. (Information & Entertainment)..................        18,027           61,284
                    Brierley Investments Ltd. (Finance).................................       151,000          119,450
                    Carter Holt Harvey Ltd. (Materials).................................        65,000          140,233
                                                                                                            ------------
                                                                                                                320,967
                                                                                                            ------------
                    NORWAY -- 1.3%
                    Christiania Bank Og Kreditkasse (Finance)*..........................        18,400           42,992
                    Hafslund Nycomed, Series A ADR (Health Care)........................         5,615          146,711
                    Kvaerner AS (Industrial & Commercial)...............................         5,500          194,503
                    Orkla AS (Consumer Staples).........................................         5,000          248,654
                    Saga Petroleum (Energy).............................................        14,000          186,767
                                                                                                            ------------
                                                                                                                819,627
                                                                                                            ------------
                    PHILIPPINES -- 0.3%
                    Philippine National Bank (Finance)..................................         4,000           44,224
                    Pilipino Telephone (Utilities)......................................       160,900          162,556
                                                                                                            ------------
                                                                                                                206,780
                                                                                                            ------------
                    PORTUGAL -- 0.2%
                    Portugal Telecom SA ADR (Utilities).................................         6,300          119,700
                                                                                                            ------------
                    SINGAPORE -- 1.2%
                    Development Bank of Singapore (Finance).............................        27,500          342,171
                    Keppel Corp. Ltd. (Industrial & Commercial).........................        33,000          293,955
                    Overseas Chinese Banking Corp. Ltd. (Finance).......................         4,000           50,053
                    United Overseas Bank Ltd. (Finance).................................         9,000           86,532
                                                                                                            ------------
                                                                                                                772,711
                                                                                                            ------------
                    SPAIN -- 1.4%
                    Acerinox SA (Materials).............................................         1,250          126,443
                    Banco Bilbao Vizcaya (Finance)......................................         9,500          342,250
                    Repsol SA ADR (Energy)..............................................        10,000          328,750
                    Telefonica de Espana SA (Utilities).................................         7,500          103,875
                                                                                                            ------------
                                                                                                                901,318
                                                                                                            ------------
                    SWEDEN -- 0.6%
                    Astra AB, Series A (Health Care)....................................         4,000          159,646
                    Avesta Sheffield (Materials)........................................         7,500           66,080
                    BT Industries AB (Industrial & Commercial)*.........................         7,900           86,856
                    Stora Kopparbergs (Materials).......................................         7,000           82,232
                                                                                                            ------------
                                                                                                                394,814
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       25
<PAGE>   107
<TABLE>
<CAPTION>
                                       FOREIGN SECURITIES (continued)                         SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
                    SWITZERLAND -- 1.2%
                    Ciba-Geigy AG (Health Care).........................................           300      $   263,979
                    Nestle SA (Consumer Staples)........................................           340          376,108
                    Sulzer AG (Health Care).............................................           200          106,632
                                                                                                            ------------
                                                                                                                746,719
                                                                                                            ------------
                    THAILAND -- 0.1%
                    Bangkok Bank Public Co., Ltd. (Finance).............................         3,500           42,517
                    Bangkok Metropolitan Bank PCL (Finance).............................        57,000           53,176
                                                                                                            ------------
                                                                                                                 95,693
                                                                                                            ------------
                    UNITED KINGDOM -- 3.0%
                    Bass PLC (Consumer Staples).........................................        21,000          234,330
                    BET PLC (Industrial & Commercial)...................................       167,000          329,384
                    Body Shop International PLC (The) (Consumer Staples)................        17,400           41,345
                    British Steel PLC (Materials).......................................        50,000          126,378
                    British Telecommunications PLC (Utilities)..........................        38,000          208,325
                    Northern Foods PLC (Consumer Staples)...............................        13,000           34,928
                    PowerGen PLC (Utilities)............................................        15,183          125,444
                    Rank Organisation PLC (Information & Entertainment).................        25,000          180,929
                    Royal Insurance Holdings PLC (Finance)..............................        35,000          207,369
                    Tomkins PLC (Consumer Staples)......................................        52,000          227,333
                    Vodafone Group PLC ADR (Information & Entertainment)................        50,000          179,375
                                                                                                            ------------
                                                                                                              1,895,140
                                                                                                            ------------
                    TOTAL FOREIGN SECURITIES (cost: $16,395,500)........................                     18,952,092
                                                                                                            ------------
                    TOTAL INVESTMENT SECURITIES (cost: $50,409,430).....................                     61,634,388
                                                                                                            ------------
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 3.3%                          AMOUNT
                    ----------------------------------------------------------------------------------------------------
                    <S>                                             <C>                     <C>             <C>
                    Joint Repurchase Agreement (See Note 3)
                      (cost: $2,135,000)................................................    $2,135,000        2,135,000
                                                                                                            ------------
                    TOTAL INVESTMENTS  --
                      (cost: $52,544,430)                            99.6%                                   63,769,388
                    Other assets less liabilities --                  0.4                                       256,472
                                                                    -----                                   ------------
                    NET ASSETS --                                   100.0%                                  $64,025,860
                                                                    =====                                   =============

</TABLE>
 
              -----------------------------
 
              + Non-income producing securities
              * Resale restricted to qualified institutional buyers
              ADR - American Depositary Receipts
              (1) Represents a zero coupon bond which will convert to an
                  interest bearing security at a later date
              (2) Fair valued security; see Note 2
 
<TABLE>
<CAPTION>
                    FORWARD FOREIGN CURRENCY CONTRACTS OPEN AT DECEMBER 31, 1995
                    ----------------------------------------------------------------------------------------------------
                       CONTRACT              IN           DELIVERY    GROSS UNREALIZED
                      TO DELIVER        EXCHANGE FOR        DATE        DEPRECIATION
                    <S>                <C>                <C>         <C>
                    ------------------------------------------------------------------
                    FRF  1,956,160       USD   400,000     5/10/96         $ (142)
                                                                      ==============
                    FRF   --  French Franc
                    USD   --  United States Dollar
</TABLE>
 
              See Notes to Financial Statements
 
- ---------------------
 
                                       26
<PAGE>   108
 
- ---------------------
 
    ANCHOR SERIES TRUST
    MULTI-ASSET PORTFOLIO              INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 57.7%                               SHARES            VALUE
                    <S>                                                                     <C>              <C>
                    ------------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    CONSUMER DISCRETIONARY -- 4.9%
                    Automotive -- 0.9%
                    Ford Motor Co. .....................................................         48,981      $  1,420,449
                    Retail -- 4.0%
                    Home Depot, Inc. ...................................................         30,000         1,436,250
                    May Department Stores Co. ..........................................         50,000         2,112,500
                    Talbots, Inc. ......................................................         50,000         1,437,500
                    Wal-Mart Stores, Inc. ..............................................         80,000         1,790,000
                                                                                                             -------------
                                                                                                                8,196,699
                                                                                                             -------------
                    CONSUMER STAPLES -- 3.5%
                    Household Products -- 3.5%
                    Colgate-Palmolive Co. ..............................................         22,000         1,545,500
                    Gillette Co. .......................................................         24,000         1,251,000
                    Kimberly-Clark Corp. ...............................................         38,000         3,144,500
                                                                                                             -------------
                                                                                                                5,941,000
                                                                                                             -------------
                    ENERGY -- 6.7%
                    Energy Services -- 5.4%
                    Amoco Corp. ........................................................         30,000         2,156,250
                    Dresser Industries, Inc. ...........................................        105,000         2,559,375
                    Exxon Corp. ........................................................         38,000         3,044,750
                    Schlumberger Ltd. ..................................................         20,000         1,385,000
                    Energy Sources -- 1.3%
                    Unocal Corp. .......................................................         75,000         2,184,375
                                                                                                             -------------
                                                                                                               11,329,750
                                                                                                             -------------
                    FINANCE -- 8.8%
                    Banks -- 4.0%
                    Crestar Financial Corp. ............................................         32,000         1,892,000
                    First Union Corp. ..................................................         20,000         1,112,500
                    Fleet Financial Group, Inc. ........................................         37,000         1,507,750
                    Republic New York Corp. ............................................         36,206         2,249,298
                    Financial Services -- 1.6%
                    American Express Co. ...............................................         40,000         1,655,000
                    Bancorp Hawaii, Inc. ...............................................         30,000         1,076,250
                    Insurance -- 3.2%
                    ACE Ltd. ...........................................................         30,000         1,192,500
                    American International Group, Inc. .................................         22,500         2,081,250
                    American Reinsurance Corp.+.........................................         50,000         2,043,750
                                                                                                             -------------
                                                                                                               14,810,298
                                                                                                             -------------
                    HEALTHCARE -- 7.6%
                    Drugs -- 5.5%
                    Johnson & Johnson Co. ..............................................         24,000         2,055,000
                    Pfizer, Inc. .......................................................         50,000         3,150,000
                    Warner-Lambert Co. .................................................         15,000         1,456,875
                    Zeneca Group PLC ADR................................................         45,100         2,632,712
</TABLE>
 
                                                           ---------------------
 
                                       27
<PAGE>   109
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    HEALTHCARE (continued)
                    Medical Products -- 2.1%
                    Abbott Laboratories.................................................         55,000      $  2,296,250
                    Perrigo Co.+........................................................        100,000         1,187,500
                                                                                                             -------------
                                                                                                               12,778,337
                                                                                                             -------------
                    INDUSTRIAL & COMMERCIAL -- 5.9%
                    Business Services -- 0.8%
                    Sysco Corp. ........................................................         40,000         1,300,000
                    Electrical Equipment -- 2.2%
                    Emerson Electric Co. ...............................................         20,000         1,635,000
                    York International Corp. ...........................................         45,000         2,115,000
                    Machinery -- 1.8%
                    Illinois Tool Works, Inc. ..........................................         17,000         1,003,000
                    Minnesota Mining & Manufacturing Co. ...............................         30,000         1,987,500
                    Transportation -- 1.1%
                    Canadian Pacific Ltd. ..............................................         65,000         1,178,125
                    Werner Enterprises, Inc. ...........................................         37,700           763,425
                                                                                                             -------------
                                                                                                                9,982,050
                                                                                                             -------------
                    INFORMATION & ENTERTAINMENT -- 6.7%
                    Broadcasting & Media -- 4.7%
                    Capital Cities/ABC, Inc. ...........................................         13,000         1,603,875
                    Comcast Corp., Class A..............................................         75,000         1,364,062
                    Gannett Co., Inc. ..................................................         30,000         1,841,250
                    Gaylord Entertainment Co., Class A..................................         45,225         1,254,994
                    Viacom, Inc.+.......................................................         40,000         1,895,000
                    Entertainment Products -- 1.4%
                    Scholastic Corp.+...................................................         30,000         2,332,500
                    Leisure & Tourism -- 0.6%
                    AMR Corp.+..........................................................         14,000         1,039,500
                                                                                                             -------------
                                                                                                               11,331,181
                                                                                                             -------------
                    INFORMATION TECHNOLOGY -- 5.1%
                    Communication Equipment -- 0.7%
                    General Instrument Corp.+...........................................         50,000         1,168,750
                    Computers & Business Equipment -- 0.9%
                    Hewlett-Packard Co. ................................................         18,000         1,507,500
                    Electronics -- 0.7%
                    AMP, Inc. ..........................................................         30,000         1,151,250
                    Software -- 2.8%
                    Automatic Data Processing, Inc. ....................................         30,000         2,227,500
                    BMC Software, Inc. .................................................         35,000         1,496,250
                    Microsoft Corp.+....................................................         12,000         1,053,000
                                                                                                             -------------
                                                                                                                8,604,250
                                                                                                             -------------
                    MATERIALS -- 4.8%
                    Chemicals -- 3.6%
                    Air Products & Chemicals, Inc. .....................................         34,000         1,793,500
                    Engelhard Corp. ....................................................         83,000         1,805,250
                    Loctite Corp. ......................................................         24,000         1,140,000
                    Minerals Technologies, Inc. ........................................         36,600         1,335,900
</TABLE>
 
- ---------------------
 
                                       28
<PAGE>   110
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES            VALUE
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    MATERIALS (continued)
                    Forest Products -- 1.2%
                    International Paper Co. ............................................         50,000      $  1,893,750
                                                                                                             -------------
                                                                                                                7,968,400
                                                                                                             -------------
                    U.S. GOVERNMENT & AGENCIES -- 1.3%
                    U.S. Government & Agencies -- 1.3%
                    Federal National Mortgage Association...............................         17,000         2,110,125
                                                                                                             -------------
                    UTILITIES -- 2.4%
                    Telephone -- 2.4%
                    AT & T Corp. .......................................................         33,000         2,136,750
                    SBC Communications, Inc. ...........................................         33,000         1,897,500
                                                                                                             -------------
                                                                                                                4,034,250
                                                                                                             -------------
                    TOTAL COMMON STOCK (cost: $67,399,463)..............................                       97,086,340
                                                                                                             -------------
 
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 33.5%                              AMOUNT
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    FINANCE -- 7.2%
                    Bank Of Boston Corp. 6.63% 2004.....................................    $ 1,500,000         1,523,340
                    BankAmerica Corp. 6.06% 1996(1).....................................      1,000,000         1,002,231
                    Bankers Trust New York Corp. 8.25% 2005.............................      1,500,000         1,683,684
                    Beneficial Corp. 5.20% 1996(1)......................................      1,500,000         1,478,910
                    Citicorp 6.75% 2005.................................................      1,500,000         1,518,405
                    Daimler-Benz Vehicle Trust 5.95% 2000...............................        660,968           661,820
                    Discover Card Trust, Series D 5.50% 1996(1).........................        416,667           415,754
                    Fleet Mortgage Group, Inc. 6.50% 2000...............................      1,500,000         1,529,850
                    IBM Credit Receivables Lease Asset Master Trust 4.55% 2000..........        715,842           710,323
                    Nissan Auto Receivables Grantor Trust 6.45% 1999....................        773,534           780,472
                    Premier Auto Trust 4.65% 1999.......................................        775,435           766,361
                                                                                                             -------------
                                                                                                               12,071,150
                                                                                                             -------------
                    INDUSTRIAL & COMMERCIAL -- 1.7%
                    Mobil Oil Corp. 9.17% 2000..........................................        634,625           683,231
                    Niagara Mohawk Power Corp. 5.88% 2002...............................      1,250,000         1,213,138
                    Penney (J.C.), Inc. 7.38% 2004......................................      1,000,000         1,081,470
                                                                                                             -------------
                                                                                                                2,977,839
                                                                                                             -------------
                    NON-U.S. GOVERNMENT OBLIGATIONS -- 1.9%
                    Quebec Province Canada 8.80% 2003...................................      1,500,000         1,717,515
                    Republic of Italy 6.88% 2023........................................      1,500,000         1,464,825
                                                                                                             -------------
                                                                                                                3,182,340
                                                                                                             -------------
                    U.S. GOVERNMENT & AGENCIES -- 22.7%
                    Federal Home Loan Mortgage Corp. 8.50% 2001.........................      1,500,000         1,550,834
                    Federal Home Loan Mortgage Corp. 6.50% TBA..........................      5,000,000         5,026,550
                    Federal National Mortgage Association 7.50% 2022 - 2025.............      1,915,552         1,964,008
                    Government National Mortgage Association 6.50% 2023 - 2024..........     10,862,972        10,774,656
                    United States Treasury Bonds 10.38% 2012............................     11,200,000        15,484,000
                    United States Treasury Notes 7.50% 2005.............................      3,000,000         3,400,320
                                                                                                             -------------
                                                                                                               38,200,368
                                                                                                             -------------
                    TOTAL BONDS & NOTES (cost: $54,373,690).............................                       56,431,697
                                                                                                             -------------
</TABLE>
 
                                                           ---------------------
 
                                       29
<PAGE>   111
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                       CONVERTIBLE SECURITIES -- 1.8%                          AMOUNT            VALUE
                    <S>                                                                     <C>              <C>
                    ------------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    CONVERTIBLE BONDS -- 0.7%
                    Leisure & Tourism -- 0.2%
                    AMR Corp. 6.13% 2024................................................    $   400,000      $    414,000
                    Medical Products -- 0.5%
                    McKesson Corp. 4.50% 2004...........................................        800,000           753,000
                                                                                                             -------------
                                                                                                                1,167,000
                                                                                                             -------------
<CAPTION>
                                                                                               SHARES
                    ------------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    CONVERTIBLE PREFERRED STOCK -- 1.1%
                    Energy Sources -- 0.2%
                    Unocal Corp. $3.50*.................................................          6,000           320,250
                    Real Estate Companies -- 0.9%
                    Security Capital Pacific Trust Series A $1.75.......................         60,000         1,470,000
                                                                                                             -------------
                                                                                                                1,790,250
                                                                                                             -------------
                    TOTAL CONVERTIBLE SECURITIES (cost: $2,928,441).....................                        2,957,250
                                                                                                             -------------
                    TOTAL INVESTMENT SECURITIES (cost: $124,701,594)....................                      156,475,287
                                                                                                             -------------
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 9.7%                           AMOUNT
                    ------------------------------------------------------------------------------------------------------
                    <S>                                              <C>                   <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $16,315,000)...............................................    $16,315,000        16,315,000
                                                                                                             -------------
                    TOTAL INVESTMENTS --
                      (cost: $141,016,594)                            102.7%                                  172,790,287
                    Liabilities in excess of other assets --           (2.7)                                   (4,547,479)
                                                                     ------                                  -------------
                    NET ASSETS --                                     100.0                                  $168,242,808
                                                                     ======                                 ==============

</TABLE>
 
              -----------------------------
 
              +   Non-income producing securities
              *   Resale restricted to qualified institutional buyers
              ADR - American Depositary Receipts
              (1) Variable rate security - the rate reflected is as of December
              31, 1995; maturity date reflects next reset date
              TBA - Securities purchased on a forward commitment basis with an
                    approximately principal amount and no definitive maturity
                    date. The actual principal amount and maturity date will be
                    determined upon settlement.
 
              See Notes to Financial Statements
 
- ---------------------
 
                                       30
<PAGE>   112
 
- ---------------------
 
    ANCHOR SERIES TRUST
    CAPITAL APPRECIATION
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 92.1%                              SHARES            VALUE
                    <S>                                                                     <C>             <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    CONSUMER DISCRETIONARY -- 7.2%
                    Apparel & Textiles -- 2.7%
                    Fila Holding S.p.A., ADR............................................       120,000      $  5,460,000
                    Gucci Group N.V.+...................................................        20,600           800,825
                    Tommy Hilfiger Corp.+...............................................        78,100         3,309,487
                    Retail -- 4.5%
                    Bed Bath & Beyond, Inc.+............................................        70,000         2,716,875
                    Gymboree Corp.+.....................................................       265,000         5,465,625
                    Mercantile Stores Co., Inc. ........................................        90,000         4,162,500
                    Sports Authority, Inc.+.............................................       190,000         3,871,250
                                                                                                            -------------
                                                                                                              25,786,562
                                                                                                            -------------
                    CONSUMER STAPLES -- 1.5%
                    Food, Beverage & Tobacco -- 1.5%
                    Canandaigua Wine Co., Inc., Class A+................................        85,000         2,773,125
                    Pete's Brewing Co.+.................................................       168,300         2,356,200
                                                                                                            -------------
                                                                                                               5,129,325
                                                                                                            -------------
                    ENERGY -- 7.6%
                    Energy Services -- 1.4%
                    Input/Output, Inc.+.................................................        90,000         5,197,500
                    Energy Sources -- 6.2%
                    ENSCO International, Inc.+..........................................       100,000         2,300,000
                    Noble Affiliates, Inc. .............................................       160,000         4,780,000
                    Union Pacific Resources Group, Inc.+................................        83,000         2,106,125
                    Unocal Corp. .......................................................       115,000         3,349,375
                    Vastar Resources, Inc. .............................................       157,600         5,003,800
                    Barrett Resources Corp.+............................................       150,000         4,406,250
                                                                                                            -------------
                                                                                                              27,143,050
                                                                                                            -------------
                    FINANCE -- 5.6%
                    Financial Services -- 0.8%
                    Imperial Credit Industries, Inc.+...................................       130,000         2,827,500
                    Insurance -- 4.8%
                    Allstate Corp. .....................................................       170,000         6,991,250
                    American Reinsurance Corp.+.........................................        80,000         3,270,000
                    Amerin Corp.+.......................................................       113,000         3,022,750
                    Home State Holdings, Inc.+..........................................       107,100           994,022
                    Transatlantic Holdings, Inc. .......................................        38,900         2,854,287
                                                                                                            -------------
                                                                                                              19,959,809
                                                                                                            -------------
                    HEALTHCARE -- 14.8%
                    Drugs -- 7.7%
                    Alpharma, Inc., Class A.............................................       125,700         3,283,913
                    Genetics Institute, Inc.+...........................................       109,700         5,868,950
                    Hafslund Nycomed, Series B ADR......................................       137,318         3,604,597
                    Immunex Corp.+......................................................       200,000         3,300,000
                    Rhone-Poulenc Rorer, Inc. ..........................................       160,000         8,520,000
                    Zeneca Group PLC ADR................................................       150,000         2,901,460
</TABLE>
 
                                                           ---------------------
 
                                       31
<PAGE>   113
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES            VALUE
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    HEALTHCARE (continued)
                    Health Services -- 5.6%
                    American Medical Response, Inc.+....................................       130,000      $  4,225,000
                    Beverly Enterprises, Inc.+..........................................       225,000         2,390,625
                    De Rigo S.p.A. ADR+.................................................        93,000         2,115,750
                    FHP International Corp.+............................................        64,300         1,832,550
                    GranCare, Inc.+.....................................................       141,000         2,044,500
                    IDX Systems Corp.+..................................................       125,300         4,354,175
                    Vencor, Inc.+.......................................................        85,000         2,762,500
                    Medical Products -- 1.5%
                    Biomet, Inc.+.......................................................       100,000         1,787,500
                    Haemonetics Corp. ..................................................       200,000         3,550,000
                                                                                                            -------------
                                                                                                              52,541,520
                                                                                                            -------------
                    INDUSTRIAL & COMMERCIAL -- 9.1%
                    Business Services -- 0.7%
                    DST Systems, Inc.+..................................................        81,500         2,322,750
                    Electrical Equipment -- 1.1%
                    York International Corp. ...........................................        85,000         3,995,000
                    Machinery -- 1.0%
                    Precision Castparts Corp. ..........................................        91,000         3,617,250
                    Metals -- 0.3%
                    Usinor Sacilor+.....................................................        80,200         1,060,435
                    Transportation -- 6.0%
                    America West Airlines, Inc., Class B+...............................       150,000         2,550,000
                    AMR Corp.+..........................................................        95,000         7,053,750
                    Continental Airlines, Inc., Class B+................................       110,400         4,802,400
                    Swift Transportation Co., Inc. .....................................       109,500         1,669,875
                    Trans World Airlines, Inc.+.........................................       351,800         3,649,925
                    Werner Enterprises, Inc. ...........................................        85,000         1,721,250
                                                                                                            -------------
                                                                                                              32,442,635
                                                                                                            -------------
                    INFORMATION & ENTERTAINMENT -- 23.6%
                    Broadcasting & Media -- 20.1%
                    American Radio Systems Corp., Class A...............................       140,000         3,920,000
                    Central European Media Entertainment Light, Ltd., Class A...........       170,000         3,485,000
                    E-Z Communications, Inc.+...........................................       145,000         2,610,000
                    Emmis Broadcasting Corp., Class A+..................................       108,600         3,366,600
                    Evergreen Media Corp.+..............................................       268,200         8,582,400
                    Gaylord Entertainment Co., Class A..................................       138,285         3,837,409
                    International Cabletel, Inc.+.......................................       146,666         3,593,317
                    Jacor Communications, Inc.+.........................................       169,500         2,966,250
                    LodgeNet Entertainment Corp.+.......................................       150,000         1,425,000
                    News Corp., Ltd. ADR................................................       220,000         4,235,000
                    Renaissance Communications Corp.+...................................       120,000         2,655,000
                    Saga Communications, Inc., Class A+.................................       156,250         2,539,063
                    Scholastic Corp.+...................................................        35,000         2,721,250
                    Scripps (E.W.) Co., Class A.........................................        85,000         3,346,875
                    SFX Broadcasting, Inc., Class A+....................................       190,000         5,747,500
                    Valuevision International, Inc., Class A+...........................       200,000         1,112,500
                    Viacom, Inc. Class A+...............................................        11,200           513,800
                    Viacom, Inc., Class B+..............................................        94,861         4,494,040
                    Vodafone Group PLC ADR..............................................        75,000         2,643,750
                    Westwood One, Inc.+.................................................       205,000         2,895,625
                    Young Broadcasting, Inc., Class A+..................................       175,000         4,943,750
</TABLE>
 
- ---------------------
 
                                       32
<PAGE>   114
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES            VALUE
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    INFORMATION & ENTERTAINMENT (continued)
                    Entertainment Products -- 1.2%
                    Philips Electronics N.V. ADR........................................       115,000      $  4,125,625
                    Leisure & Tourism -- 2.3%
                    Royal Caribbean Cruises Ltd. .......................................       135,000         2,970,000
                    Starbucks Corp.+....................................................       161,600         3,393,600
                    Tabcorp Holdings Ltd. ADR*..........................................        70,830         2,002,145
                                                                                                            -------------
                                                                                                              84,125,499
                                                                                                            -------------
                    INFORMATION TECHNOLOGY -- 22.7%
                    Communication Equipment -- 7.5%
                    BroadBand Technologies, Inc.+.......................................        70,000         1,137,500
                    California Microwave, Inc.+.........................................       100,000         1,662,500
                    Cisco Systems, Inc.+................................................        75,000         5,596,875
                    General Instrument Corp.+...........................................       140,000         3,272,500
                    MobileMedia Corp. ..................................................       249,300         5,546,925
                    Nokia Corp. ADR.....................................................       130,000         5,053,750
                    Shiva Corp. ........................................................        60,000         4,365,000
                    Computers & Business Equipment -- 1.1%
                    Business Objects SA ADR+............................................        39,400         1,905,975
                    Plaintree Systems, Inc.+............................................       125,000           750,000
                    Sensormatic Electronics Corp. ......................................        85,000         1,476,875
                    Electronics -- 0.8%
                    Cyrix Corp.+........................................................       120,000         2,760,000
                    Software -- 13.3%
                    BISYS Group, Inc.+..................................................       200,000         6,150,000
                    BMC Software, Inc.+.................................................       155,100         6,630,525
                    Cheyenne Software, Inc.+............................................       185,000         4,833,125
                    Cognos, Inc. .......................................................       125,000         5,578,125
                    Compuware Corp.+....................................................       125,000         2,312,500
                    Cooper & Chyan Technology, Inc.+....................................        50,000           787,500
                    FTP Software, Inc.+.................................................       225,000         6,525,000
                    Parametric Technology Corp.+........................................        75,000         4,987,500
                    Policy Management Systems Corp.+....................................        75,000         3,571,875
                    Softkey International, Inc.+........................................        70,000         1,618,750
                    Spectrum Holobyte, Inc.+............................................       270,000         1,755,000
                    Systems & Computer Technology Corp.+................................       130,000         2,583,750
                                                                                                            -------------
                                                                                                              80,861,550
                                                                                                            -------------
                    TOTAL INVESTMENT SECURITIES (cost: $259,666,326)....................                     327,989,950
                                                                                                            -------------
 
<CAPTION>
                                                                                             PRINCIPAL
                                       SHORT-TERM SECURITIES -- 0.2%                          AMOUNT
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    U.S. GOVERNMENT AND AGENCIES -- 0.2%
                    United States Treasury Bills 5.53% due 3/21/96 (cost: $790,560).....    $  800,000           790,925
                                                                                                            -------------
</TABLE>
 
                                                           ---------------------
 
                                       33
<PAGE>   115
<TABLE>
<CAPTION>
                                                                                              PRINCIPAL
                                        REPURCHASE AGREEMENT -- 8.9%                           AMOUNT             VALUE
                    <S>                                                                     <C>               <C>
                    -------------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                              <C>                    <C>               <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $31,635,000)...............................................    $ 31,635,000      $ 31,635,000
                                                                                                              -------------
                    TOTAL INVESTMENTS --
                      (cost: $292,091,886)                           101.2%                                    360,415,875
                    Liabilities in excess of other assets --          (1.2)                                     (4,197,836)
                                                                     ------                                  -------------
                    NET ASSETS --                                    100.0%                                   $356,218,039
                                                                     =====                                   =============

</TABLE>
 
              -----------------------------
 
              + Non-income producing securities
              * Resale restricted to qualified institutional buyers
              ADR - American Depositary Receipts
 
              See Notes to Financial Statements
 
- ---------------------
 
                                       34
<PAGE>   116
 
- ---------------------
 
    ANCHOR SERIES TRUST
    CONVERTIBLE SECURITIES
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                         CONVERTIBLE BONDS -- 61.4%                            AMOUNT           VALUE
                    <S>                                                                     <C>              <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    CONSUMER DISCRETIONARY -- 2.5%
                    Retail -- 2.5%
                    Rite Aid zero coupon 2006(1)........................................    $ 1,500,000      $   798,750
                                                                                                             ------------
                    ENERGY -- 2.9%
                    Energy Sources -- 2.9%
                    Pennzoil Co. 6.50% 2003.............................................        750,000          941,250
                                                                                                             ------------
                    FINANCE -- 14.9%
                    Banks -- 4.7%
                    Fifth Third Bancorp. 4.25% 1998.....................................      1,000,000        1,170,000
                    J.G. Summit, Inc. 3.50% 2003*.......................................        470,000          345,450
                    Financial Services -- 3.9%
                    Legg Mason, Inc. 5.25% 2003.........................................        800,000          919,000
                    MBL International Finance Bermuda Trust 3.00% 2002..................        268,000          314,900
                    Insurance -- 6.3%
                    Nac Reinsurance Corp. 5.25% 2002....................................      1,000,000          975,000
                    Royal Insurance Holding Corp. 7.25% 2007............................        500,000        1,015,297
                    Swiss Refinance Bermaud Ltd. 2.00% 2000*............................         35,000           41,497
                                                                                                             ------------
                                                                                                               4,781,144
                                                                                                             ------------
                    HEALTHCARE -- 13.3%
                    Drugs -- 5.2%
                    Alza Corp. zero coupon 2014(1)......................................      1,500,000          611,250
                    Sandoz Capital BVI Ltd. 2.00% 2002*.................................      1,110,000        1,048,950
                    Health Services -- 4.9%
                    Beverly Enterprises Inc. 5.50% 2018.................................        800,000          756,000
                    Pharmaceutical Marketing Services 6.25% 2003*.......................        880,000          809,600
                    Medical Products -- 3.2%
                    McKesson Corp. 4.50% 2004...........................................      1,100,000        1,035,375
                                                                                                             ------------
                                                                                                               4,261,175
                                                                                                             ------------
                    INDUSTRIAL & COMMERCIAL -- 3.3%
                    Business Services -- 3.3%
                    Fisher Scientific International Co., Inc. 4.75% 2003(2).............      1,000,000        1,065,000
                                                                                                             ------------
                    INFORMATION & ENTERTAINMENT -- 6.6%
                    Broadcasting & Media -- 6.6%
                    Comcast Corp. 1.13% 2007............................................      1,000,000          507,500
                    International Cabletel, Inc. 7.25% 2005*............................        225,000          241,875
                    LDDS Communications, Inc. 5.00% 2003................................        600,000          633,000
                    Scandinavian Broadcasting Systems 7.25% 2005........................        700,000          715,750
                                                                                                             ------------
                                                                                                               2,098,125
                                                                                                             ------------
</TABLE>
 
                                                           ---------------------
 
                                       35
<PAGE>   117
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                       CONVERTIBLE BONDS (continued)                           AMOUNT           VALUE
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    INFORMATION TECHNOLOGY -- 6.3%
                    Communication Equipment -- 2.7%
                    General Instrument Corp. 5.00% 2000.................................    $   800,000      $   879,000
                    Software -- 3.6%
                    First Financial Management Corp. 5.00% 1999.........................        450,000          718,650
                    Spectrum Holobyte, Inc. 6.50% 2002*.................................        575,000          418,313
                                                                                                             ------------
                                                                                                               2,015,963
                                                                                                             ------------
                    MATERIALS -- 4.3%
                    Chemicals -- 2.7%
                    RPM, Inc. zero coupon 2012..........................................      2,000,000          857,500
                    Forest Products -- 1.6%
                    Cemex SA 4.25% 1997*................................................        600,000          505,500
                                                                                                             ------------
                                                                                                               1,363,000
                                                                                                             ------------
                    REAL ESTATE -- 3.9%
                    Real Estate Companies -- 2.4%
                    Hong Kong Land Co. 4.00% 2001.......................................        500,000          421,250
                    Liberty Property Ltd. 8.00% 2001....................................        350,000          359,625
                    Real Estate Investment Trusts -- 1.5%
                    IRT Property Co. 7.30% 2003.........................................        500,000          475,000
                                                                                                             ------------
                                                                                                               1,255,875
                                                                                                             ------------
                    SERVICES -- 3.4%
                    Transportation -- 3.4%
                    AMR Corp. 6.13% 2024................................................      1,050,000        1,086,750
                                                                                                             ------------
                    TOTAL CONVERTIBLE BONDS (cost: $19,660,377).........................                      19,667,032
                                                                                                             ------------
 
<CAPTION>
                                    CONVERTIBLE PREFERRED STOCK -- 35.5%                       SHARES
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    CONSUMER DISCRETIONARY -- 2.7%
                    Automotive -- 2.7%
                    General Motors Corp., Series C $3.25................................         12,000          879,000
                                                                                                             ------------
                    CONSUMER STAPLES -- 1.0%
                    Food, Beverage & Tobacco -- 1.0%
                    RJR Nabisco Holdings, Series C 9.25%................................         50,000          318,750
                                                                                                             ------------
                    ENERGY -- 8.6%
                    Energy Services -- 2.5%
                    Occidental Petroleum Corp. $3.88*...................................         15,000          817,500
                    Energy Sources -- 6.1%
                    Ashland Oil Co. $3.13...............................................         17,600        1,036,200
                    Unocal Corp. 7.00%*.................................................         17,000          907,375
                                                                                                             ------------
                                                                                                               2,761,075
                                                                                                             ------------
                    FINANCE -- 14.2%
                    Banks -- 3.7%
                    Ahmanson (H.F.) & Co. 6.00%.........................................         20,000        1,182,500
</TABLE>
 
- ---------------------
 
                                       36
<PAGE>   118
<TABLE>
<CAPTION>
                                  CONVERTIBLE PREFERRED STOCK (continued)                      SHARES           VALUE
                    <S>                                                                     <C>              <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    FINANCE (continued)
                    Insurance -- 10.5%
                    Allstate Corp. 6.76%................................................         20,000      $   820,000
                    Conseco, Inc. 6.50%.................................................         10,000          530,000
                    Jefferson Pilot Corp. 7.25%.........................................         13,000          950,625
                    Kemper Corp., Series E 5.75%*.......................................         20,000        1,052,500
                                                                                                             ------------
                                                                                                               4,535,625
                                                                                                             ------------
                    HEALTHCARE -- 1.2%
                    Medical Products -- 1.2%
                    US Surgical Corp. 9.76%.............................................         15,000          378,750
                                                                                                             ------------
                    INDUSTRIAL & COMMERCIAL -- 1.5%
                    Transportation -- 1.5%
                    Continental Airlines Finance Trust 8.50%(3)*........................          9,000          481,500
                                                                                                             ------------
                    INFORMATION & ENTERTAINMENT -- 2.6%
                    Broadcasting & Media -- 2.6%
                    Cablevision Systems Corp., Series I 8.50%...........................         30,000          817,500
                                                                                                             ------------
                    REAL ESTATE -- 3.7%
                    Real Estate Investment Trusts -- 3.7%
                    Security Capital Pacific Trust, Series A 7.00%......................         48,000        1,176,000
                                                                                                             ------------
                    TOTAL CONVERTIBLE PREFERRED STOCK (cost: $10,798,080)...............                      11,348,200
                                                                                                             ------------
                    TOTAL INVESTMENT SECURITIES (cost: $30,458,457).....................                      31,015,232
                                                                                                             ------------
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 5.2%                           AMOUNT
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $1,665,000)................................................    $ 1,665,000        1,665,000
                                                                                                             ------------
                    TOTAL INVESTMENTS --
                      (cost: $32,123,457)                                         102.1%                      32,680,232
                    Liabilities in excess of other assets --                       (2.1)                        (671,959)
                                                                                  ------                     ------------
                    NET ASSETS --                                                 100.0%                      $32,008,273
                                                                                  ======                     =============
                                                                                  
                                                                                  
</TABLE>
 
              -----------------------------
 
              *   Resale restricted to qualified institutional buyers
              (1) Represents a zero coupon bond which will convert to an
              interest bearing security at a later date
              (2) Security will convert to 6.75% beginning 3/01/96
              (3) Fair Valued Security; see Note 2
 
              See Notes to Financial Statements.
 
                                                           ---------------------
 
                                       37
<PAGE>   119
 
- ---------------------
 
    ANCHOR SERIES TRUST
    FOREIGN SECURITIES
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 90.2%                              SHARES           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    ARGENTINA -- 0.4%
                    Buenos Aires Embotelladora SA ADR (Consumer Staples)+...............         6,000      $   123,750
                    Telefonica de Argentina SA ADR (Utilities)..........................         4,000          109,000
                                                                                                            ------------
                                                                                                                232,750
                                                                                                            ------------
                    AUSTRALIA -- 4.4%
                    Advance Bank (Australia) (Finance)..................................        21,807          174,728
                    Amcor Ltd. (Materials)..............................................        93,964          663,489
                    Australia & New Zealand Bank Group (Finance)........................        81,693          383,145
                    Broken Hill Proprietary Ltd. ADR (Materials)........................        46,600          658,094
                    National Australia Bank Ltd. (Finance)..............................        45,183          406,358
                    Qantas Airways Ltd. ADR (Information & Entertainment)*..............         5,600           93,310
                                                                                                            ------------
                                                                                                              2,379,124
                                                                                                            ------------
                    AUSTRIA -- 0.8%
                    EVN Energie-Versorgung Niederoesterreich AG (Utilities).............         2,900          398,522
                                                                                                            ------------
                    BELGIUM -- 0.7%
                    Delhaize Le Lion SA (Consumer Discretionary)........................         9,000          373,089
                                                                                                            ------------
                    BRAZIL -- 0.2%
                    Centrais Eletricas Brasileiras SA - ELETROBRAS ADR (Utilities)......         9,000          121,768
                                                                                                            ------------
                    CANADA -- 1.5%
                    Canadian Pacific Ltd. (Industrial & Commercial)*....................        45,000          815,625
                                                                                                            ------------
                    CHILE -- 0.3%
                    Compania de Telefonos Chile SA ADR (Utilities)......................         2,000          165,750
                                                                                                            ------------
                    DENMARK -- 1.6%
                    Tele Danmark A/S ADR (Utilities)....................................        26,000          718,250
                    Unidanmark A/S (Finance)............................................         2,500          123,818
                                                                                                            ------------
                                                                                                                842,068
                                                                                                            ------------
                    FINLAND -- 1.2%
                    Metsa-Serla Oy (Materials)..........................................         5,000          154,044
                    Nokia Corp. ADR (Information Technology)............................         9,000          349,875
                    Unitas Ltd. (Finance)...............................................        58,600          148,205
                                                                                                            ------------
                                                                                                                652,124
                                                                                                            ------------
                    FRANCE -- 6.2%
                    Banque Nationale de Paris (Finance).................................         3,000          135,328
                    Canal Plus SA (Information & Entertainment).........................           400           74,985
                    Cie de St. Gobain (Materials).......................................         4,797          523,095
                    Euro RSCG Worldwide SA (Information & Entertainment)................         3,470          283,439
                    Groupe Danone (Consumer Staples)....................................         2,033          335,443
                    Renault SA (Consumer Discretionary).................................        16,600          477,966
                    Rhone Poulenc SA, Series A (Healthcare).............................         6,000          128,528
</TABLE>
 
- ---------------------
 
                                       38
<PAGE>   120
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    FRANCE (continued)
                    Societe Generale (Finance)..........................................         3,240      $   400,286
                    Technip SA (Industrial & Commercial)................................         4,100          282,152
                    Total SA, Series B (Energy).........................................         9,782          660,190
                                                                                                            ------------
                                                                                                              3,301,412
                                                                                                            ------------
                    GERMANY -- 3.9%
                    Bayer AG (Healthcare)...............................................         2,600          686,023
                    Daimler-Benz AG (Consumer Discretionary)............................           300          150,993
                    Degussa AG (Industrial & Commercial)................................           200           66,644
                    Deutsche Bank AG (Finance)..........................................         6,500          307,985
                    Mannesmann AG (Industrial & Commercial).............................         1,300          413,880
                    VEBA AG (Utilities).................................................        11,000          466,992
                                                                                                            ------------
                                                                                                              2,092,517
                                                                                                            ------------
                    HONG KONG -- 4.0%
                    Hong Kong Telecommunications, Ltd. (Utilities)......................       240,362          428,968
                    Hutchison Whampoa Ltd. (Real Estate)................................       130,000          791,852
                    Sun Hung Kai Properties Ltd. (Real Estate)..........................        20,000          163,595
                    Swire Pacific Ltd., Class A (Real Estate)...........................       100,000          775,946
                                                                                                            ------------
                                                                                                              2,160,361
                                                                                                            ------------
                    INDIA -- 0.4%
                    ITC Ltd. GDR (Consumer Staples)*....................................        20,000          142,758
                    Reliance Industries GDS (Materials)*................................         5,000           70,000
                                                                                                            ------------
                                                                                                                212,758
                                                                                                            ------------
                    INDONESIA -- 0.4%
                    PT Jaya Real Property (Real Estate)*................................        57,000          154,559
                    PT Semen Gresik (Materials)*........................................        19,000           53,182
                                                                                                            ------------
                                                                                                                207,741
                                                                                                            ------------
                    ITALY -- 1.6%
                    Banca Commerciale Italiana S.p.A. (Finance).........................       110,000          234,805
                    STET (Utilities)....................................................       224,000          633,300
                                                                                                            ------------
                                                                                                                868,105
                                                                                                            ------------
                    JAPAN -- 25.7%
                    Chichibu Onoda Cement Co., Ltd. (Materials).........................       120,000          640,387
                    Chugai Pharmaceutical Co., Ltd. (Healthcare)........................        12,000          114,944
                    Dai Nippon Printing Co., Ltd. (Industrial & Commercial).............        30,000          508,475
                    Home Wide Corp. (Consumer Discretionary)............................        11,000          129,976
                    Ito-Yokado Co., Ltd. (Consumer Discretionary).......................        10,000          615,981
                    Kawasaki Heavy Industries Ltd. (Industrial & Commercial)............        82,000          377,240
                    Keio Teito Electric Railway Co., Ltd. (Consumer Discretionary)......        19,000          110,596
                    Kyocera Corp. (Information Technology)..............................         3,000          222,857
                    Kyoritsu Air Technology (Industrial & Commercial)...................         7,000           75,932
                    Mabuchi Motor Co., Ltd. (Industrial & Commercial)...................         6,000          373,075
                    Minebea Co., Ltd. (Information Technology)..........................        52,000          436,145
                    Mitsubishi Bank Ltd. (Finance)......................................        13,000          305,956
                    Mitsubishi Corp. (Industrial & Commercial)..........................        48,000          590,412
                    Mitsui Petrochemical (Materials)....................................        40,000          327,361
                    Murata Manufacturing Co. (Information Technology)...................         8,000          294,431
                    Nihon Jumbo Co., Ltd. (Materials)...................................         6,000          209,782
                    Nippon Express Co., Ltd. (Industrial & Commercial)..................        20,000          192,542
                    Nippon Telegraph & Telecommunications Corp. (Information &
                      Entertainment)....................................................            51          412,446
                    NKK Corp. (Materials)...............................................        89,000          239,632
                    Nomura Securities International, Inc. (Finance).....................        29,000          631,961
                    Orix Corp. (Industrial & Commercial)................................        10,000          411,622
</TABLE>
 
                                                           ---------------------
 
                                       39
<PAGE>   121
 
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    JAPAN (continued)
                    Riso Kagaku Corp. (Information Technology)..........................         2,000      $   168,717
                    Sakura Bank Ltd. (Finance)..........................................        30,000          380,630
                    Sankyo Co., Ltd. (Healthcare).......................................        33,000          741,501
                    Sanwa Bank Ltd. (Finance)...........................................         8,000          162,712
                    Sanyo Shinpan Finance Co. (Finance).................................         8,500          699,758
                    Secom Co. (Industrial & Commercial).................................        10,000          695,400
                    Seven-Eleven Japan Co., Ltd. (Consumer Discretionary)...............         7,000          493,559
                    Shimamura Co. (Consumer Discretionary)..............................        17,000          656,949
                    Shohkoh Fund & Co. (Finance)........................................         1,000          187,894
                    Showa Corp. (Consumer Discretionary)................................        21,000          160,881
                    Sony Corp. (Information & Entertainment)............................         9,000          539,564
                    Sumitomo Realty & Development Co., Ltd. (Real Estate)...............        88,000          622,179
                    Sumitomo Trust & Banking Co., Ltd. (Finance)........................        10,000          141,404
                    Toda Construction Co. (Industrial & Commercial).....................        12,000          104,019
                    Tokio Marine & Fire Insurance Co., Ltd. (Finance)...................        50,000          653,753
                    Tsutsumi Jewelry Co. (Consumer Discretionary).......................         2,400          120,174
                                                                                                            ------------
                                                                                                             13,750,847
                                                                                                            ------------
                    MALAYSIA -- 1.7%
                    Resorts World Bhd (Information & Entertainment).....................        73,000          390,913
                    Sime Darby Bhd (Industrial & Commercial)............................       198,000          526,243
                                                                                                            ------------
                                                                                                                917,156
                                                                                                            ------------
                    MEXICO -- 0.9%
                    Cemex SA (Materials)................................................        10,000           33,053
                    Fomento Economico Mexicano SA de CV, Series B (Consumer Staples)....        19,000           42,704
                    Grupo Carso SA de CV, Series A (Consumer Staples)...................        22,000          118,626
                    Kimberly-Clark Corp., Series A (Materials)..........................        15,000          226,312
                    Transportacion Maritima Mexicana SA de CV ADR (Industrial &
                      Commercial).......................................................        10,900           81,750
                                                                                                            ------------
                                                                                                                502,445
                                                                                                            ------------
                    NETHERLANDS -- 4.9%
                    Elsevier NV (Information & Entertainment)...........................        35,000          466,754
                    Internationale Nederlanden Groep NV (Finance).......................        13,906          928,973
                    Unilever NV (Consumer Staples)......................................         5,200          730,728
                    Vendex International NV (Consumer Discretionary)....................        16,000          475,603
                                                                                                            ------------
                                                                                                              2,602,058
                                                                                                            ------------
                    NEW ZEALAND -- 1.9%
                    Air New Zealand Ltd. (Information & Entertainment)..................        36,053          122,565
                    Brierley Investments Ltd. (Finance).................................       643,000          508,649
                    Carter Holt Harvey Ltd. (Materials).................................       189,000          407,754
                                                                                                            ------------
                                                                                                              1,038,968
                                                                                                            ------------
                    NORWAY -- 3.7%
                    Christiania Bank Og Kreditkasse (Finance)*..........................        96,800          226,179
                    Kvaerner AS (Industrial & Commercial)...............................        15,000          530,462
                    Orkla AS (Consumer Staples).........................................        12,000          596,770
                    Saga Petroleum (Energy).............................................        47,000          627,003
                                                                                                            ------------
                                                                                                              1,980,414
                                                                                                            ------------
                    PHILIPPINES -- 0.4%
                    Philippine National Bank (Finance)..................................        18,460          204,095
                                                                                                            ------------
                    PORTUGAL -- 0.7%
                    Portugal Telecom SA ADR (Utilities).................................        19,800          376,200
                                                                                                            ------------
</TABLE>
 
- ---------------------
 
                                       40
<PAGE>   122
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                            SHARES           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    SINGAPORE -- 3.5%
                    Development Bank of Singapore (Finance).............................        46,250      $   575,469
                    Keppel Corp. Ltd. (Industrial & Commercial).........................        76,000          676,988
                    Overseas Chinese Banking Corp. Ltd. (Finance).......................        35,000          437,964
                    United Overseas Bank Ltd. (Finance).................................        20,000          192,294
                                                                                                            ------------
                                                                                                              1,882,715
                                                                                                            ------------
                    SPAIN -- 4.8%
                    Acerinox SA (Materials).............................................         1,250          126,443
                    Banco Bilbao Vizcaya (Finance)......................................        21,000          756,554
                    Empresa Nacional de Electricidad ADR (Utilities)....................         4,500          257,625
                    Iberdrola SA (Utilities)............................................        70,000          640,560
                    Repsol SA ADR (Energy)..............................................        20,000          657,500
                    Telefonica de Espana SA (Utilities).................................        10,000          138,500
                                                                                                            ------------
                                                                                                              2,577,182
                                                                                                            ------------
                    SWEDEN -- 1.2%
                    Avesta Sheffield (Materials)........................................        26,700          235,244
                    BT Industries AB (Industrial & Commercial)*.........................        19,100          209,995
                    Stora Kopparbergs, Series A (Materials).............................        18,000          211,455
                                                                                                            ------------
                                                                                                                656,694
                                                                                                            ------------
                    SWITZERLAND -- 3.8%
                    Ciba-Geigy AG (Healthcare)..........................................           850          747,941
                    Nestle SA (Consumer Staples)........................................         1,050        1,161,508
                    Sulzer AG (Healthcare)..............................................           280          149,285
                                                                                                            ------------
                                                                                                              2,058,734
                                                                                                            ------------
                    THAILAND -- 0.6%
                    Bangkok Bank Public Co., Ltd. (Finance).............................         6,000           72,886
                    Bangkok Metropolitan Bank PCL (Finance).............................       103,000           96,090
                    Siam Commercial Bank Public Co., Ltd. (Finance).....................        10,000          131,798
                                                                                                            ------------
                                                                                                                300,774
                                                                                                            ------------
                    UNITED KINGDOM -- 8.8%
                    Bass PLC (Consumer Staples).........................................        39,500          440,763
                    BET PLC (Industrial & Commercial)...................................       513,000        1,011,819
                    Body Shop International PLC (The) (Consumer Staples)................        58,000          137,816
                    British Steel PLC (Materials).......................................       135,000          341,221
                    British Telecommunications PLC (Utilities)..........................       102,000          559,186
                    Northern Foods PLC (Consumer Staples)...............................        38,000          102,097
                    PowerGen PLC (Utilities)............................................        24,293          200,712
                    Rank Organisation PLC (Information & Entertainment).................        80,000          578,972
                    Royal Insurance Holdings PLC (Finance)..............................        80,000          473,987
                    Tomkins PLC (Consumer Staples)......................................        80,000          349,744
                    Vodafone Group PLC (Information & Entertainment)....................       140,000          502,252
                                                                                                            ------------
                                                                                                              4,698,569
                                                                                                            ------------
                    TOTAL COMMON STOCK (cost: $44,213,711)..............................                     48,370,565
                                                                                                            ------------
 
<CAPTION>
                                          PREFERRED STOCK -- 0.3%
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    BRAZIL -- 0.3%
                    Brasmotor SA (Consumer Discretionary)...............................       240,000           47,654
                    Centrais Eletricas Brasileiras SA-Electrobras, Series B
                      (Utilities).......................................................       350,000           94,702
                                                                                                            ------------
                    TOTAL PREFERRED STOCK (cost: $145,329)..............................                        142,356
                                                                                                            ------------
                    TOTAL INVESTMENT SECURITIES (cost: $44,359,040).....................                     48,512,921
                                                                                                            ------------
</TABLE>
 
                                                           ---------------------
 
                                       41
<PAGE>   123
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                       SHORT-TERM SECURITIES -- 0.9%                          AMOUNT           VALUE
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    United States Treasury Bills 5.18% due 3/21/96 @ (cost: $494,244)...    $  500,000      $   494,328
                                                                                                            ------------
 
<CAPTION>
                                        REPURCHASE AGREEMENT -- 8.3%
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>             <C>
                    Joint Repurchase Agreement @ (See Note 3)
                      (cost: $4,450,000)................................................     4,450,000        4,450,000
                                                                                                            ------------
                    TOTAL INVESTMENTS --
                      (cost: $49,303,284)                            99.7%                                   53,457,249
                    Other assets less liabilities --                  0.3                                       152,214
                                                                   ------                                   ------------
                    NET ASSETS --                                   100.0%                                  $53,609,463
                                                                   ======                                   =============
</TABLE>
 
              -----------------------------
 
              +  Non-income producing securities
              *  Resale restricted to qualified institutional buyers
              ADR - American Depositary Receipts
              GDR - Global Depositary Receipts
              GDS - Global Depositary Shares
              @ The security or a portion thereof represents collateral for the
              following open futures contracts:
 
<TABLE>
<CAPTION>
                    OPEN FUTURES CONTRACTS
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                                            UNREALIZED
                    NUMBER OF                                            EXPIRATION       VALUE AS OF      APPRECIATION/
                    CONTRACTS                DESCRIPTION                    DATE       DECEMBER 31, 1995   (DEPRECIATION)
                    <C>         <S>                                     <C>            <C>                 <C>
                    ----------------------------------------------------------------------------------------------------
                      3 Long    Deutsche Terminboerse Dax Stock Index
                                  Future..............................  March 1996         $ 477,573          $  (972)
                      8 Long    Hang Seng Index Future -- Hong Kong
                                  Futures.............................  January 1996         524,558           10,657
                     47 Long    IBEX 35 Future -- Mercado de Opciones
                                  y Futures Financieras...............  January 1996         141,099            3,874
                     50 Long    IBEX 35 Future -- Mercado de Opciones
                                  y Futures Financieras...............  January 1996         150,105            4,039
                     50 Long    IBEX 35 Future -- Mercado de Opciones
                                  y Futures Financieras...............  January 1996         150,105            3,998
                      4 Long    Tokyo Stock Exchange Topix Future.....  March 1996           610,334           13,380
                      4 Long    Ft-Se 100 Stock Index Future -- London
                                  International Financial Futures &
                                  Options Exchange....................  March 1996           574,928            6,639
                     10 Long    Marche A Terme International de France
                                  CAC 40 Stock Index Future...........  March 1996           773,131            5,214
                      7 Long    All ordinaries share price Stock Index
                                  Future -- Sydney Futures Exchange...  March 1996           290,567           (1,094)
                      3 Long    Toronto 35 Index Future -- Toronto
                                  Futures Exchange....................  March 1996           275,277           (1,509)
                                                                                                           -------------
                                 Net Unrealized Appreciation............................................      $44,226
                                                                                                           ==============
</TABLE>
 
- ---------------------
 
                                       42
<PAGE>   124
 
<TABLE>
<CAPTION>
                    FORWARD FOREIGN CURRENCY CONTRACTS OPEN AT DECEMBER 31, 1995
                    ----------------------------------------------------------------
 
<CAPTION>
                        CONTRACT                  IN              DELIVERY     GROSS UNREALIZED
                       TO DELIVER            EXCHANGE FOR           DATE         APPRECIATION
                    <S>                   <C>                     <C>          <C>
                    ---------------------------------------------------------------------------
                    USD      290,000      AUD        395,149       3/29/96        $    2,426
                    USD      270,000      CAD        369,846       3/29/96               800
                    USD      470,000      DEM        679,338       3/29/96             5,710
                    USD      420,000      ESP     52,416,000       3/29/96             8,253
                    USD      730,000      FRF      3,645,401       3/29/96            15,504
                    USD      560,000      GBP        368,227       3/29/96            10,638
                                                                               ----------------
                                                                                      43,331
                                                                               ----------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                               GROSS UNREALIZED
                                                                                 DEPRECIATION
                    <S>                   <C>                     <C>          <C>
                    ---------------------------------------------------------------------------
                    FRF    4,890,400     USD       1,000,000      5/10/96        $     (355)
                    USD      600,000     JPY      59,814,000      3/29/96           (13,171)
                    NLG      962,070     USD         600,000      3/27/96            (2,590)
                    CHF      918,560     USD         800,000      3/27/96            (3,704)
                                                                               ----------------
                                                                                     (19,820)
                                                                               ----------------
                             Net Appreciation.............................        $   23,511
                                                                               ==============
                    AUD  -- Australian Dollar
                    CAD  -- Canadian Dollar
                    CHF  -- Swiss Franc
                    DEM -- Deutsche Mark
                    ESP  -- Spanish Peseta
                    FRF  -- French Franc
                    GBP  -- Pound Sterling
                    JPY  -- Japanese Yen
                    NLG  -- Netherlands Guilder
                    USD  -- United States Dollar
</TABLE>
 
              See Notes to Financial Statements
 
                                                           ---------------------
 
                                       43
<PAGE>   125
 
- ---------------------
 
    ANCHOR SERIES TRUST
    NATURAL RESOURCES
    PORTFOLIO                          INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                           COMMON STOCK -- 95.6%                               SHARES           VALUE
                    <S>                                                                     <C>              <C>
                    -----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>              <C>
                    ENERGY -- 26.1%
                    Energy Sources -- 26.1%
                    Amerada Hess Corp. .................................................         17,390      $   921,670
                    Amoco Corp. ........................................................          9,000          646,875
                    Anadarko Petroleum Corp. ...........................................         10,000          541,250
                    Anderson Exploration Ltd. ..........................................         32,844          336,738
                    Barrett Resources Corp.+............................................         20,000          587,500
                    Canadian Natural Resources Ltd. ADR.................................         30,000          436,653
                    Enron Oil And Gas Co. ..............................................          9,600          230,400
                    Exxon Corp. ........................................................         10,000          801,250
                    Northstar Energy Corp. .............................................         30,000          310,326
                    PanCanadian Petroleum Ltd. ADR......................................         20,000          768,949
                    Poco Petroleum Ltd. ADR+............................................         40,000          296,595
                    Santa Fe Energy Resources, Inc. ....................................         30,000          288,750
                    Talisman Energy, Inc. ..............................................         27,000          546,228
                    Unocal Corp. .......................................................         29,020          845,208
                                                                                                             ------------
                                                                                                               7,558,392
                                                                                                             ------------
                    INDUSTRIAL & COMMERCIAL -- 1.9%
                    Transportation -- 1.9%
                    Canadian Pacific Ltd. ADR...........................................         30,000          543,750
                                                                                                             ------------
                    MATERIALS -- 67.6%
                    Forest Products -- 18.4%
                    Boise Cascade Corp. ................................................         28,500          986,812
                    Bowater, Inc. ......................................................          7,000          248,500
                    International Paper Co. ............................................         20,000          757,500
                    Longview Fibre Co. .................................................         30,000          487,500
                    Rayonier, Inc. .....................................................         10,000          333,750
                    Temple-Inland, Inc. ................................................         14,500          639,813
                    Weyerhaeuser Co. ...................................................         30,000        1,297,500
                    Willamette Industries, Inc. ........................................         10,000          562,500
                    Metals & Minerals -- 49.2%
                    Agnico Eagle Mines Ltd. ............................................         16,000          202,000
                    Alcan Aluminum Ltd. ................................................         20,000          622,500
                    Alcan Australia.....................................................        144,000          353,204
                    Algoma Steel, Inc. .................................................        170,000          637,500
                    Alumax, Inc.+.......................................................          9,200          281,750
                    Aluminum Co. of America.............................................         13,600          719,100
                    Barrick Gold Corp. .................................................         29,800          785,975
                    Carbide/Graphite Group, Inc.+.......................................         21,100          303,313
                    Commonwealth Aluminum Corp. ........................................          3,550           55,025
                    Dominion Mining Ltd. ADR............................................        698,400          142,753
                    Easco, Inc. ........................................................         59,000          508,875
                    Freeport McMoRan Copper & Gold, Inc. ...............................         36,700        1,027,600
                    Hecla Mining Co. ...................................................         17,300          118,938
                    Homestake Mining Co. ...............................................         19,685          307,578
                    J & L Specialty Steel, Inc. ........................................         23,600          442,500
</TABLE>
 
- ---------------------
 
                                       44
<PAGE>   126
<TABLE>
<CAPTION>
                                          COMMON STOCK (continued)                             SHARES           VALUE
                    -----------------------------------------------------------------------------------------------------
                    <S>                                                                     <C>              <C>
                    MATERIALS (continued)
                    Metals & Minerals (continued)
                    Newcrest Mining Ltd. ADR............................................         93,148      $   391,867
                    Newmont Gold Co. ...................................................         22,600          988,750
                    Newmont Mining Corp. ...............................................         10,150          459,287
                    Noranda, Inc. ......................................................         30,000          615,159
                    North Flinders Mines Ltd. ..........................................         66,400          370,644
                    Pegasus Gold, Inc. .................................................         10,000          138,750
                    Phelps Dodge Corp. .................................................         12,000          747,000
                    Placer Dome, Inc. ..................................................         20,000          482,500
                    Poseidon Gold Ltd. ADR..............................................        157,405          313,546
                    RTZ Corp. PLC.......................................................         20,000          290,728
                    Santa Fe Pacific Gold Corp. ........................................         64,000          776,000
                    Sons of Gwalia Ltd. ADR.............................................        133,000          731,530
                    Usinor Sacilor......................................................         31,100          411,216
                    Western Mining Corp. Holdings Ltd. ADS..............................        160,000        1,027,501
                                                                                                             ------------
                                                                                                              19,566,964
                                                                                                             ------------
                    TOTAL INVESTMENT SECURITIES (cost: $23,834,314).....................                      27,669,106
                                                                                                             ------------
 
<CAPTION>
                                                                                             PRINCIPAL
                                        REPURCHASE AGREEMENT -- 7.9%                           AMOUNT
                    -----------------------------------------------------------------------------------------------------
                    <S>                                              <C>                    <C>              <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $2,275,000)................................................    $ 2,275,000        2,275,000
                                                                                                             ------------
                    TOTAL INVESTMENTS  --
                      (cost: $26,109,314)                             103.5%                                  29,944,106
                    Liabilities in excess of other assets --           (3.5)                                  (1,002,735)
                                                                      -----                                 ------------
                    NET ASSETS --                                     100.0%                                 $28,941,371
                                                                      =====                                =============

</TABLE>
 
              -----------------------------
 
              + Non-income producing securities
              ADR - American Depositary Receipts
              ADS - American Depositary Shares
 
              See Notes to Financial Statements
 
                                                           ---------------------
 
                                       45
<PAGE>   127
 
- ---------------------
 
    ANCHOR SERIES TRUST
    TARGET '98 PORTFOLIO               INVESTMENT PORTFOLIO -- DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                                                             PRINCIPAL
                                           BONDS & NOTES -- 98.2%                             AMOUNT           VALUE
                    <S>                                                                     <C>             <C>
                    ----------------------------------------------------------------------------------------------------
 
<CAPTION>
                    <S>                                                                     <C>             <C>
                    FINANCE -- 13.6%
                    American General Corp. 9.70% 1998...................................    $  250,000      $   269,535
                    Household Finance Corp. 9.80% 1998..................................       250,000          271,127
                    International Lease Finance Corp. 7.50% 1999........................       250,000          262,343
                    Japan Financial Corp. 9.25% 1998....................................       300,000          327,054
                    Morgan (J.P.) & Co., Inc. zero coupon 1998..........................       450,000          396,040
                    United Virginia Bankshares, Inc. 8.63% 1998.........................       200,000          211,846
                                                                                                            ------------
                                                                                                              1,737,945
                                                                                                            ------------
                    SUPRANATIONALS -- 3.8%
                    International Bank for Reconstruction & Development zero coupon
                      1998..............................................................       550,000          485,239
                                                                                                            ------------
                    U.S. GOVERNMENT & AGENCIES -- 74.8%
                    Federal Judiciary Office Building zero coupon 1998..................     1,000,000          870,160
                    Federal National Mortgage Association zero coupon 1998..............     2,000,000        1,737,298
                    Government Trust Certificates Series 3D zero coupon 1998............     1,500,000        1,287,525
                    Government Trust Certificates Series T zero coupon 1998.............     2,600,000        2,231,710
                    Tennessee Valley Authority zero coupon 1998.........................     1,000,000          846,960
                    Treasury Investment Growth Receipts zero coupon 1998................     1,000,000          861,040
                    United States Treasury Note Strip zero coupon 1998..................       500,000          430,880
                    United States Treasury Note Strip Prior zero coupon 1998............     1,500,000        1,292,460
                                                                                                            ------------
                                                                                                              9,558,033
                                                                                                            ------------
                    UTILITIES -- 6.0%
                    Michigan Bell Telephone Co. 9.25% 1998..............................       300,000          328,476
                    Quebec Hydroelectric 9.55% 1998.....................................       100,000          106,867
                    Virginia Electric & Power Co. 9.38% 1998............................       300,000          325,068
                                                                                                            ------------
                                                                                                                760,411
                                                                                                            ------------
                    TOTAL INVESTMENT SECURITIES (cost: $11,855,719).....................                     12,541,628
                                                                                                            ------------
<CAPTION>
                                        REPURCHASE AGREEMENT -- 1.7%
                    ----------------------------------------------------------------------------------------------------
                    <S>                                                          <C>          <C>          <C>
                    Joint Repurchase Agreement Account (See Note 3)
                      (cost: $225,000)..................................................       225,000          225,000
                                                                                                            ------------
                    TOTAL INVESTMENTS --
                      (cost: $12,080,719)                                         99.9%                      12,766,628
                    Other assets less liabilities --                               0.1                            7,557
                                                                                 ------                    ------------
                    NET ASSETS --                                                100.0%                    $12,774,185
                                                                                =======                    =============
</TABLE>
 
                      See Notes to Financial Statements
 
- ---------------------
 
                                       46
<PAGE>   128
 
                           (INTENTIONALLY LEFT BLANK)
<PAGE>   129
 
- ---------------------
 
    ANCHOR SERIES TRUST
    STATEMENT OF ASSETS AND LIABILITIES
    FOR THE YEAR ENDED DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                                     MONEY      GOVERNMENT &      FIXED
                                                                    MARKET      QUALITY BOND     INCOME         GROWTH
                                                                   PORTFOLIO     PORTFOLIO      PORTFOLIO     PORTFOLIO
    ---------------------------------------------------------------------------------------------------------------------
    <S>                                                           <C>           <C>            <C>           <C>
    ASSETS:
    Investment securities at value*.............................  $        --   $201,795,749   $27,335,947   $305,109,809
    Short-term securities*......................................   90,289,341             --            --             --
    Repurchase agreements*......................................           --     36,575,000       145,000      3,325,000
    Cash........................................................        1,745          2,034         4,149             --
    Foreign currency............................................           --             --            --             --
    Receivables for --
      Sales of investments......................................    3,047,073             --     2,504,538        607,171
      Fund shares sold..........................................      483,735        298,309        18,364         59,977
      Dividends and interest....................................      121,994      2,266,766       518,310        359,079
      Variation margin on future contracts......................           --             --            --             --
    Receivable for foreign currency contracts sold..............           --             --            --             --
    Prepaid expenses............................................       17,817         39,845         8,231         36,607
    Unrealized appreciation of foreign currency contracts.......           --             --            --             --
                                                                  --------------------------------------------------------
             Total assets.......................................   93,961,705    240,977,703    30,534,539    309,497,643
                                                                  --------------------------------------------------------
    LIABILITIES:
    Payables for --
      Purchases of investments..................................           --     15,046,042     2,501,302        844,335
      Fund shares redeemed......................................      183,824        126,389        22,292        223,889
      Management fees...........................................       40,317        118,448        14,717        190,721
      Foreign currency contracts................................           --             --            --             --
      Due to custodian bank.....................................           --             --            --        236,579
    Other accrued expenses......................................       45,881        108,096        21,426        144,675
    Unrealized depreciation of foreign currency contracts.......           --             --            --             --
                                                                  --------------------------------------------------------
             Total liabilities..................................      270,022     15,398,975     2,559,737      1,640,199
                                                                  --------------------------------------------------------
    NET ASSETS:.................................................  $93,691,683   $225,578,728   $27,974,802   $307,857,444
                                                                  ========================================================
    Shares of beneficial interest outstanding (unlimited shares
      authorized)...............................................   93,691,683     15,853,025     1,976,278     15,804,750
    Net asset value per share...................................  $      1.00    $     14.23    $    14.16    $     19.48
                                                                  ========================================================
    COMPOSITION OF NET ASSETS:
    Capital paid in.............................................  $93,691,683   $204,166,066   $27,090,425   $237,393,719
    Accumulated undistributed net investment income (loss)......          721     14,101,885     1,886,024      1,525,191
    Accumulated undistributed net realized gain (loss) on
      investments, futures contracts and options contracts......         (721)       450,358    (2,612,922)    13,868,992
    Unrealized appreciation of investments and short-term
      securities................................................           --      6,860,419     1,611,275     55,069,542
    Unrealized foreign exchange gain (loss) on other assets and
      liabilities...............................................           --             --            --             --
    Unrealized appreciation on futures contracts................           --             --            --             --
                                                                  -------------------------------------------------------
                                                                  $93,691,683   $225,578,728   $27,974,802   $307,857,444
                                                                  =======================================================
    ---------------
    *Cost
     Investment securities......................................  $        --   $194,935,330   $25,724,672   $250,040,267
                                                                  =======================================================
     Short-term securities and repurchase agreements............  $90,289,341    $36,575,000    $  145,000    $ 3,325,000
                                                                  =======================================================
</TABLE>
 
    See Notes to Financial Statements
 
- ---------------------
 
                                       47
<PAGE>   130
 
<TABLE>
<CAPTION>
                      STRATEGIC                     CAPITAL      CONVERTIBLE     FOREIGN       NATURAL
       HIGH YIELD    MULTI-ASSET   MULTI-ASSET    APPRECIATION   SECURITIES    SECURITIES     RESOURCES    TARGET '98
       PORTFOLIO      PORTFOLIO     PORTFOLIO      PORTFOLIO      PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO
      ----------------------------------------------------------------------------------------------------------------
<S>   <C>           <C>           <C>            <C>            <C>           <C>           <C>           <C>
      $43,368,315   $61,634,388   $156,475,287   $327,989,950   $31,015,232   $48,512,921   $27,669,106   $12,541,628
               --            --             --        790,925            --       494,328            --            --
        2,340,000     2,135,000     16,315,000     31,635,000     1,665,000     4,450,000     2,275,000       225,000
              184         1,689            936             --         3,256         1,131         2,724         4,736
               --           730             --             --            --            23            --            --
          129,270        67,268             --             --            --        97,162            --            --
              254         3,120         15,024        220,264         1,228        45,827        33,598           734
        1,048,127       390,043        739,347         72,627       308,086       225,338        33,634        32,126
               --            --             --             --            --         3,400            --            --
               --       135,908             --      1,059,813            --       154,966       401,392            --
            8,578        13,165         27,170          8,233         3,079         3,602         1,538           674
               --            --             --             --            --        43,331            --            --
      ----------------------------------------------------------------------------------------------------------------
       46,894,728    64,381,311    173,572,764    361,776,812    32,995,881    54,032,029    30,416,992    12,804,898
      ----------------------------------------------------------------------------------------------------------------
               --        95,357      5,015,347      3,224,337       894,442        58,395       998,066            --
           16,636        14,417        102,490        859,051        47,103        85,031        32,380         6,954
           27,775        54,332        142,913        204,116        19,311        40,644        18,184         6,770
               --       135,825             --      1,058,157            --       155,523       400,393            --
               --            --             --         53,512            --            --            --            --
           33,579        55,378         69,206        159,600        26,752        63,153        26,598        16,989
               --           142             --             --            --        19,820            --            --
      ----------------------------------------------------------------------------------------------------------------
           77,990       355,451      5,329,956      5,558,773       987,608       422,566     1,475,621        30,713
      ----------------------------------------------------------------------------------------------------------------
      $46,816,738   $64,025,860   $168,242,808   $356,218,039   $32,008,273   $53,609,463   $28,941,371   $12,774,185
      ======================================================================================================================
        5,618,366     5,435,876     12,901,232     15,340,737     2,665,182     4,537,636     1,914,023     1,010,380
      $      8.33    $    11.78    $     13.04    $     23.22    $    12.01    $    11.81    $    15.12    $    12.64
      ======================================================================================================================
      $55,823,789    $47,268,718   $121,349,884   $270,779,204   $31,187,505   $50,930,931   $24,446,526   $11,139,562
        4,658,768     1,761,777      5,315,320        918,755     1,734,211       738,683       325,546     1,203,164
      (14,710,104)    3,768,451      9,803,919     16,195,459    (1,470,237)   (2,288,863)      334,238      (254,450)
        1,044,285    11,224,958     31,773,693     68,323,989       556,775     4,153,965     3,834,792       685,909
               --         1,956             (8)           632            19        30,521           269            --
               --            --             --             --            --        44,226            --            --
      ----------------------------------------------------------------------------------------------------------------
      $46,816,738   $64,025,860   $168,242,808   $356,218,039   $32,008,273   $53,609,463   $28,941,371   $12,774,185
      ======================================================================================================================
      $42,324,030   $50,409,430   $124,701,594   $259,666,326   $30,458,457   $44,359,040   $23,834,314   $11,855,719
      ======================================================================================================================
      $ 2,340,000    $2,135,000    $16,315,000    $32,425,560    $1,665,000    $4,944,244    $2,275,000    $  225,000
      ======================================================================================================================
</TABLE>
 
                                                           ---------------------
 
                                       48
<PAGE>   131
 
- ---------------------
 
    ANCHOR SERIES TRUST
    STATEMENT OF OPERATIONS
    FOR THE YEAR ENDED DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                                                  GOVERNMENT
                                                                                       &
                                                                       MONEY        QUALITY       FIXED
                                                                       MARKET        BOND         INCOME       GROWTH
                                                                     PORTFOLIO     PORTFOLIO    PORTFOLIO     PORTFOLIO
    --------------------------------------------------------------------------------------------------------------------
    <S>                                                              <C>          <C>           <C>          <C>
    NET INVESTMENT INCOME:
    Income:
      Interest.....................................................  $6,871,195   $15,722,556   $2,043,953   $  681,522
      Dividends*...................................................          --            --           --     3,196,331
                                                                     ---------------------------------------------------
             Total income..........................................   6,871,195    15,722,556    2,043,953     3,877,853
                                                                     ---------------------------------------------------
    Expenses:
      Investment management fees...................................     569,193     1,346,394      174,815     2,044,069
      Custodian fees...............................................      41,865        99,995       31,520       112,190
      Audit and tax consulting fees................................      22,695        45,840       12,090        61,440
      Reports to Investors.........................................       5,340        65,125        1,070        87,955
      Trustees' fees...............................................       9,544        17,844        1,239        20,300
      Insurance expense............................................       2,951         5,882          766         6,640
      Legal fees...................................................       1,175         3,020           --         4,325
      Other expenses...............................................       4,363         6,344        1,870         6,388
                                                                     ---------------------------------------------------
             Total expenses........................................     657,126     1,590,444      223,370     2,343,307
                                                                     ---------------------------------------------------
    Net Investment income..........................................   6,214,069    14,132,112    1,820,583     1,534,546
                                                                     ---------------------------------------------------
    REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN
      CURRENCIES:
    Net realized gain (loss) on investments........................          --     8,288,042      450,299    13,885,804
    Net realized foreign exchange gain (loss) on other assets and
      liabilities..................................................          --            --           --         1,682
    Net realized loss on futures contracts.........................          --            --           --            --
    Change in unrealized appreciation/depreciation of
      investments..................................................          --    16,257,191    2,644,460    48,038,490
    Change in unrealized foreign exchange gain (loss) on other
      assets and liabilities.......................................          --            --           --            --
    Change in unrealized appreciation/depreciation on futures
      contracts....................................................          --            --           --            --
                                                                     ---------------------------------------------------
    Net realized and unrealized gain on investments and
      foreign currencies...........................................          --    24,545,233    3,094,759    61,925,976
                                                                     ---------------------------------------------------
    NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS...........  $6,214,069   $38,677,345   $4,915,342   $63,460,522
                                                                     ======================================================
</TABLE>
 
- ---------------
    * Net of foreign withholding taxes of $46,220; $64,926; $14,210; $77,691;
      $185,443; and $13,460 on Growth, Strategic Multi-Asset, Multi-Asset,
      Capital Appreciation, Foreign Securities and Natural Resources,
      respectively.
 
    See Notes to Financial Statements
 
- ---------------------
 
                                       49
<PAGE>   132
 
<TABLE>
<CAPTION>
                    STRATEGIC                    CAPITAL     CONVERTIBLE   FOREIGN      NATURAL
      HIGH YIELD   MULTI-ASSET   MULTI-ASSET   APPRECIATION  SECURITIES   SECURITIES   RESOURCES    TARGET '98
      PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO    PORTFOLIO    PORTFOLIO    PORTFOLIO    PORTFOLIO
      --------------------------------------------------------------------------------------------------------
<S>                <C>           <C>           <C>          <C>           <C>          <C>          <C>
     $4,933,551    $1,766,450    $5,153,507    $1,954,396   $1,088,553    $ 181,384    $ 105,518    $1,194,014
         44,509       764,239     1,932,926     1,242,798      886,033    1,236,785      484,777           --
      --------------------------------------------------------------------------------------------------------
      4,978,060     2,530,689     7,086,433     3,197,194    1,974,586    1,418,169      590,295     1,194,014
      ---------------------------------------------------------------------------------------------------------
        346,773       640,025     1,671,735     1,992,705      229,671      525,490      195,327        98,847
         47,710       130,500        69,005       114,510       29,665      155,500       38,565        23,025
         15,640        18,360        36,570        70,015       12,695       16,380       12,575         9,540
          1,605         2,490         6,585       104,535        1,605        3,025        8,650           535
          3,881         4,999        13,338        20,914        1,400        4,757        1,551         1,188
          1,219         1,703         4,334         5,948          949        1,965          596           456
             --           640         2,045         3,825           --          961           --            --
            666         2,634         4,892         4,934        2,003        2,640        1,587         1,605
      ---------------------------------------------------------------------------------------------------------
        417,494       801,351     1,808,504     2,317,386      277,988      710,718      258,851       135,196
      ---------------------------------------------------------------------------------------------------------
      4,560,566     1,729,338     5,277,929       879,808    1,696,598      707,451      331,444     1,058,818
      --------------------------------------------------------------------------------------------------------
       (574,848)    3,804,739     9,801,363    16,341,623     (605,935)   3,192,282      765,009       (73,496)
             --        62,813        54,742        45,778         (843)     177,598         (594)           --
             --            --            --       (49,594)          --           --           --            --
      4,437,941     7,569,691    22,147,546    63,564,898    3,911,087    2,451,554    3,011,630     1,322,217
             --       (45,810)           12           639           32     (113,395)         342            --
             --            --            --        96,925           --       44,226           --            --
      ---------------------------------------------------------------------------------------------------------
      3,863,093    11,391,433    32,003,663    80,000,269    3,304,341    5,752,265    3,776,387     1,248,721
      --------------------------------------------------------------------------------------------------------
     $8,423,659   $13,120,771   $37,281,592   $80,880,077   $5,000,939   $6,459,716   $4,107,831    $2,307,539
      =========================================================================================================
</TABLE>
 
                                                           ---------------------
 
                                       50
<PAGE>   133
 
- ---------------------
 
    ANCHOR SERIES TRUST
    STATEMENT OF CHANGES IN NET ASSETS
    FOR THE YEAR ENDED DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                                             GOVERNMENT &       FIXED
                                                             MONEY MARKET    QUALITY BOND      INCOME         GROWTH
                                                               PORTFOLIO       PORTFOLIO      PORTFOLIO      PORTFOLIO
    --------------------------------------------------------------------------------------------------------------------
    <S>                                                      <C>             <C>             <C>           <C>
    OPERATIONS:
    Net investment income..................................  $  6,214,069    $ 14,132,112    $1,820,583    $  1,534,546
    Net realized gain (loss) on investments................            --       8,288,042       450,299      13,885,804
    Net realized foreign exchange gain (loss) on other
      assets and liabilities...............................            --              --            --           1,682
    Net realized loss on futures contracts.................            --              --            --              --
    Change in unrealized appreciation/depreciation of
      investments..........................................            --      16,257,191     2,644,460      48,038,490
    Change in unrealized foreign exchange gain (loss) on
      other assets and liabilities.........................            --              --            --              --
    Change in unrealized appreciation/depreciation on
      futures contracts....................................            --              --            --              --
                                                             -----------------------------------------------------------
    Net increase in net assets resulting from operations...     6,214,069      38,677,345     4,915,342      63,460,522
                                                             -----------------------------------------------------------
    DIVIDENDS AND DISTRIBUTIONS PAID TO SHAREHOLDERS:
    Dividends from net investment income...................    (6,214,069)    (15,800,000)   (2,175,000)       (600,000)
    Distributions from net realized gains on investments...            --              --            --     (45,075,000)
                                                             -----------------------------------------------------------
    Total Dividends........................................    (6,214,069)    (15,800,000)   (2,175,000)    (45,675,000)
    CAPITAL SHARE TRANSACTIONS:
    Proceeds from shares sold..............................   174,371,348      82,378,525     3,593,837     134,319,676
    Proceeds from shares issued for reinvestment of
      dividends and distributions..........................     6,214,069      15,800,000     2,175,000      45,675,000
    Cost of shares repurchased.............................  (212,898,151)   (128,007,378)   (9,116,475)   (136,071,781)
                                                             -----------------------------------------------------------
    Net increase (decrease) in net assets resulting from
      capital share transactions...........................   (32,312,734)    (29,828,853)   (3,347,638)     43,922,895
                                                             -----------------------------------------------------------
    TOTAL INCREASE (DECREASE) IN NET ASSETS................   (32,312,734)     (6,951,508)     (607,296)     61,708,417
    NET ASSETS:
    Beginning of period....................................   126,004,417     232,530,236    28,582,098     246,149,027
                                                             -----------------------------------------------------------
    End of period..........................................  $ 93,691,683    $225,578,728   $27,974,802    $307,857,444
                                                             ===============================================================
    ---------------
    Undistributed net investment income....................  $        721    $ 14,101,885    $1,886,024    $  1,525,191
                                                             ===============================================================
    Shares issued and repurchased:
    Sold...................................................   174,371,348       5,911,036       260,087       6,859,732
    Issued in reinvestment of dividends and
      distributions........................................     6,214,069       1,159,208       160,992       2,382,629
    Repurchased............................................  (212,898,151)     (9,292,985)     (660,807)     (6,977,008)
                                                             -----------------------------------------------------------
    Net increase (decrease)................................   (32,312,734)     (2,222,741)     (239,728)      2,265,353
                                                             ===============================================================
</TABLE>
 
    See Notes to Financial Statements
 
- ---------------------
 
                                       51
<PAGE>   134
 
<TABLE>
<CAPTION>
                      STRATEGIC                       CAPITAL      CONVERTIBLE      FOREIGN        NATURAL
       HIGH YIELD    MULTI-ASSET    MULTI-ASSET    APPRECIATION     SECURITIES     SECURITIES     RESOURCES     TARGET '98
       PORTFOLIO      PORTFOLIO      PORTFOLIO       PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO
      ---------------------------------------------------------------------------------------------------------------------
<S>                  <C>            <C>            <C>             <C>            <C>            <C>            <C>
      $ 4,560,566    $ 1,729,338    $ 5,277,929    $    879,808    $ 1,696,598    $   707,451    $   331,444    $1,058,818
         (574,848)     3,804,739      9,801,363      16,341,623       (605,935)     3,192,282        765,009       (73,496)
               --         62,813         54,742          45,778           (843)       177,598           (594)           --
               --             --             --         (49,594)            --             --             --            --
        4,437,941      7,569,691     22,147,546      63,564,898      3,911,087      2,451,554      3,011,630     1,322,217
               --        (45,810)            12             639             32       (113,395)           342            --
               --             --             --          96,925             --         44,226             --            --
      ---------------------------------------------------------------------------------------------------------------------
        8,423,659     13,120,771     37,281,592      80,880,077      5,000,939      6,459,716      4,107,831     2,307,539
      ---------------------------------------------------------------------------------------------------------------------
       (5,345,000)    (1,125,000)    (5,910,000)     (2,145,000)    (2,059,675)      (279,273)      (365,000)   (1,285,000)
               --     (8,585,000)   (12,550,000)     (2,960,000)    (1,515,325)       (55,727)      (510,000)           --
      ---------------------------------------------------------------------------------------------------------------------
       (5,345,000)    (9,710,000)   (18,460,000)     (5,105,000)    (3,575,000)      (335,000)      (875,000)   (1,285,000)
       29,986,515      4,822,892     20,218,971     288,502,705      4,402,376     31,832,730     27,421,662     1,032,164
        5,345,000      9,710,000     18,460,000       5,105,000      3,575,000        335,000        875,000     1,285,000
      (39,650,684)   (19,275,150)   (53,417,004)   (242,708,947)   (12,390,422)   (53,323,700)   (23,817,885)   (9,759,706)
      ---------------------------------------------------------------------------------------------------------------------
       (4,319,169)    (4,742,258)   (14,738,033)     50,898,758     (4,413,046)   (21,155,970)     4,478,777    (7,442,542)
      ---------------------------------------------------------------------------------------------------------------------
       (1,240,510)    (1,331,487)     4,083,559     126,673,835     (2,987,107)   (15,031,254)     7,711,608    (6,420,003)
       48,057,248     65,357,347    164,159,249     229,544,204     34,995,380     68,640,717     21,229,763    19,194,188
      ---------------------------------------------------------------------------------------------------------------------
      $46,816,738    $64,025,860   $168,242,808    $356,218,039    $32,008,273    $53,609,463    $28,941,371   $12,774,185
      ============================================================================================================================
      $ 4,658,768    $ 1,761,777    $ 5,315,320    $    918,755    $ 1,734,211    $   738,683    $   325,546    $1,203,164
      ============================================================================================================================
        3,623,914        408,481      1,590,143      13,911,588        362,321      2,954,097      1,917,837        80,359
          669,800        853,251      1,463,918         213,867        302,453         29,698         56,379       104,727
       (4,777,982)    (1,615,387)    (4,174,813)    (11,890,507)    (1,026,033)    (4,950,332)    (1,657,363)     (748,356)
      ---------------------------------------------------------------------------------------------------------------------
         (484,268)      (353,655)    (1,120,752)      2,234,948       (361,259)    (1,966,537)       316,853      (563,270)
      ============================================================================================================================
</TABLE>
 
                                                           ---------------------
 
                                       52
<PAGE>   135
 
- ---------------------
 
    ANCHOR SERIES TRUST
    STATEMENT OF CHANGES IN NET ASSETS
    FOR THE YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
                                                                              GOVERNMENT &
                                                              MONEY MARKET    QUALITY BOND    FIXED INCOME      GROWTH
                                                                PORTFOLIO       PORTFOLIO      PORTFOLIO       PORTFOLIO
    ----------------------------------------------------------------------------------------------------------------------
    <S>                                                       <C>             <C>             <C>            <C>
    OPERATIONS:
    Net investment income (loss)............................. $  5,053,075     $ 16,092,101    $ 2,210,718   $    589,312
    Net realized gain (loss) on investments..................            --      (7,986,242)    (1,301,569)    45,029,897
    Net realized foreign exchange gain (loss) on other assets
      and liabilities........................................            --              --             --         (2,613)
    Net realized loss on futures contracts...................            --              --             --        (60,773)
    Change in unrealized appreciation/depreciation of
      investments............................................            --     (16,641,129)    (2,198,588)   (59,903,478)
    Change in unrealized foreign exchange gain (loss) on
      other assets and liabilities...........................            --              --             --             --
    Change in unrealized appreciation/depreciation on futures
      contracts..............................................            --              --             --        109,200
                                                              ------------------------------------------------------------
    Net increase (decrease) in net assets resulting from
      operations.............................................     5,053,075      (8,535,270)    (1,289,439)   (14,238,455)
                                                              ------------------------------------------------------------
    DIVIDENDS AND DISTRIBUTIONS PAID TO SHAREHOLDERS:
    Dividends from net investment income.....................    (5,053,075)    (13,100,000)    (2,700,000)      (651,000)
    Distributions from net realized gains on investments.....            --      (3,391,923)            --    (37,838,174)
                                                              ------------------------------------------------------------
    Total dividends and distributions paid to shareholders...    (5,053,075)    (16,491,923)    (2,700,000)   (38,489,174)
                                                              ------------------------------------------------------------
    CAPITAL SHARE TRANSACTIONS:
    Proceeds from shares sold................................   322,223,508     129,783,476      7,041,126    114,004,262
    Proceeds from shares issued for reinvestment of dividends
      and distributions......................................     5,053,075      16,491,923      2,700,000     38,489,174
    Cost of shares repurchased...............................  (300,580,693)   (153,377,529)   (18,285,252)  (164,666,850)
                                                              ------------------------------------------------------------
    Net increase (decrease) in net assets resulting from
      capital share transactions.............................    26,695,890      (7,102,130)    (8,544,126)   (12,173,414)
                                                              ------------------------------------------------------------
    TOTAL INCREASE (DECREASE) IN NET ASSETS..................    26,695,890     (32,129,323)   (12,533,565)   (64,901,043)
    NET ASSETS:
    Beginning of period......................................    99,308,527     264,659,559     41,115,663    311,050,070
                                                              ------------------------------------------------------------
    End of period............................................ $ 126,004,417   $ 232,530,236   $ 28,582,098   $246,149,027
                                                              ===========================================================
    ---------------
    Undistributed Net Investment Income...................... $          --   $  15,789,649   $  2,166,226   $    588,113
                                                              ===========================================================
    Shares issued and repurchased:
    Sold.....................................................   322,223,508       9,507,500        499,156      5,504,059
    Issued in reinvestment of dividends and distributions....     5,053,075       1,289,439        209,465      2,070,424
    Repurchased..............................................  (300,580,693)    (11,332,089)    (1,320,604)    (7,970,971)
                                                              ------------------------------------------------------------
    Net increase (decrease)..................................    26,695,890        (535,150)      (611,983)      (396,488)
                                                              ============================================================
</TABLE>
 
    See Notes to Financial Statements
 
- ---------------------
 
                                       53
<PAGE>   136
<TABLE>
<CAPTION>
                    STRATEGIC                       CAPITAL      CONVERTIBLE      FOREIGN        NATURAL
     HIGH YIELD    MULTI-ASSET    MULTI-ASSET    APPRECIATION     SECURITIES     SECURITIES     RESOURCES     TARGET '98
     PORTFOLIO      PORTFOLIO      PORTFOLIO       PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO
    <S>            <C>            <C>            <C>             <C>            <C>            <C>            <C>
     -------------------------------------------------------------------------------------------------------------------
 
    $  5,240,121   $  1,306,606   $  5,471,540   $    (204,197)  $  2,001,673   $    795,683   $    359,570   $1,320,838

      (1,823,863)     8,365,992     13,105,843       5,912,034        748,435      6,316,998        340,375       33,190
              --        (23,792)      (113,378)        (30,358)           690        648,570        (23,942)          --
              --        (14,492)       (18,332)       (672,334)            --             --             --           --

      (6,331,551)   (11,630,124)   (22,083,098)    (12,793,677)    (6,810,303)   (11,076,911)    (1,087,698)  (2,240,674)
              --         64,785            364              (7)           283        172,636            (95)          --

              --            150            450          (7,350)            --             --             --           --
      -------------------------------------------------------------------------------------------------------------------

      (2,915,293)    (1,930,875)    (3,636,611)     (7,795,889)    (4,059,222)    (3,143,024)      (411,790)    (886,646)
      -------------------------------------------------------------------------------------------------------------------

      (6,300,000)      (976,000)    (6,102,000)             --     (1,537,000)      (212,000)      (175,000)  (1,650,000)
              --    (11,425,149)   (19,208,777)    (22,323,210)    (3,502,058)            --       (166,804)    (110,379)
      -------------------------------------------------------------------------------------------------------------------
      (6,300,000)   (12,401,149)   (25,310,777)    (22,323,210)    (5,039,058)      (212,000)      (341,804)  (1,760,379)
      -------------------------------------------------------------------------------------------------------------------

      67,332,548      9,928,946     20,436,178     278,365,698     13,449,452     77,332,563     27,993,570    5,380,948
       6,300,000     12,401,149     25,310,777      22,323,210      5,039,058        212,000        341,804    1,760,379
     (95,663,040)   (19,107,059)   (61,540,644)   (223,541,035)   (15,949,592)   (78,128,558)   (24,606,646)  (5,800,361)
      -------------------------------------------------------------------------------------------------------------------
                
     (22,030,492)     3,223,036    (15,793,689)     77,147,873      2,538,918       (583,995)     3,728,728    1,340,966
      -------------------------------------------------------------------------------------------------------------------
     (31,245,785)   (11,108,988)   (44,741,077)     47,028,774     (6,559,362)    (3,939,019)     2,975,134   (1,306,059)
      79,303,033     76,466,335    208,900,326     182,515,430     41,554,742     72,579,736     18,254,629   20,500,247
      -------------------------------------------------------------------------------------------------------------------
    $ 48,057,248   $ 65,357,347   $164,159,249   $ 229,544,204   $ 34,995,380   $ 68,640,717   $ 21,229,763  $19,194,188
      ===================================================================================================================

    $  5,338,966   $  1,069,869   $  5,902,500   $          --   $  2,089,605   $    188,634   $    358,400   $1,278,815
      ===================================================================================================================

       7,532,098        756,391      1,559,801      14,852,505        953,509      7,099,164      2,029,112      396,096
         793,451      1,067,225      2,137,735       1,248,502        408,021         19,099         24,088      142,772
     (10,628,944)    (1,472,803)    (4,727,375)    (11,993,003)    (1,185,606)    (7,256,217)    (1,825,654)    (435,632)
      -------------------------------------------------------------------------------------------------------------------
      (2,303,395)       350,813     (1,029,839)      4,108,004        175,924       (137,954)       227,546      103,236
      ==================================================================================================================
</TABLE>
 
                                                           ---------------------
 
                                       54
<PAGE>   137
 
- ---------------------
 
ANCHOR SERIES TRUST
NOTES TO FINANCIAL STATEMENTS
 
NOTE 1. ORGANIZATION:  Anchor Series Trust (the "Trust") was organized as a
business trust under the laws of the Commonwealth of Massachusetts on August 26,
1983. The Trust is registered under the Investment Company Act of 1940, as
amended, as an open-end diversified management investment company. Effective
December 1, 1992, the Aggressive Growth Portfolio and Aggressive Multi-Asset
Portfolio changed their names to the Capital Appreciation Portfolio and the
Strategic Multi-Asset Portfolio, respectively.
 
  Prior to January 18, 1990, all of the shares of the Trust were owned by
certain separate accounts of Integrated Resources Life Insurance Company ("IR
Life"), The Capitol Life Insurance Company ("Capitol Life"), and Presidential
Life Insurance Company. On that date, Anchor National Life Insurance Company
("Anchor National") acquired, on an assumption reinsurance basis, all of the
variable annuity and variable life insurance contracts issued by IR Life,
including certain variable annuity contracts which had been assumed previously
by IR Life from Capitol Life. In connection with these transactions, all of the
separate accounts of IR Life and Capitol Life that previously owned shares of
the Trust were transferred to Anchor National. Anchor National is an indirect
wholly owned subsidiary of SunAmerica Inc. ("SunAmerica"). Phoenix Mutual Life
Insurance Company ("Phoenix") subsequently acquired on an assumption reinsurance
basis, all of Anchor National's variable life contracts and, accordingly,
certain separate accounts of Anchor National owning shares of the Trust were
transferred to Phoenix. On September 3, 1992, First SunAmerica Life Insurance
Company ("First SunAmerica"), an indirect wholly owned subsidiary of SunAmerica
Inc., commenced sales of variable annuity contracts funded through the Trust.
Therefore, certain shares of the Trust are owned by a First SunAmerica separate
account.
 
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES:  Following is a summary of significant
accounting policies consistently followed by the Trust in the preparation of its
financial statements.
 
SECURITY VALUATIONS:  Stocks are stated at value based upon closing sales prices
reported on recognized securities exchanges or, for listed securities having no
sales reported and for unlisted securities, upon last-reported bid prices.
Bonds, debentures, and other long-term debt securities are valued at prices
obtained for the day of valuation from a bond pricing service of a major dealer
in bonds when such prices are available; however, in circumstances where the
investment adviser deems it appropriate to do so, an over-the-counter or
exchange quotation at the mean of representative bid or asked prices may be
used. Securities traded primarily on securities exchanges outside the United
States are valued at the last sale price on such exchanges on the day of
valuation, or if there is no sale on the day of valuation, at the last reported
bid price. Except for the Money Market Portfolio, short-term securities with
original or remaining maturities in excess of 60 days are valued at the mean of
their quoted bid and ask prices. Discounts or premiums on short-term securities
with 60 days or less to maturity are amortized to maturity. Discounts and
premiums are determined based upon the cost of the securities to the Trust if
acquired within 60 days of maturity or, if already held by the Trust on the 60th
day, are amortized to maturity based on the value determined on the 61st day.
Securities for which quotations are not readily available are valued at fair
value as determined in good faith under the direction of the Trust's Trustees.
 
  For the Money Market Portfolio, securities are valued at amortized cost, which
approximates market value. The amortized cost method involves valuing a security
at its cost on the date of purchase and thereafter assuming a constant
amortization to maturity of any discount or premium.
 
REPURCHASE AGREEMENTS:  The Trust's custodian takes possession of the collateral
pledged for investments in repurchase agreements. The underlying collateral is
valued daily on a mark-to-market basis to assure that the value, including
accrued interest, is at least 102% of the repurchase price. In the event of
default of the obligation to repurchase, the Trust has the right to liquidate
the collateral and apply the proceeds in satisfaction of the obligation. If the
seller defaults and the value of the collateral declines or if bankruptcy
proceedings are commenced with respect to the seller of the security,
realization of the collateral by the Trust may be delayed or limited.
 
FOREIGN CURRENCY TRANSLATION:  The books and records of the Trust are maintained
in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at
published rates on the following basis:
 
  (i) market value of investment securities, other assets and liabilities at the
  prevailing rate of exchange on the valuation date.
 
  (ii) purchases and sales of investment securities, income and expenses at the
  rate of exchange prevailing on the respective dates of such transactions.
 
  Assets and liabilities denominated in foreign currencies and commitments under
forward foreign currency contracts are translated into U.S. dollars at the mean
of the quoted bid and asked prices of such currencies against the U.S. dollar.
 
- ---------------------
 
                                       55
<PAGE>   138
 
  The Trust does not isolate that portion of the results of operations arising
as a result of changes in the foreign exchange rates from the changes in the
market prices of securities held at fiscal year-end. The Trust does not isolate
the effect of changes in foreign exchange rates from the changes in the market
prices of portfolio securities sold during the year.
 
  Realized foreign exchange gain (loss) on other assets and liabilities and
change in unrealized foreign exchange gain (loss) on other assets and
liabilities include realized foreign exchange gains and losses from currency
gains or losses realized between the trade and settlement dates of securities
transactions, the difference between the amounts of interest, dividends,
discount and foreign withholding taxes recorded on the Trust's books and the
U.S. dollar equivalent amounts actually received or paid and changes in the
unrealized foreign exchange gains and losses relating to other assets and
liabilities arising as a result of changes in the exchange rate.
 
FUTURES CONTRACTS:  A futures contract is an agreement between two parties to
buy and sell a security at a set price on a future date. Upon entering into such
a contract the Trust is required to pledge to the broker an amount of cash or
U.S. government securities equal to the minimum "initial margin" requirements of
the exchange on which the futures contract is traded. The contract amount
reflects the extent of a portfolio's exposure in these financial instruments. A
portfolio's participation in the futures markets involves certain risks,
including imperfect correlation between movements in the price of futures
contracts and movements in the price of the securities hedged or used for cover.
The Trust's activities in futures contracts are conducted through regulated
exchanges which do not result in counterparty credit risks. Pursuant to a
contract the portfolios agree to receive from or pay to the broker an amount of
cash equal to the daily fluctuation in value of the contract. Such receipts or
payments are known as "variation margin" and are recorded by the portfolios as
unrealized appreciation or depreciation. When a contract is closed, the
portfolios record a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed.
 
SECURITIES TRANSACTIONS, DIVIDENDS, INVESTMENT INCOME AND EXPENSES:  As is
customary in the mutual fund industry, securities transactions are accounted for
on the date the securities are purchased or sold. Interest income is accrued
daily except when collection is not expected. Dividend income is recorded on the
ex-dividend date except for certain dividends from foreign securities which are
recorded as soon as the Fund is informed after the ex-dividend date. The Trust
does not amortize premiums or accrete discounts on fixed income securities,
other than short-term securities, except those original issue discounts for
which amortization is required for federal income tax purposes; gains and losses
realized upon the sale of such securities are based on their identified cost.
 
  Portfolios which earn foreign income and capital gains may be subject to
foreign withholding taxes at various rates.
 
  Common expenses incurred by the Trust are allocated among the series based
upon relative net assets. In all other respects, expenses are charged to each
series as incurred on a specific identification basis.
 
  The Trust records dividends and distributions to its shareholders on the
ex-dividend date.
 
USE OF ESTIMATES IN FINANCIAL STATEMENT PREPARATION:  The preparation of
financial statements in accordance with generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported
amounts and disclosures in the financial statements. Actual results could differ
from those estimates.
 
STATEMENT OF POSITION 93-2:  The Trust follows Statement of Position 93-2
Determination, Disclosure, and Financial Statement Presentation of Income,
Capital Gain, and Return of Capital Distributions by Investment Companies.
Accordingly, the amount of dividends and distributions from net investment
income and net realized capital gains are determined and presented in accordance
with federal income tax regulations, which may differ from generally accepted
accounting principles. These "book/tax" differences are either considered
temporary or permanent in nature. To the extent these differences are permanent
in nature, such amounts are reclassified within the capital accounts based on
their federal tax-basis treatment; temporary differences do not require
reclassification. Dividends and distributions which exceed net investment income
and net realized capital gains for financial reporting purposes but not for tax
purposes are reported as dividends in excess of net investment income or
distributions in excess of net realized capital gains. To the extent
distributions exceed current and accumulated earnings and profits for federal
income tax purposes, they are reported as distributions of paid-in capital. Net
investment income/loss, net realized gain/loss, and net assets were not
affected.
 
                                                           ---------------------
 
                                       56
<PAGE>   139
 
  For the year ended December 31, 1995, the reclassification arising from
book/tax differences resulted in increases (decreases) to the components of net
assets as follows:
 
<TABLE>
<CAPTION>
                                                                                     ACCUMULATED     ACCUMULATED
                                                                                    UNDISTRIBUTED   UNDISTRIBUTED       PAID
                                                                                    NET REALIZED    NET REALIZED         IN
                                                                                     INCOME/LOSS      GAIN/LOSS        CAPITAL
    <S>                                                                             <C>             <C>             <C>
                                                                                    ---------------------------------------------
    Money Market Portfolio........................................................   $       721     $      (721)     $        --
    Government & Quality Bond Portfolio...........................................       (19,876)         19,876               --
    Fixed Income Portfolio........................................................        74,215         (44,792)         (29,423)
    Growth Portfolio..............................................................         2,532         (19,630)          17,098
    High Yield Portfolio..........................................................       104,236        (104,236)              --
    Strategic Multi-Asset Portfolio...............................................        87,570         (87,570)              --
    Multi-Asset Portfolio.........................................................        44,891         (44,891)              --
    Capital Appreciation Portfolio................................................     2,183,947      (2,183,947)              --
    Convertible Securities Portfolio..............................................         7,683          (7,683)              --
    Foreign Securities Portfolio..................................................       121,871        (121,871)              --
    Natural Resources Portfolio...................................................           702            (702)              --
    Target '98 Portfolio..........................................................       150,531        (150,531)              --
</TABLE>
 
NOTE 3. JOINT REPURCHASE AGREEMENT ACCOUNT:  The Trust transfers uninvested cash
balances into a single joint account, the daily aggregate balance of which is
invested in one or more repurchase agreements collateralized by U.S. Treasury or
federal agency obligations. As of December 31, 1995, the undivided interest in a
repurchase agreement in the joint account of each portfolio of the Trust was as
follows: Money Market Portfolio, 0.0%; Government and Quality Bond Portfolio,
36.2%; Fixed Income Portfolio, 0.1%; Growth Portfolio, 3.3%; High Yield
Portfolio, 2.3%; Strategic Multi-Asset Portfolio, 2.1%; Multi-Asset Portfolio,
16.1%; Capital Appreciation Portfolio, 31.3%; Convertible Securities Portfolio,
1.7%; Foreign Securities Portfolio, 4.4%; Natural Resources Portfolio, 2.3% and
Target '98 Portfolio, 0.2%. The undivided interest for the Trust represented
$101,085,000 in principal amount. As of such date the repurchase agreement in
the joint account and the collateral therefore was as follows:
 
  Lehman Brothers Repurchase Agreement, 5.93% dated 12/29/95, in the principal
amount of $101,085,000 repurchase price $101,151,604 due 1/2/96 collateralized
by $96,140,000 U.S. Treasury Strip due 2/15/08, $14,405,000 U.S. Treasury Strip
due 2/15/98 and $164,595,000 U.S. Treasury Strip due 8/15/17, approximate
aggregate value $103,656,969.
 
NOTE 4. FEDERAL INCOME TAXES:  It is the Trust's policy to meet the requirements
of the Internal Revenue Code applicable to regulated investment companies and to
distribute all of its taxable net income to shareholders. Therefore, no federal
income tax provision is required. Each portfolio is considered a separate entity
for tax purposes.
 
  At December 31, 1995, the cost of investments for federal income tax purposes
and aggregate gross unrealized gains and losses for each portfolio were as
follows:
 
<TABLE>
<CAPTION>
                                           AGGREGATE      AGGREGATE
                                             GROSS          GROSS        UNREALIZED                       CAPITAL
                                          UNREALIZED      UNREALIZED     GAIN (LOSS)      COST OF          LOSS
                                             GAIN            LOSS            NET        INVESTMENTS      CARRYOVER     EXPIRATION
     <S>                                  <C>            <C>             <C>            <C>             <C>            <C>
                                             --------------------------------------------------------------------------------
     Money Market Portfolio............   $        --    $         --    $        --    $ 90,289,341    $        --       --*
     Government & Quality Bond
       Portfolio.......................     7,095,847        (235,428)     6,860,419     231,510,330             --        --
     Fixed Income Portfolio............     1,620,086          (8,811)     1,611,275      25,869,672      2,616,922    1996-2002
     Growth Portfolio..................    60,652,359      (5,633,319)    55,019,040     253,415,769             --        --
     High Yield Portfolio..............     1,798,659        (767,811)     1,030,848      44,677,467     14,696,667    1997-2003
     Strategic Multi-Asset Portfolio...    12,148,039        (925,349)    11,222,690      52,546,698             --        --
     Multi-Asset Portfolio.............    32,803,803      (1,030,110)    31,773,693     141,016,594             --        --
     Capital Appreciation Portfolio....    83,370,473     (15,109,971)    68,260,502     292,155,373             --        --
     Convertible Securities
       Portfolio.......................     1,733,826      (1,177,051)       556,775      32,123,457      1,470,924       2003
     Foreign Securities Portfolio......     6,239,243      (2,098,702)     4,140,541      49,316,708      2,275,439    2000-2001
     Natural Resources Portfolio.......     4,411,160        (808,511)     3,602,649      26,341,457             --       --*
     Target '98 Portfolio..............       725,285         (39,376)       685,909      12,080,719        254,450    2002-2003
</TABLE>
 
The Government & Quality Bond, Fixed Income and Foreign Securities utilized
capital loss carryover of $6,177,631, $183,473 and $3,191,390, respectively, to
partially offset the portfolios' net taxable gains realized and recognized in
the year ended December 31, 1995.
 
* Post 10/31 Capital Loss Deferrals: Money Market $721 and Natural Resources
  $386.
 
NOTE 5. INVESTMENT MANAGEMENT AGREEMENTS:  The Trust has entered into an
Investment Advisory and Management Agreement (the "Management Agreement") with
SunAmerica Asset Management Corp. ("SAAMCo") with respect to each portfolio.
SAAMCo serves as manager for each of the portfolios. SAAMCo has entered into
Subadvisory Agreements (the "Subadvisory Agreement") with Wellington Management
Company ("WMC") to manage the investments of each portfolio.
 
- ---------------------
 
                                       57
<PAGE>   140
 
  The Trust pays SAAMCo a monthly fee calculated daily at the following annual
percentages of each portfolio's average daily net assets:
 
<TABLE>
<CAPTION>
                           AVERAGE DAILY      MANAGEMENT                                  AVERAGE DAILY      MANAGEMENT
       PORTFOLIO             NET ASSETS          FEE                  PORTFOLIO             NET ASSETS          FEE
<S>                       <C>                 <C>              <C>                       <C>                 <C>
- --------------------------------------------------------       --------------------------------------------------------
Money Market               $0-$150 million       .500%         Capital Appreciation       $0-$100 million       .750%
                          >   $150 million       .475%                                   >   $100 million       .675%
                          >   $250 million       .450%                                   >   $250 million       .625%
                          >   $500 million       .425%                                   >   $500 million       .600%
Government & Quality
  Bond/                    $0-$200 million       .625%         Convertible Securities     $0-$100 million       .700%
Fixed Income              >   $200 million       .575%                                   >   $100 million       .650%
                          >   $500 million       .500%                                   >   $250 million       .600%
Growth                     $0-$250 million       .750%                                   >   $500 million       .575%
                          >   $250 million       .675%         Foreign Securities         $0-$100 million       .900%
                          >   $500 million       .600%                                   >   $100 million       .825%
High Yield                 $0-$250 million       .700%                                   >   $250 million       .750%
                          >   $250 million       .575%                                   >   $500 million       .700%
                          >   $500 million       .500%         Natural Resources         >   $          0       .750%
Strategic Multi-Asset/     $0-$200 million      1.000%         Target '98                 $0-$100 million       .625%
Multi-Asset               >   $200 million       .875%                                   >   $100 million       .570%
                          >   $500 million       .800%                                   >   $250 million       .525%
                                                                                         >   $500 million       .500%
</TABLE>
 
  The portion of the investment advisory fees received by SAAMCo which are paid
to WMC are as follows:
 
<TABLE>
<CAPTION>
                           AVERAGE DAILY         WMC                                      AVERAGE DAILY         WMC
       PORTFOLIO             NET ASSETS       ALLOCATION              PORTFOLIO             NET ASSETS       ALLOCATION
<S>                       <C>                 <C>              <C>                       <C>                 <C>
- --------------------------------------------------------       --------------------------------------------------------
Money Market               $0-$500 million       .075%         Multi-Asset                $0-$ 50 million       .250%
                          >   $500 million       .020%                                   >   $ 50 million       .175%
Government & Quality
  Bond/                    $0-$ 50 million       .225%                                   >   $150 million       .150%
Fixed Income              >   $ 50 million       .125%         Capital Appreciation       $0-$ 50 million       .375%
                          >   $100 million       .100%                                   >   $ 50 million       .275%
Growth/                    $0-$ 50 million       .325%                                   >   $150 million       .200%
Convertible Securities    >   $ 50 million       .225%                                   >   $500 million       .150%
                          >   $150 million       .200%         Foreign Securities         $0-$ 50 million       .400%
                          >   $500 million       .150%                                   >   $ 50 million       .275%
High Yield                 $0-$ 50 million       .300%                                   >   $150 million       .200%
                          >   $ 50 million       .225%                                   >   $500 million       .150%
                          >   $150 million       .175%         Natural Resources          $0-$ 50 million       .350%
                          >   $500 million       .150%                                   >   $ 50 million       .250%
Strategic Multi-Asset      $0-$ 50 million       .300%                                   >   $150 million       .200%
                          >   $ 50 million       .200%                                   >   $500 million       .150%
                          >   $150 million       .175%         Target '98                 $0-$ 50 million       .225%
                          >   $500 million       .150%                                   >   $ 50 million       .150%
                                                                                         >   $100 million       .100%
                                                                                         >   $500 million       .050%
</TABLE>
 
  The Management Agreements provide that SAAMCo shall act as investment adviser
to the Trust; manage the Trust's investments; administer its business affairs;
furnish offices, necessary facilities and equipment; provide clerical,
bookkeeping and administrative services; and permit any of its officers or
employees to serve, without compensation, as trustees or officers of the Trust,
if duly elected to such positions.
 
  SAAMCo has agreed that, in the event the expenses of one or more of the
portfolios exceeds applicable state law expense limitations, it will waive its
fees under the Management Agreements to the extent necessary to reduce the
expenses of the affected portfolio(s) so as not to exceed such limitation(s). No
such waiver shall result in the obligation (contingent or otherwise) of the
affected portfolio(s) to repay SAAMCo in any fiscal year any such amounts waived
in previous fiscal years. Such agreements with respect to expense limitations do
not require SAAMCo to additionally reimburse any portfolio in the event the
waivers are insufficient to reduce such portfolio's expenses to the applicable
limitations. For the year ended December 31, 1995, no such waiver was required.
For the year ended December 31, 1995, SAAMCo received fees of $9,835,044 from
the Trust, of which SAAMCo informed the Trust that $6,911,838 was retained and
$2,923,206 was allocated to WMC.
 
                                                           ---------------------
 
                                       58
<PAGE>   141
 
NOTE 6. SECURITIES TRANSACTIONS:  The portfolios had the following purchases and
sales of long-term securities for the year ended December 31, 1995:
<TABLE>
<CAPTION>
                                                            GOVERNMENT
                                                                 &
                                                 MONEY        QUALITY       FIXED                                 STRATEGIC
                                                MARKET         BOND         INCOME       GROWTH      HIGH YIELD   MULTI-ASSET
                                               PORTFOLIO     PORTFOLIO    PORTFOLIO     PORTFOLIO    PORTFOLIO    PORTFOLIO
    <S>                                       <C>           <C>           <C>          <C>           <C>          <C>
                                              ------------------------------------------------------------------------------
    Purchases...............................  $        --  $280,032,787  $20,860,594  $262,173,263  $30,599,223  $22,851,783
    Sales...................................           --   319,238,312   23,327,396   244,236,382   33,330,959   34,094,940
    U.S. Government Securities included
      above were as follows:
    Purchases of U.S. Government
      Securities............................           --   263,098,087   11,564,048            --           --    4,101,742
    Sales of U.S. Government Securities.....           --   299,853,282   11,726,301            --           --    3,828,801
 
<CAPTION>
                                                              CAPITAL     CONVERTIBLE    FOREIGN      NATURAL
                                             MULTI-ASSET    APPRECIATION  SECURITIES   SECURITIES    RESOURCES    TARGET '98
                                              PORTFOLIO      PORTFOLIO    PORTFOLIO     PORTFOLIO    PORTFOLIO    PORTFOLIO
                                              ------------------------------------------------------------------------------
    <S>                                      <C>            <C>           <C>          <C>           <C>          <C>
    Purchases..............................  $139,974,072   $211,172,139  $26,873,342  $18,097,416   $11,845,411  $ 5,922,737
    Sales..................................   171,221,554   155,259,628   30,571,746   40,402,804     7,777,269   14,366,747
    U.S. Government Securities included
      above were as follows:
    Purchases of U.S. Government
      Securities............................  112,921,487             --           --           --            --    5,470,722
    Sales of U.S. Government Securities.....  124,978,381             --           --           --            --   12,257,075
</TABLE>
 
NOTE 7. TRANSACTIONS WITH AFFILIATES:  The Trust has executed purchases and
sales of securities through Royal Alliance Associates, Inc. ("Royal"), a
broker/dealer which is affiliated with SAAMCo. For the year ended December 31,
1995, the following portfolios of the Trust paid brokerage commissions to Royal
of:
 
<TABLE>
<CAPTION>
                                                                                               AMOUNT
                                                                                              --------
              <S>                                                                             <C>
              Growth Portfolio..............................................................  $ 49,609
              Strategic Multi-Asset Portfolio...............................................     3,341
              Multi-Asset Portfolio.........................................................     6,145
              Capital Appreciation Portfolio................................................    35,445
              Natural Resources Portfolio...................................................    21,897
                                                                                              --------
                                                                                              $116,437
                                                                                              =========
</TABLE>
 
NOTE 8. FINANCIAL INVESTMENTS WITH OFF-BALANCE SHEET RISK: At December 31, 1995,
the Strategic Multi-Asset, Capital Appreciation, Foreign Securities and Natural
Resources Portfolios had outstanding forward foreign currency exchange contracts
("forward contracts") as a hedge against changes in future foreign exchange
rates. Forward contracts involve elements of market risk in excess of the amount
reflected in the Statement of Assets and Liabilities. The Trust bears the risk
of an unfavorable change in the foreign exchange rate underlying the forward
contract.
 
NOTE 9. TRUSTEES RETIREMENT PLAN:  The Trustees (and Directors) of the
SunAmerica Family of Mutual Funds have adopted the SunAmerica Disinterested
Trustees' and Directors' Retirement Plan (the "Retirement Plan") effective
January 1, 1993 for the unaffiliated Trustees. The Retirement Plan provides
generally that if an unaffiliated Trustee who has at least 10 years of
consecutive service as a Disinterested Trustee of any of the SunAmerica mutual
funds (an "Eligible Trustee") retires after reaching age 60 but before age 70 or
dies while a Trustee, such person will be eligible to receive a retirement or
death benefit from each SunAmerica mutual fund with respect to which he or she
is an Eligible Trustee. As of each birthday, prior to the 70th birthday, but in
no event for a period greater than 10 years, each Eligible Trustee will be
credited with an amount equal to 50% of his or her regular fees (excluding
committee fees) for services as a Disinterested Trustee of each SunAmerica
mutual fund for the calendar year in which such birthday occurs. In addition, an
amount equal to 8.5% of any amounts credited under the preceding clause during
prior years, is added to each Eligible Trustee's account until such Eligible
Trustee reaches his or her 70th birthday. An Eligible Trustee may receive
benefits payable under the Retirement Plan, at his or her election, either in
one lump sum or in up to fifteen annual installments. As of December 31, 1995,
the Trust had accrued $51,696 for the Retirement Plan, which is included in
accrued expenses on the Statement of Assets and Liabilities and for the year
ended December 31, 1995, expensed $31,701 for the Retirement Plan, which is
included in Trustee fees and expenses on the Statement of Operations.
 
- ---------------------
 
                                       59
<PAGE>   142
 
- ---------------------
 
ANCHOR SERIES TRUST
FINANCIAL HIGHLIGHTS*
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                             NET
                                          REALIZED
                                              &                       DIVIDENDS     DIVIDENDS
                                          UNREALIZED      TOTAL       DECLARED      FROM NET
              NET ASSET        NET          GAIN          FROM        FROM NET      REALIZED      NET ASSET
                VALUE        INVEST-       (LOSS)        INVEST-       INVEST-       GAIN ON        VALUE
  PERIOD      BEGINNING       MENT           ON           MENT          MENT         INVEST-       END OF         TOTAL
  ENDED       OF PERIOD      INCOME       INVESTMENTS   OPERATIONS     INCOME         MENTS        PERIOD        RETURN
<S>           <C>           <C>           <C>           <C>           <C>           <C>           <C>           <C>
- -------------------------------------------------------------------------------------------------------------------------
Money Market Portfolio
12/31/91       $   1.00       $  0.06      $     --      $   0.06      $  (0.06)     $     --      $   1.00         5.6%
12/31/92           1.00          0.03            --          0.03         (0.03)           --          1.00         3.4
12/31/93           1.00          0.02            --          0.02         (0.02)           --          1.00         2.0
12/31/94           1.00          0.04            --          0.04         (0.04)           --          1.00         3.8
12/31/95           1.00          0.05            --          0.05         (0.05)           --          1.00         5.6
Government & Quality Bond Portfolio
12/31/91          12.06          1.00          1.08          2.08         (0.11)           --         14.03        17.3
12/31/92          14.03          1.02         (0.05)         0.97         (1.07)           --         13.93         6.9
12/31/93          13.93          0.90          0.25          1.15         (0.86)           --         14.22         8.3
12/31/94          14.22          0.86         (1.30)        (0.44)        (0.73)        (0.19)        12.86        (3.1)
12/31/95          12.86          0.90          1.55          2.45         (1.08)           --         14.23        19.4
Fixed Income Portfolio
12/31/91          12.57          0.96          0.95          1.91         (0.05)           --         14.43        15.2
12/31/92          14.43          0.98         (0.04)         0.94         (1.06)           --         14.31         6.5
12/31/93          14.31          0.95          0.19          1.14         (0.91)           --         14.54         8.0
12/31/94          14.54          0.89         (1.36)        (0.47)        (1.17)           --         12.90        (3.2)
12/31/95          12.90          0.90          1.52          2.42         (1.16)           --         14.16        19.2
Growth Portfolio
12/31/91          15.46          0.22          6.05          6.27         (0.12)        (0.21)        21.40        40.8
12/31/92          21.40          0.09          0.99          1.08         (0.19)        (0.62)        21.67         5.4
12/31/93          21.67          0.05          1.60          1.65         (0.08)        (0.92)        22.32         7.8
12/31/94          22.32          0.05         (1.03)        (0.98)        (0.05)        (3.11)        18.18        (4.7)
12/31/95          18.18          0.11          4.62          4.73         (0.05)        (3.38)        19.48        26.3
High Yield Portfolio
12/31/91           5.96          0.81          1.16          1.97         (0.05)           --          7.88        33.1
12/31/92           7.88          0.81          0.28          1.09         (0.58)           --          8.39        13.9
12/31/93           8.39          0.79          0.79          1.58         (0.54)           --          9.43        19.1
12/31/94           9.43          0.15         (0.56)        (0.41)        (1.15)           --          7.87        (4.5)
12/31/95           7.87          0.77          0.67          1.44         (0.98)           --          8.33        18.8
Strategic Multi-Asset Portfolio
12/31/91          10.17          0.26          2.20          2.46            --            --         12.63        24.2
12/31/92          12.63          0.23          0.25          0.48         (0.34)        (0.32)        12.45         3.9
12/31/93          12.45          0.21          1.68          1.89         (0.28)           --         14.06        15.3
12/31/94          14.06          0.24         (0.53)        (0.29)        (0.20)        (2.28)        11.29        (2.6)
12/31/95          11.29          0.32          2.18          2.50         (0.23)        (1.78)        11.78        22.8
 
<CAPTION>
                                        RATIO OF
                                           NET
                          RATIO OF      INVESTMENT
               NET        EXPENSES       INCOME
             ASSETS          TO            TO
             END OF        AVERAGE       AVERAGE   PORTFOLIO
  PERIOD     PERIOD          NET           NET     TURNOVER
  ENDED      (000'S)       ASSETS        ASSETS      RATE
<S>           <C>         <C>           <C>        <C>
- --------------------------------------------------------------------------------------------
Money Market Portfolio
12/31/91    $ 119,855           0.7%          5.7%        --%
12/31/92      127,262           0.6           3.3         --
12/31/93       99,309           0.6           2.7         --
12/31/94      126,004           0.6           3.8         --
12/31/95       93,692           0.6           5.5         --
Government & Quality Bond Portfolio
12/31/91      197,463           0.8           7.8       87.5
12/31/92      207,860           0.8           7.3       76.4
12/31/93      264,660           0.7           6.2       93.2
12/31/94      232,530           0.7           6.4      117.6
12/31/95      225,579           0.7           6.5      135.2
Fixed Income Portfolio
12/31/91       37,887           0.9           7.2       55.3
12/31/92       40,001           0.8           6.8       31.8
12/31/93       41,116           0.8           6.3       45.9
12/31/94       28,582           0.8           6.5       56.5
12/31/95       27,975           0.8           6.5       76.7
Growth Portfolio
12/31/91      231,857           0.9           1.2       36.9
12/31/92      279,291           0.9           0.5       37.9
12/31/93      311,050           0.9           0.2       66.3
12/31/94      246,149           0.8           0.2       74.8
12/31/95      307,857           0.9           0.6       92.1
High Yield Portfolio
12/31/91       33,046           1.0          11.3       54.9
12/31/92       47,140           0.9           9.7      134.9
12/31/93       79,303           0.9           8.5      121.1
12/31/94       48,057           0.9           9.0       97.9
12/31/95       46,817           0.9           9.2       68.1
Strategic Multi-Asset Portfolio
12/31/91       88,585           1.3           2.3       42.0
12/31/92       79,621           1.3           1.8       57.5
12/31/93       76,466           1.3           1.2       73.9
12/31/94       65,357           1.3           1.8       63.7
12/31/95       64,026           1.3           2.7       36.9
</TABLE>
 
- ---------------
 
* Selected data for a share of beneficial interest outstanding throughout each
  period (calculated based upon average shares outstanding)
 
                                                           ---------------------
 
                                       60
<PAGE>   143
 
- ---------------------
 
ANCHOR SERIES TRUST
FINANCIAL HIGHLIGHTS*
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                             NET
                                          REALIZED
                                              &                       DIVIDENDS     DIVIDENDS
                                          UNREALIZED      TOTAL       DECLARED      FROM NET
              NET ASSET        NET          GAIN          FROM        FROM NET      REALIZED      NET ASSET
                VALUE        INVEST-       (LOSS)        INVEST-       INVEST-       GAIN ON        VALUE
  PERIOD      BEGINNING       MENT           ON           MENT          MENT         INVEST-       END OF         TOTAL
  ENDED       OF PERIOD      INCOME       INVESTMENTS   OPERATIONS     INCOME         MENTS        PERIOD        RETURN
<S>           <C>           <C>           <C>           <C>           <C>           <C>           <C>           <C>
- -------------------------------------------------------------------------------------------------------------------------
Multi-Asset Portfolio
12/31/91       $  10.69      $   0.45      $   2.45      $   2.90      $  (0.06)     $     --      $  13.53        27.3%
12/31/92          13.53          0.41          0.67          1.08         (0.47)        (0.35)        13.79         8.2
12/31/93          13.79          0.36          0.63          0.99         (0.44)        (0.46)        13.88         7.3
12/31/94          13.88          0.39         (0.60)        (0.21)        (0.47)        (1.49)        11.71        (1.7)
12/31/95          11.71          0.40          2.47          2.87         (0.49)        (1.05)        13.04        24.9
Capital Appreciation Portfolio
12/31/91           9.81          0.09          5.41          5.50         (0.01)        (0.07)        15.23        56.1
12/31/92          15.23          0.01          3.70          3.71         (0.07)        (1.12)        17.75        25.9
12/31/93          17.75         (0.03)         3.73          3.70         (0.01)        (1.16)        20.28        21.1
12/31/94          20.28         (0.02)        (0.71)        (0.73)           --         (2.04)        17.51        (3.8)
12/31/95          17.51          0.06          6.00          6.06         (0.15)        (0.20)        23.22        34.6
Convertible Securities Portfolio
12/31/91           8.76          0.64          1.70          2.34         (0.12)           --         10.98        26.8
12/31/92          10.98          0.65          1.50          2.15         (0.64)           --         12.49        20.1
12/31/93          12.49          0.61          2.11          2.72         (0.55)        (0.08)        14.58        22.0
12/31/94          14.58          0.66         (1.96)        (1.30)        (0.52)        (1.20)        11.56        (9.7)
12/31/95          11.56          0.61          1.29          1.90         (0.83)        (0.62)        12.01        16.6
Foreign Securities Portfolio
12/31/91          10.25          0.07         (0.09)        (0.02)        (0.12)           --         10.11        (0.3)
12/31/92          10.11          0.13         (1.43)        (1.30)        (0.06)        (0.28)         8.47       (13.1)
12/31/93           8.47          0.05          2.50          2.55         (0.09)           --         10.93        30.2
12/31/94          10.93          0.11         (0.46)        (0.35)        (0.03)           --         10.55        (3.2)
12/31/95          10.55          0.13          1.19          1.32         (0.05)        (0.01)        11.81        12.6
Natural Resources Portfolio
12/31/91           9.72          0.26          0.21          0.47         (0.13)           --         10.06         4.9
12/31/92          10.06          0.21          0.05          0.26         (0.39)           --          9.93         2.5
12/31/93           9.93          0.15          3.42          3.57         (0.17)           --         13.33        36.2
12/31/94          13.33          0.23         (0.09)         0.14         (0.09)        (0.09)        13.29         1.0
12/31/95          13.29          0.18          2.15          2.33         (0.21)        (0.29)        15.12        17.5
Target '98 Portfolio
12/31/91          11.47          0.83          1.33          2.16            --            --         13.63        18.9
12/31/92          13.63          0.82          0.16          0.98         (0.79)        (0.25)        13.57         7.2
12/31/93          13.57          0.82          0.71          1.53         (0.93)        (0.23)        13.94        11.2
12/31/94          13.94          0.83         (1.39)        (0.56)        (1.11)        (0.07)        12.20        (4.1)
12/31/95          12.20          0.86          0.88          1.74         (1.30)           --         12.64        14.6
 
<CAPTION>
                                       RATIO OF NET
                                        INVESTMENT
                          RATIO OF       INCOME
               NET        EXPENSES       (LOSS)
             ASSETS          TO            TO
             END OF        AVERAGE       AVERAGE   PORTFOLIO
  PERIOD     PERIOD          NET           NET     TURNOVER
  ENDED      (000'S)       ASSETS        ASSETS      RATE
<S>           <C>         <C>           <C>        <C>
- -------------------------------------------------------------------------------------------------------
Multi-Asset Portfolio
12/31/91    $ 177,429           1.2%          3.8%      50.7%
12/31/92      207,533           1.1           3.1       38.6
12/31/93      208,900           1.1           2.6       48.2
12/31/94      164,159           1.1           3.0       82.5
12/31/95      168,243           1.1           3.2       85.9
Capital Appreciation Portfolio
12/31/91       45,976           1.0           0.7       72.9
12/31/92       83,414           0.9           0.1       92.9
12/31/93      182,515           0.9          (0.2)     111.2
12/31/94      229,544           0.8          (0.1)      64.0
12/31/95      356,218           0.8           0.3       60.1
Convertible Securities Portfolo
12/31/91       14,551           1.1           6.4      109.0
12/31/92       23,723           1.0           5.6       86.5
12/31/93       41,555           0.9           4.4       86.2
12/31/94       34,995           0.9           4.9       50.7
12/31/95       32,008           0.9           5.2       88.8
Foreign Securities  Portfolio
12/31/91       30,823           1.4           0.7       64.2
12/31/92       29,204           1.3           1.4      144.2
12/31/93       72,579           1.3           0.5       47.7
12/31/94       68,641           1.2           1.0       73.9
12/31/95       53,609           1.2           1.2       33.0
Natural Resources Portfolio
12/31/91        9,407           1.2           2.5        2.6
12/31/92        8,796           1.3           2.1       18.7
12/31/93       18,255           1.1           1.3       34.5
12/31/94       21,230           1.0           1.7       36.0
12/31/95       28,941           1.0           1.3       32.0
Target '98 Portfolio
12/31/91       12,553           1.0           6.9       14.4
12/31/92       19,227           0.9           6.0       37.3
12/31/93       20,500           0.9           5.7       20.8
12/31/94       19,194           0.8           6.5        9.2
12/31/95       12,774           0.9           6.7       38.6
</TABLE>
 
- ---------------
 
* Selected data for a share of beneficial interest outstanding throughout each
  period (calculated based upon average shares outstanding)
 
- ---------------------
 
                                       61
<PAGE>   144
 
- ---------------------
 
ANCHOR SERIES TRUST
REPORT OF INDEPENDENT ACCOUNTANTS
 
To the Trustees and Shareholders of Anchor Series Trust
 
In our opinion, the accompanying statements of assets and liabilities, including
the investment portfolios, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of the Money Market Portfolio, the
Government & Quality Bond Portfolio, the Fixed Income Portfolio, the Growth
Portfolio, the High Yield Portfolio, the Strategic Multi-Asset Portfolio, the
Multi-Asset Portfolio, the Capital Appreciation Portfolio, the Convertible
Securities Portfolio, the Foreign Securities Portfolio, the Natural Resources
Portfolio and the Target '98 Portfolio (constituting Anchor Series Trust,
hereafter referred to as the "Trust") at December 31, 1995, the results of each
of their operations for the year then ended, the changes in each of their net
assets for each of the two years in the period then ended and the financial
highlights for each of the five years in the period then ended, in conformity
with generally accepted accounting principles. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Trust's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of securities at December 31, 1995 by
correspondence with the custodian and brokers and the application of alternative
auditing procedures where confirmations from brokers were not received, provide
a reasonable basis for the opinion expressed above.
 
PRICE WATERHOUSE LLP
 
February 15, 1996
1177 Avenue of the Americas
New York, New York 10036
 
                                                           ---------------------
 
                                       62
<PAGE>   145
                                     PART C

                               OTHER INFORMATION


Item 24. Financial Statements and Exhibits

(a)  Financial Statements

     The following financial statements are included in Part A of
     the Registration Statement:

          Condensed Financial Information

     The following financial statements are included in Part B of
     the Registration Statement.

          Financial Statements for Anchor Series Trust -- with
          respect to Registrant's fiscal year ended December 31,
          1995.


(b) Exhibits

<TABLE>
 <S>                                             <C>
  (1) Declaration of Trust, as Amended           Previously Filed
  (2) By-Laws                                    Previously Filed
  (3) Voting Trust Agreement                     Not Applicable
  (4) Share of Beneficial Interest               Not Applicable
  (5)   (a) Investment Advisory and              Previously Filed
            Management Agreements
        (b) Sub-Advisory Agreements              Previously Filed
  (6) Distribution Agreement                     Not Applicable
  (7) Bonus, Profit Sharing,                     Previously Filed
       Pension or Similar Contracts
  (8) Custodian Agreement                        Previously Filed
  (9) Form of Fund Participation Agreement       Filed Herewith
 (10) Opinion and Consent of Counsel             Not Applicable
 (11) Consent of Accountants                     Filed Herewith
 (12) Financial Statements Omitted from Item 23  Not Applicable
 (13) Initial Capitalization Agreement           Not Applicable
 (14) Model Plan                                 Not Applicable
 (15) Rule 12b-1 Plan                            Not Applicable
 (16) Persons under Common Control with          Previously Filed
      Registrant
 (17) Performance Computations                   Previously Filed
 (18) Powers of Attorney                         Filed Herewith
 (27) Financial Data Schedule                    Filed Herewith

</TABLE>
       All previously filed exhibits are specifically incorporated
       herein by reference.


Item 25.  Persons Controlled by or Under Common Control with
          Registrant

          Previously Filed.

                                      1
<PAGE>   146
Item 26. Number of Holders of Securities

     As of February 26, 1996, the number of record holders of
     Anchor Series Trust was as follows:

<TABLE>
<CAPTION>
          Title of Class                 Number of Record Holders
          --------------                 ------------------------
         <S>                                        <C>
          Shares of Beneficial Interest              5*
</TABLE>

          *  Held by the separate accounts of Anchor National Life
          Insurance Company, Phoenix Mutual Life Insurance Company,
          Presidential Life Insurance Company and First SunAmerica
          Life Insurance Company.

Item 27. Indemnification

     The Declaration of Trust (Section 5.3) provides that "each
     officer, Trustee or agent of the Trust shall be indemnified by
     the Trust to the full extent permitted under the General Laws
     of the State of  Massachusetts and the Investment Company Act
     of 1940, as amended, except that such indemnity shall not
     protect any such person against any liability to the Trust or
     any shareholder thereof to which such person would otherwise
     be subject by reason of willful misfeasance, bad faith, gross
     negligence or reckless disregard of the duties involved in the
     conduct of his office ("disabling conduct")."

     The Investment Advisory and Management Agreements and
     Sub-Advisory Agreements each provide in essence that under certain
     circumstances the Investment Adviser or the Sub-Adviser (and
     their officers, directors, agents, employees, controlling
     persons, shareholders and any other person or entity
     affiliated with the Investment Adviser or Sub-Adviser to
     perform or assist in the performance of its obligations under
     each Agreement) shall not be subject to liability to the Trust
     or to any shareholder of the Trust for any act or omission in
     the course of, or connected with, rendering services,
     including without limitation, any error of judgment or mistake
     of law or for any loss suffered by any of them in connection
     with the matters to which each Agreement relates, except to
     the extent specified in Section 36(b) of the Investment
     Company Act of 1940 concerning loss resulting from a breach of
     fiduciary duty with respect to the receipt of compensation for
     services.

     SunAmerica Inc., the parent of Anchor National Life Insurance
     Company, provides, without cost to the Fund, indemnification
     of individual trustees.  By individual letter agreement,
     SunAmerica Inc. indemnifies each trustee to the fullest extent
     permitted by law against expenses and liabilities (including
     damages, judgments, settlements, costs, attorney's fees,
     charges and expenses) actually and reasonably incurred in
     connection with any action which is the subject of any
     threatened, asserted, pending or completed action, suit or
     proceeding, whether civil, criminal, administrative,
     investigative or otherwise and whether formal or informal to
     which any trustee was, is or is threatened to be made a party
     by reason of facts


                                      2
<PAGE>   147
     which include his being or having been a
     trustee, but only to the extent such expenses and liabilities
     are not covered by insurance.

     Insofar as indemnification for liabilities arising under the
     Securities Act of 1933 (the "Act") may be permitted to
     directors, officers and controlling persons of the Registrant
     pursuant to the foregoing provisions, or otherwise, the
     Registrant has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is
     against public policy as expressed in the Act and is therefore
     unenforceable.  In the event that a claim for indemnification
     against such liabilities (other than the payment by the
     Registrant of expenses incurred or paid by a director, officer
     or controlling person of the Registrant in the successful
     defense of any action, suit or proceeding) is asserted against
     the Registrant by such director, officer or controlling person
     in connection with the securities being registered, the
     Registrant will, unless in the opinion of its counsel the
     matter has been settled by controlling precedent, submit to a
     court of appropriate jurisdiction the question whether such
     indemnification by it is against public policy as expressed in
     the Act and will be governed by the final adjudication of such
     issue.

Item 28. Business and other Connections of Investment Adviser

     Information concerning the business and other connections of
SAAMCo is incorporated herein by reference from SAAMCo's Form ADV
(File No. 801-19813) and information concerning the business and
other connections of Wellington is incorporated herein by reference
from Wellington's Form ADV (File No. 801-15908), which are
currently on file with the Securities and Exchange Commission.

Item 29. Principal Underwriters

     There is no Principal Underwriter for the Registrant.

Item 30. Location of Accounts and Records

     State Street Bank and Trust Company, 225 Franklin Street,
     Boston, Massachusetts 02110, acts as Custodian, Transfer Agent
     and Dividend Paying Agent.  It maintains books, records and
     accounts pursuant to the instructions of the Fund.

     SunAmerica Asset Management Corp., the Investment Adviser, is
     located at 733 Third Avenue, New York, New York 10017-3204.
     It maintains the books, accounts and records required to be
     maintained pursuant to Section 31(a) of the Investment Company
     Act of 1940 and the rules promulgated thereunder.

     Wellington Management Company, the Sub-Adviser, is located at
     75 State Street, Boston, Massachusetts 02109.  It maintains
     the books, accounts and records required to be maintained



                                    3
<PAGE>   148
     pursuant to Section 31(a) of the Investment Company Act of
     1940 and the rules promulgated thereunder.

Item 31. Management Services

     None.

Item 32. Undertakings

     (c) Registrant hereby undertakes to furnish an investor
     to whom a prospectus is delivered with a copy of
     Registrant's latest annual report to shareholders, upon
     request and without charge.


                                 4
<PAGE>   149
                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant certifies that
it meets all of the requirements for effectiveness of this
Post-Effective Amendment No. 25 to the Registration Statement pursuant
to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Post-Effective Amendment No. 25 to the Registration Statement
to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York, and State of New York, on the
26th day of February, 1996.

                               ANCHOR SERIES TRUST


                               By:/s/Peter A. Harbeck
                                   Peter A. Harbeck
                                   President

     Pursuant to the requirements of the Securities Act of 1933
this Post-Effective Amendment No. 25 to the Registration Statement
has been signed below by the following persons in the capacities
and on the date indicated.



<TABLE>
<S>                      <C>                      <C>
/s/Peter A. Harbeck      President and Trustee    February 26, 1996
Peter A. Harbeck         (Principal Executive
                         Officer)

      *                  Treasurer                February 26, 1996
Peter C. Sutton          (Principal Financial
                         and Accounting Officer)

      *                  Trustee                  February 26, 1996
S. James Coppersmith


      *                  Trustee                  February 26, 1996
Samuel M. Eisenstat


      *                  Trustee                  February 26, 1996
Stephen J. Gutman



*By:/s/Robert M. Zakem
     Attorney-in-Fact
     Robert M. Zakem
</TABLE>


<PAGE>   150
                              ANCHOR SERIES TRUST


                                 EXHIBIT INDEX





<TABLE>
<CAPTION>
Exhibit No.         Name
    <S>             <C>
    9               Form of Fund Participation Agreement
    11              Consent of Price Waterhouse
    18              Powers of Attorney
    27              Financial Data Schedule
</TABLE>


<PAGE>   1
                                                        EXHIBIT 9

                         FUND PARTICIPATION AGREEMENT

    AGREEMENT, made on this 1st day of August, 1992, between ANCHOR
NATIONAL LIFE INSURANCE COMPANY ("Anchor"), a life insurance
company organized under the laws of the State of California, on
behalf of itself and on behalf of VARIABLE SEPARATE ACCOUNT (f/k/a
"AMERICAN PATHWAY II - SEPARATE ACCOUNT OF ANCHOR NATIONAL LIFE
INSURANCE COMPANY," ("Variable Account"), a separate account of
Anchor existing pursuant to the laws of the State of California,
and ANCHOR SERIES TRUST ("Fund"), an open-end management investment
company established pursuant to the laws of the Commonwealth of
Massachusetts under a Declaration of Fund dated August 26, 1983,
and amended as of September 1, 1988, and January 19, 1990, which is
composed of multiple investment series ("Portfolios").


                                  WITNESSETH:


    WHEREAS, Anchor, by resolution, has established the Variable
Account on its books of account for the purpose of funding certain
variable annuity contracts issued by it; and

     WHEREAS, the Variable Account is divided into various
portfolios ("Divisions") under which the income, gains and losses,
whether or not realized, from assets allocated to each such
Division are, in accordance with the applicable variable annuity
contracts, credited to or charged against such Division without
regard to any income, gains or losses of other Divisions or
separate accounts of Anchor; and

    WHEREAS, the Variable Account is registered with the Securities
and Exchange Commission as a unit investment trust under the
Investment Company Act of 1940 ("Act"); and

    WHEREAS, the Fund, a registered, open-end, diversified
management investment company, is divided into various Portfolios,
each Portfolio being subject to separate investment objectives and
restrictions which may not be changed without a majority vote of
the shareholders of each such Portfolio; and

     WHEREAS, the Variable Account desires to purchase shares of
the Fund in connection with the issuance of certain variable
annuity contracts to be marketed under the name Polaris
(collectively with other contracts and policies that may be funded
through the Fund, "Contracts"); and

     WHEREAS, the Fund agrees to make shares of certain of its
Portfolios available to serve as underlying investment media for
the corresponding Divisions of the Variable Account; and


                                       1
<PAGE>   2
     WHEREAS, SUNAMERICA SECURITIES, INC., and ROYAL ALLIANCE
ASSOCIATES, INC. (collectively, "Distributors"), which serve as the
distributors for the Contracts funded in the Variable Account
pursuant to an agreement with Anchor on behalf of itself and the
Variable Account are each a broker-dealer registered as such under
the Securities Exchange Act of 1934 and a member of the National
Association of Securities Dealers, Inc.;

     WHEREAS, the Fund's shares are available for investment by
separate accounts of other insurance companies, which may or may
not be affiliated persons (as that term is defined in the Act) of
Anchor; and

     WHEREAS, the Fund has undertaken that its Board of Trustees
("Board") will monitor the Fund for the existence of material
irreconcilable conflicts that may arise between the Contract owners
of separate accounts of insurance companies that invest in the
Fund, for the purpose of identifying and remedying any such
conflict;

     NOW, THEREFORE, in consideration of the foregoing and of
mutual covenants and conditions set forth herein and for other good
and valuable consideration, Anchor (on behalf of itself and the
Variable Account) and the Fund hereby agree as follows:

     1.   The Contracts funded by the Variable Account will provide
for the allocation of net amounts among certain Divisions of the
Variable Account for investment in the shares of the particular
portfolio of the Fund underlying each such Division.  The selection
of a particular Division is to be made (and such selection may be
changed) in accordance with the terms of the applicable Contract.

     2.   No representation is made as to the number or amount of
such Contracts to be sold.  Anchor, pursuant to its agreement with
Distributors, will make reasonable efforts to market those
Contracts it determines from time to time to offer for sale and,
although it is not required to offer for sale new Contracts, Anchor
will accept payments and otherwise service existing Contracts
funded in the Variable Account.

     3.   Fund shares to be made available to the respective
Divisions of the Variable Account shall be sold by each of the
respective Portfolios of the Fund and purchased by Anchor for that
Division at the net asset value next computed after receipt of each
order, as established in accordance with the provisions of the then
current prospectus of the Fund.  Shares of a particular Portfolio
of the Fund shall be ordered in such quantities and at such times
as determined by Anchor to be necessary to meet the requirements of
those Contracts having amounts allocated to the Division for which
the Fund Portfolio shares serve as the underlying investment
medium.  Orders and payments for shares purchased will be sent
promptly to the Fund and will be made payable in the manner

                                      2
<PAGE>   3
established from time to time by the Fund for the receipt of such
payments.  The Fund reserves the right to delay transfer of its
shares until the payment check has cleared.  The Fund has the
obligation to insure that its shares to be made available to the
appropriate Division(s) under the Contracts are registered at all
times under the Securities Act of 1933 ("1933 Act").

     4.   The Fund will redeem the shares of the various Portfolios
when requested by Anchor on behalf of the corresponding Division of
the Variable Account at the net asset value next computed after
receipt of each request for redemption, as established in
accordance with the provisions of the then current prospectus of
the Fund.  The Fund will make payment in the manner established
from time to time by the Fund for the receipt of such redemption
requests, but in no event shall payment be delayed for a greater
period than is permitted by the Act.

     5.   Transfer of the Fund's shares will be by book entry only.
No stock certificates will be issued to the Variable Account.
Shares ordered from a particular Portfolio to the Fund will be
recorded in an appropriate title for the corresponding Division of
the Variable Account.

     6.   The Fund shall furnish notice promptly to Anchor of any
dividend or distribution payable on its shares which are subject to
this Agreement.  All of such dividends and distributions as are
payable on each of the Portfolio shares in the title for the
corresponding Division of the Variable Account shall be
automatically reinvested in additional shares of that Portfolio of
the Fund.  The Fund shall notify Anchor of the number of shares so
issued.

     7.   All expenses incident to the performance of the Fund
under this Agreement shall be paid by the Fund.  The Fund shall
ensure that all of its shares which are subject to this Agreement
are registered and authorized for issue in accordance with
applicable federal and state laws prior to their purchase by the
Variable Account.  Anchor shall bear none of the expenses for the
cost of registration of the Fund's shares, preparation of the
Fund's prospectuses, proxy materials and reports, the distribution
of such items to shareholders, the preparation of all statements
and notices required by any federal or state law or any taxes on
the issue or transfer of the Fund's shares subject to this
Agreement.

     8.   Anchor, either directly or through Distributors, shall
make no representations concerning the Fund's shares which are
subject to this Agreement other than those contained in the then
current prospectus of the Fund and in printed information
subsequently issued by the Fund as supplemental to such prospects.


                                      3
<PAGE>   4
     9.   Anchor shall provide pass-through voting privileges to
all variable Contract owners so long as the U.S. Securities and
Exchange Commission continues to interpret the Act to require
pass-through voting privileges for variable Contract owners.  Anchor
shall be responsible for assuring that the Variable Account
calculates voting privilege in a manner consistent with separate
accounts of other insurance companies that are invested in the
Fund, which other insurance companies may or may not be affiliated
with Anchor (collectively with Anchor, "Participating Insurers"),
as determined by the Board.  Anchor will vote shares for which it
has not received voting instructions in the same proportion as it
votes shares for which it has received instructions.

     10.  Anchor will report to the Board any potential or existing
conflicts of which it is or becomes aware between any of its
Contract owners or between any of its Contract owners and Contract
owners of other Participating Insurers.  Anchor will be responsible
for assisting the Board in carrying out its responsibilities to
identify material conflicts by providing the Board with all
information available to it that is reasonably necessary for the
Board to consider any issues raised, including information as to a
decision by Anchor to disregard voting instructions of its Contract
owners.

     11.  The Board's determination of the existence of an
irreconcilable material conflict and its implications shall be made
known promptly by it to Anchor and other Participating Insurers.
An irreconcilable material conflict may arise for a variety of
reasons, including:  (a) an action by any state insurance
regulatory authority;  (b) a change in applicable federal or state
insurance tax, or securities laws or regulations, or a public
ruling, private letter ruling, or any similar action by insurance,
tax, or securities regulatory authorities;  (c) an administrative
or judicial decision in any relevant proceeding; (d) the manner in
which the investments of any Portfolio are being managed;  (e) a
difference in voting instructions given by variable annuity
Contract owners and variable life insurance Contract owners or by
Contract owners of different Participating Insurers; or (f)  a
decision by a Participating Insurer to disregard the voting
instructions of variable Contract owners.

     12.  If it is determined by a majority of the Board or a
majority of its disinterested Trustees that a material
irreconcilable conflict exists that affects the interests of Anchor
Contract owners, Anchor shall, in cooperation with other
Participating Insurers whose Contract owners' interests are also
affected by the conflict, take whatever steps are necessary to
remedy or eliminate the irreconcilable material conflict, which
steps could include:  (a) withdrawing the assets allocable to the
Variable Account from the Fund or any portfolio and reinvesting
such assets in a different investment medium, including another
Portfolio of the Fund, or submitting the question of whether such


                                      4
<PAGE>   5
segregation should be implemented to a vote of all affected
Contract owners and, as appropriate, segregating the assets of any
particular group (e.g., annuity  Contract owners or life insurance
Contract owners) that votes in favor of such segregation, or
offering to the affected Contract owners of the option of making
such a change; and (b) establishing a new registered management
investment company or managed separate account.  Anchor shall take
such steps at its expense if the conflict affects solely the
interests of the owners of Anchor Contracts, but shall bear only
its equitable portion of any such expense if the conflict also
affects the interest of the Contract owners of one or more
Participating Insurers other than Anchor, provided:  that this
sentence shall not be construed to require the Fund to bear any
portion of such expense.  If a material irreconcilable conflict
arises because of Anchor's decision to disregard Contract owner
voting instructions and that decision represents a minority
position or would preclude a majority vote, Anchor may be required,
at Fund's election, to withdraw the Variable Account's investment
in the Fund, and no charge or penalty will be imposed against the
Variable Account as a result of such a withdrawal.  Anchor agrees
to take such remedial action as may be required under this
paragraph 12 with a view only to the interests of its Contract
owners.  For purposes of this paragraph 12, a majority of the
disinterested members of the Board shall determine whether or not
any proposed action adequately remedies any irreconcilable
conflict, but in no event will Fund be required to establish a new
funding medium for any variable Contracts.  Anchor shall not be
required by this paragraph 12 to establish a new funding medium for
any variable Contract if an offer to do so has been declined by
vote of a majority of affected Contract owners.

     13.  In discharging its responsibilities under paragraphs 9,
10 and 12 hereinabove, Anchor will cooperate and coordinate, to the
extent necessary, with the Board and other participating Insurers.
The Fund agrees that it will require, as a condition to
participation, that all Participating Insurers shall have
obligations and responsibilities regarding conflicts of interest
corresponding to those that are agreed to herein by Anchor pursuant
to such paragraphs 9, 10 and 12 and pursuant to this paragraph 13.

     14.  This Agreement shall terminate:

          (a)  at the option of Anchor or the Fund upon 60 days'
               advance written notice to all other parties to this
               Agreement; or

          (b)  at the option of Anchor if any of the Fund's shares
               are not reasonably available to meet the
               requirements of the Contracts funded in the
               Variable Account as determined by Anchor.  Prompt
               notice of election to terminate shall be furnished
               by Anchor; or


                                      5
<PAGE>   6
          (c)  at the option of Anchor upon institution of formal
               proceedings against the Fund by the Securities and
               Exchange Commission; or

          (d)  upon the vote of Contract owners having an interest
               in a particular Division of the Variable Account to
               substitute the shares of another investment company
               for the corresponding Fund Portfolio shares in
               accordance with the terms of the Contracts for
               which those Fund shares had been selected to serve
               as the underlying investment medium.  Anchor will
               give 30 days' prior written notice to the Fund of
               the date of any proposed action to replace the
               Fund's shares; or

          (e)  in the event the Fund's shares are not registered,
               issued or sold in accordance with applicable state
               and/or federal law or such law precludes the use of
               such shares as the underlying investment medium of
               the Contracts funded in the Variable Account.
               Prompt notice shall be given by each party to all
               other parties in the event that the conditions
               stated in subsections (b), (c) or (d) of this
               paragraph 14 should occur.

     15.  Notwithstanding any other provisions of this Agreement,
the obligations of the Fund hereunder are not personally binding
upon any of the trustees, shareholders, officers, employees or
agents of the Fund; resort in satisfaction of such obligations
shall be had only to the assets and property of the Fund and not to
the private property of any of such Fund's trustees, shareholders,
officers, employees or agents.

     16.  This Agreement shall be construed in accordance with the
laws of the State of California.


                                      6
<PAGE>   7
          IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first above written.


                         ANCHOR NATIONAL LIFE INSURANCE COMPANY


                         By:/s/ Robert P. Saltzman
                             Robert P. Saltzman
                             President and Chief Executive Officer


                         VARIABLE SEPARATE ACCOUNT
                         (f/k/a AMERICAN PATHWAY II - SEPARATE
                         ACCOUNT OF ANCHOR NATIONAL LIFE INSURANCE
                                    COMPANY)

                         BY: ANCHOR NATIONAL LIFE INSURANCE
                                    COMPANY


                         By:  /s/ Robert P. Saltzman
                                  Robert P. Saltzman
                              President and Chief Executive Officer


                         ANCHOR SERIES TRUST


                         By: /s/ Robert M. Zakem
                             Robert M. Zakem
                             Secretary



Acknowledged and Agreed:

ROYAL ALLIANCE ASSOCIATES, INC.




By:/s/Gary W. Krat                 Dated: September 15, 1992
     Gary W. Krat



SUNAMERICA SECURITIES, INC.


By:/s/Gary W. Krat                 Dated: September 15, 1992
     Gary W. Krat


                                      7

<PAGE>   1
                                                                     EXHIBIT 11





CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the use in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 25 to the registration
statement on Form N-1A (the "Registration Statement") of our report dated
February 15, 1996, relating to the financial statements and financial
highlights of Anchor Series Trust, which appears in such Statement of
Additional Information, and to the incorporation by reference of our report 
into the Prospectus which constitutes part of this Registration Statement. 
We also consent to the references to us under the headings "Financial 
Statements" and "Independent Accountants" in such Statement of Additional 
Information and to the references to us under the headings "Financial 
Highlights" and "Reports and Independent Accountants" in such Prospectus.



/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP

117 Avenue of the Americas
New York, New York 10036
February 15, 1996














<PAGE>   1
                                                                      EXHIBIT 18

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers
and trustees of Anchor Series Trust do hereby severally constitute
and appoint Peter A. Harbeck, Peter C. Sutton and Robert M. Zakem
or any of them, the true and lawful agents and attorneys-in-fact of
the undersigned with respect to all matters arising in connection
with the Registration Statement on Form N-1A and any and all
amendments (including post-effective amendments) thereto, with full
power and authority to execute said Registration Statement for and
on behalf of the undersigned, in our names and in the capacities
indicated below, and to file the same, together with all exhibits
thereto and other documents in connection therewith, with the
Securities and Exchange Commission.  The undersigned hereby give to
said agents and attorneys-in-fact full power and authority to act
in the premises, including, but not limited to, the power to
appoint a substitute or substitutes to act hereunder with the same
power and authority as said agents and attorneys-in fact would have
if personally acting.  The undersigned hereby ratify and confirm
all that said agents and attorneys-in-fact, or any substitute or
substitutes, may do by virtue hereof.

     WITNESS the due execution hereof on the date and in the
capacities set forth below.

<TABLE>
<CAPTION>
Signature                Title                         Date
<S>                      <C>                      <C>
/s/Peter A. Harbeck      Trustee and President    November 30, 1994
Peter A. Harbeck         (Principal
                         Executive Officer)

/s/Peter C. Sutton       Controller               November 30, 1994
Peter C. Sutton          (Principal Financial
                         and Accounting Officer)

/s/S. James Coppersmith  Trustee                  November 30, 1994
S. James Coppersmith


/s/Samuel M. Eisenstat   Trustee                  November 30, 1994
Samuel M. Eisenstat


/s/Stephen J. Gutman     Trustee                  November 30, 1994
Stephen J. Gutman
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 1
   <NAME> ANCHOR SERIES TRUST MONEY MARKET
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       90,289,341
<INVESTMENTS-AT-VALUE>                      90,289,341
<RECEIVABLES>                                3,652,802
<ASSETS-OTHER>                                  17,817
<OTHER-ITEMS-ASSETS>                             1,745
<TOTAL-ASSETS>                              93,961,705
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      270,022
<TOTAL-LIABILITIES>                            270,022
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    93,691,683
<SHARES-COMMON-STOCK>                       93,691,683
<SHARES-COMMON-PRIOR>                      126,004,417
<ACCUMULATED-NII-CURRENT>                          721
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                          (721)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                93,691,683
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            6,871,195
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (657,126)
<NET-INVESTMENT-INCOME>                      6,214,069
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                        6,214,069
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (6,214,069)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                    174,371,348
<NUMBER-OF-SHARES-REDEEMED>              (212,898,151)
<SHARES-REINVESTED>                          6,214,069
<NET-CHANGE-IN-ASSETS>                    (32,312,734)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          569,193
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                657,126
<AVERAGE-NET-ASSETS>                       113,838,657
<PER-SHARE-NAV-BEGIN>                             1.00
<PER-SHARE-NII>                                    .05
<PER-SHARE-GAIN-APPREC>                              0
<PER-SHARE-DIVIDEND>                             (.05)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               1.00
<EXPENSE-RATIO>                                    .58
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 2
   <NAME> GOVERNMENT AND QUALITY PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                      231,510,330
<INVESTMENTS-AT-VALUE>                     238,370,749
<RECEIVABLES>                                2,565,075
<ASSETS-OTHER>                                  39,845
<OTHER-ITEMS-ASSETS>                             2,034
<TOTAL-ASSETS>                             240,977,703
<PAYABLE-FOR-SECURITIES>                    15,046,042
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      352,933
<TOTAL-LIABILITIES>                         15,398,975
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                   204,166,066
<SHARES-COMMON-STOCK>                       15,853,025
<SHARES-COMMON-PRIOR>                       18,075,767
<ACCUMULATED-NII-CURRENT>                   14,101,885
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        450,358
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     6,860,419
<NET-ASSETS>                               225,578,728
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                           15,722,556
<OTHER-INCOME>                                       0
<EXPENSES-NET>                             (1,590,444)
<NET-INVESTMENT-INCOME>                     14,132,112
<REALIZED-GAINS-CURRENT>                     8,288,042
<APPREC-INCREASE-CURRENT>                   16,257,191
<NET-CHANGE-FROM-OPS>                       38,677,345
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                 (15,800,000)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      5,911,036
<NUMBER-OF-SHARES-REDEEMED>                (9,292,985)
<SHARES-REINVESTED>                          1,159,208
<NET-CHANGE-IN-ASSETS>                     (6,951,508)
<ACCUMULATED-NII-PRIOR>                     15,789,649
<ACCUMULATED-GAINS-PRIOR>                  (7,857,560)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                        1,346,394
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                              1,590,444
<AVERAGE-NET-ASSETS>                       216,764,088
<PER-SHARE-NAV-BEGIN>                            12.86
<PER-SHARE-NII>                                    .90
<PER-SHARE-GAIN-APPREC>                           1.55
<PER-SHARE-DIVIDEND>                            (1.08)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              14.23
<EXPENSE-RATIO>                                    .73
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 3
   <NAME> FIXED INCOME PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       25,869,672
<INVESTMENTS-AT-VALUE>                      27,480,947
<RECEIVABLES>                                3,041,212
<ASSETS-OTHER>                                   8,231
<OTHER-ITEMS-ASSETS>                             4,149
<TOTAL-ASSETS>                              30,534,539
<PAYABLE-FOR-SECURITIES>                     2,501,302
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       58,435
<TOTAL-LIABILITIES>                          2,559,737
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    27,090,425
<SHARES-COMMON-STOCK>                        1,976,278
<SHARES-COMMON-PRIOR>                        2,216,006
<ACCUMULATED-NII-CURRENT>                    1,886,024
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                    (2,612,922)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     1,611,275
<NET-ASSETS>                                27,974,802
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            2,043,953
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (223,370)
<NET-INVESTMENT-INCOME>                      1,820,583
<REALIZED-GAINS-CURRENT>                       450,299
<APPREC-INCREASE-CURRENT>                    2,644,460
<NET-CHANGE-FROM-OPS>                        4,915,342
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (2,175,000)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        260,087
<NUMBER-OF-SHARES-REDEEMED>                  (660,807)
<SHARES-REINVESTED>                            160,992
<NET-CHANGE-IN-ASSETS>                       (607,296)
<ACCUMULATED-NII-PRIOR>                      2,166,226
<ACCUMULATED-GAINS-PRIOR>                  (3,018,429)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          174,815
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                223,370
<AVERAGE-NET-ASSETS>                        27,970,469
<PER-SHARE-NAV-BEGIN>                            12.90
<PER-SHARE-NII>                                    .90
<PER-SHARE-GAIN-APPREC>                           1.52
<PER-SHARE-DIVIDEND>                            (1.16)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              14.16
<EXPENSE-RATIO>                                    .80
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 4
   <NAME> GROWTH PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                      253,365,267
<INVESTMENTS-AT-VALUE>                     308,434,809
<RECEIVABLES>                                1,026,227
<ASSETS-OTHER>                                  36,607
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                             309,497,643
<PAYABLE-FOR-SECURITIES>                       844,335
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      795,864
<TOTAL-LIABILITIES>                          1,640,199
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                   237,393,719
<SHARES-COMMON-STOCK>                       15,804,750
<SHARES-COMMON-PRIOR>                       13,539,397
<ACCUMULATED-NII-CURRENT>                    1,525,191
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                     13,868,992
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                    55,069,542
<NET-ASSETS>                               307,857,444
<DIVIDEND-INCOME>                            3,196,331
<INTEREST-INCOME>                              681,522
<OTHER-INCOME>                                       0
<EXPENSES-NET>                             (2,343,307)
<NET-INVESTMENT-INCOME>                      1,534,546
<REALIZED-GAINS-CURRENT>                    13,887,486
<APPREC-INCREASE-CURRENT>                   48,038,490
<NET-CHANGE-FROM-OPS>                       63,460,522
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    (600,000)
<DISTRIBUTIONS-OF-GAINS>                  (45,075,000)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      6,859,732
<NUMBER-OF-SHARES-REDEEMED>                (6,977,008)
<SHARES-REINVESTED>                          2,382,629
<NET-CHANGE-IN-ASSETS>                      61,708,417
<ACCUMULATED-NII-PRIOR>                        588,113
<ACCUMULATED-GAINS-PRIOR>                   45,076,136
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                        2,044,069
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                              2,343,307
<AVERAGE-NET-ASSETS>                       275,131,552
<PER-SHARE-NAV-BEGIN>                            18.18
<PER-SHARE-NII>                                    .11
<PER-SHARE-GAIN-APPREC>                           4.62
<PER-SHARE-DIVIDEND>                             (.05)
<PER-SHARE-DISTRIBUTIONS>                       (3.38)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              19.48
<EXPENSE-RATIO>                                    .85
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 5
   <NAME> HIGH YIELD PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       44,664,030
<INVESTMENTS-AT-VALUE>                      45,708,315
<RECEIVABLES>                                1,177,651
<ASSETS-OTHER>                                   8,578
<OTHER-ITEMS-ASSETS>                               184
<TOTAL-ASSETS>                              46,894,728
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       77,990
<TOTAL-LIABILITIES>                             77,990
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    55,823,789
<SHARES-COMMON-STOCK>                        5,618,366
<SHARES-COMMON-PRIOR>                        6,102,634
<ACCUMULATED-NII-CURRENT>                    4,658,768
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                   (14,710,104)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     1,044,285
<NET-ASSETS>                                46,816,738
<DIVIDEND-INCOME>                               44,509
<INTEREST-INCOME>                            4,933,551
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (417,494)
<NET-INVESTMENT-INCOME>                      4,560,566
<REALIZED-GAINS-CURRENT>                     (574,848)
<APPREC-INCREASE-CURRENT>                    4,437,941
<NET-CHANGE-FROM-OPS>                        8,423,659
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (5,345,000)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      3,623,914
<NUMBER-OF-SHARES-REDEEMED>                (4,777,982)
<SHARES-REINVESTED>                            669,800
<NET-CHANGE-IN-ASSETS>                     (1,240,510)
<ACCUMULATED-NII-PRIOR>                      5,338,966
<ACCUMULATED-GAINS-PRIOR>                 (14,031,020)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          346,773
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                417,494
<AVERAGE-NET-ASSETS>                        49,538,993
<PER-SHARE-NAV-BEGIN>                             7.87
<PER-SHARE-NII>                                    .77
<PER-SHARE-GAIN-APPREC>                            .67
<PER-SHARE-DIVIDEND>                             (.98)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.33
<EXPENSE-RATIO>                                    .85
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 6
   <NAME> ANCHOR SERIES TRUST STRATEGIC MULTI ASSET
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       52,544,430
<INVESTMENTS-AT-VALUE>                      63,769,388
<RECEIVABLES>                                  596,339
<ASSETS-OTHER>                                  13,165
<OTHER-ITEMS-ASSETS>                             2,419
<TOTAL-ASSETS>                              64,381,311
<PAYABLE-FOR-SECURITIES>                        95,357
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      260,094
<TOTAL-LIABILITIES>                            355,451
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    47,268,718
<SHARES-COMMON-STOCK>                        5,435,876
<SHARES-COMMON-PRIOR>                        5,789,531
<ACCUMULATED-NII-CURRENT>                    1,761,777
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                      3,768,451
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                    11,226,914
<NET-ASSETS>                                64,025,860
<DIVIDEND-INCOME>                              764,239
<INTEREST-INCOME>                            1,766,450
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (801,351)
<NET-INVESTMENT-INCOME>                      1,729,338
<REALIZED-GAINS-CURRENT>                     3,867,552
<APPREC-INCREASE-CURRENT>                    7,523,881
<NET-CHANGE-FROM-OPS>                       13,120,771
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (1,125,000)
<DISTRIBUTIONS-OF-GAINS>                   (8,585,000)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        408,481
<NUMBER-OF-SHARES-REDEEMED>                (1,615,387)
<SHARES-REINVESTED>                            853,251
<NET-CHANGE-IN-ASSETS>                     (1,331,487)
<ACCUMULATED-NII-PRIOR>                      1,069,869
<ACCUMULATED-GAINS-PRIOR>                    8,573,469
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          640,025
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                801,351
<AVERAGE-NET-ASSETS>                        64,002,491
<PER-SHARE-NAV-BEGIN>                            11.29
<PER-SHARE-NII>                                    .32
<PER-SHARE-GAIN-APPREC>                           2.18
<PER-SHARE-DIVIDEND>                             (.23)
<PER-SHARE-DISTRIBUTIONS>                       (1.78)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              11.78
<EXPENSE-RATIO>                                   1.25
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 7
   <NAME> MULTI-ASSET PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                      141,016,594
<INVESTMENTS-AT-VALUE>                     172,790,287
<RECEIVABLES>                                  754,371
<ASSETS-OTHER>                                  27,170
<OTHER-ITEMS-ASSETS>                               936
<TOTAL-ASSETS>                             173,572,764
<PAYABLE-FOR-SECURITIES>                     5,015,347
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      314,609
<TOTAL-LIABILITIES>                          5,329,956
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                   121,349,884
<SHARES-COMMON-STOCK>                       12,901,232
<SHARES-COMMON-PRIOR>                       14,021,984
<ACCUMULATED-NII-CURRENT>                    5,315,320
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                      9,803,919
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                    31,773,685
<NET-ASSETS>                               168,242,808
<DIVIDEND-INCOME>                            1,932,926
<INTEREST-INCOME>                            5,153,507
<OTHER-INCOME>                                       0
<EXPENSES-NET>                             (1,808,504)
<NET-INVESTMENT-INCOME>                      5,277,929
<REALIZED-GAINS-CURRENT>                     9,856,105
<APPREC-INCREASE-CURRENT>                   22,147,558
<NET-CHANGE-FROM-OPS>                       37,281,592
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (5,910,000)
<DISTRIBUTIONS-OF-GAINS>                  (12,550,000)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,590,143
<NUMBER-OF-SHARES-REDEEMED>                (4,174,813)
<SHARES-REINVESTED>                          1,463,918
<NET-CHANGE-IN-ASSETS>                       4,083,559
<ACCUMULATED-NII-PRIOR>                      5,902,500
<ACCUMULATED-GAINS-PRIOR>                   12,542,705
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                        1,671,735
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                              1,808,504
<AVERAGE-NET-ASSETS>                       167,173,453
<PER-SHARE-NAV-BEGIN>                            11.71
<PER-SHARE-NII>                                    .40
<PER-SHARE-GAIN-APPREC>                           2.47
<PER-SHARE-DIVIDEND>                             (.49)
<PER-SHARE-DISTRIBUTIONS>                       (1.05)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              13.04
<EXPENSE-RATIO>                                   1.08
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 8
   <NAME> CAPITAL APPRECIATION PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                      292,091,886
<INVESTMENTS-AT-VALUE>                     360,415,875
<RECEIVABLES>                                1,352,704
<ASSETS-OTHER>                                   8,233
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                             361,776,812
<PAYABLE-FOR-SECURITIES>                     3,224,337
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                    2,334,436
<TOTAL-LIABILITIES>                          5,558,773
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                   270,779,204
<SHARES-COMMON-STOCK>                       15,340,737
<SHARES-COMMON-PRIOR>                       13,105,789
<ACCUMULATED-NII-CURRENT>                      918,755
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                     16,195,459
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                    68,324,621
<NET-ASSETS>                               356,218,039
<DIVIDEND-INCOME>                            1,242,798
<INTEREST-INCOME>                            1,954,396
<OTHER-INCOME>                                       0
<EXPENSES-NET>                             (2,317,386)
<NET-INVESTMENT-INCOME>                        879,808
<REALIZED-GAINS-CURRENT>                    16,337,807
<APPREC-INCREASE-CURRENT>                   63,662,462
<NET-CHANGE-FROM-OPS>                       80,880,077
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (2,145,000)
<DISTRIBUTIONS-OF-GAINS>                   (2,960,000)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                     13,911,588
<NUMBER-OF-SHARES-REDEEMED>               (11,890,507)
<SHARES-REINVESTED>                            213,867
<NET-CHANGE-IN-ASSETS>                     126,673,835
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                    5,001,599
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                        1,992,705
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                              2,317,386
<AVERAGE-NET-ASSETS>                       287,168,314
<PER-SHARE-NAV-BEGIN>                            17.51
<PER-SHARE-NII>                                    .06
<PER-SHARE-GAIN-APPREC>                           6.00
<PER-SHARE-DIVIDEND>                             (.15)
<PER-SHARE-DISTRIBUTIONS>                        (.20)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              23.22
<EXPENSE-RATIO>                                    .81
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 9
   <NAME> CONVERTIBLE SECURITIES PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       32,123,457
<INVESTMENTS-AT-VALUE>                      32,680,232
<RECEIVABLES>                                  309,314
<ASSETS-OTHER>                                   3,079
<OTHER-ITEMS-ASSETS>                             3,256
<TOTAL-ASSETS>                              32,995,881
<PAYABLE-FOR-SECURITIES>                       894,442
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       93,166
<TOTAL-LIABILITIES>                            987,608
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    31,187,505
<SHARES-COMMON-STOCK>                        2,665,182
<SHARES-COMMON-PRIOR>                        3,026,441
<ACCUMULATED-NII-CURRENT>                    1,734,211
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                    (1,470,237)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       556,794
<NET-ASSETS>                                32,008,273
<DIVIDEND-INCOME>                              886,033
<INTEREST-INCOME>                            1,088,553
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (277,988)
<NET-INVESTMENT-INCOME>                      1,696,598
<REALIZED-GAINS-CURRENT>                     (606,778)
<APPREC-INCREASE-CURRENT>                    3,911,119
<NET-CHANGE-FROM-OPS>                        5,000,939
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (2,059,675)
<DISTRIBUTIONS-OF-GAINS>                   (1,515,325)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        362,321
<NUMBER-OF-SHARES-REDEEMED>                (1,026,033)
<SHARES-REINVESTED>                            302,453
<NET-CHANGE-IN-ASSETS>                     (2,987,107)
<ACCUMULATED-NII-PRIOR>                      2,089,605
<ACCUMULATED-GAINS-PRIOR>                      658,937
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          229,671
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                277,988
<AVERAGE-NET-ASSETS>                        32,810,069
<PER-SHARE-NAV-BEGIN>                            11.56
<PER-SHARE-NII>                                    .61
<PER-SHARE-GAIN-APPREC>                           1.29
<PER-SHARE-DIVIDEND>                             (.83)
<PER-SHARE-DISTRIBUTIONS>                        (.62)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.01
<EXPENSE-RATIO>                                    .85
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 10
   <NAME> ANCHOR SERIES TRUST FOREIGN SECURITIES
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       49,303,284
<INVESTMENTS-AT-VALUE>                      53,457,249
<RECEIVABLES>                                  526,693
<ASSETS-OTHER>                                  46,933
<OTHER-ITEMS-ASSETS>                             1,154
<TOTAL-ASSETS>                              54,032,029
<PAYABLE-FOR-SECURITIES>                        58,395
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      364,171
<TOTAL-LIABILITIES>                            422,566
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    50,930,931
<SHARES-COMMON-STOCK>                        4,537,636
<SHARES-COMMON-PRIOR>                        6,504,173
<ACCUMULATED-NII-CURRENT>                      738,683
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                    (2,288,863)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     4,228,712
<NET-ASSETS>                                53,609,463
<DIVIDEND-INCOME>                            1,236,785
<INTEREST-INCOME>                              181,384
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (710,718)
<NET-INVESTMENT-INCOME>                        707,451
<REALIZED-GAINS-CURRENT>                     3,369,880
<APPREC-INCREASE-CURRENT>                    2,382,385
<NET-CHANGE-FROM-OPS>                        6,459,716
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    (279,273)
<DISTRIBUTIONS-OF-GAINS>                      (55,727)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      2,954,097
<NUMBER-OF-SHARES-REDEEMED>                (4,950,332)
<SHARES-REINVESTED>                             29,698
<NET-CHANGE-IN-ASSETS>                    (15,031,254)
<ACCUMULATED-NII-PRIOR>                        188,634
<ACCUMULATED-GAINS-PRIOR>                  (5,481,145)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          525,490
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                710,718
<AVERAGE-NET-ASSETS>                        58,387,797
<PER-SHARE-NAV-BEGIN>                            10.55
<PER-SHARE-NII>                                    .13
<PER-SHARE-GAIN-APPREC>                           1.19
<PER-SHARE-DIVIDEND>                             (.05)
<PER-SHARE-DISTRIBUTIONS>                        (.01)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              11.81
<EXPENSE-RATIO>                                   1.22
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 11
   <NAME> NATURAL RESOURCES PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       26,109,314
<INVESTMENTS-AT-VALUE>                      29,944,106
<RECEIVABLES>                                  468,624
<ASSETS-OTHER>                                   1,538
<OTHER-ITEMS-ASSETS>                             2,724
<TOTAL-ASSETS>                              30,416,992
<PAYABLE-FOR-SECURITIES>                       998,066
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      477,555
<TOTAL-LIABILITIES>                          1,475,621
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    24,446,526
<SHARES-COMMON-STOCK>                        1,914,023
<SHARES-COMMON-PRIOR>                        1,597,171
<ACCUMULATED-NII-CURRENT>                      325,546
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        334,238
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     3,835,061
<NET-ASSETS>                                28,941,371
<DIVIDEND-INCOME>                              484,777
<INTEREST-INCOME>                              105,518
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (258,851)
<NET-INVESTMENT-INCOME>                        331,444
<REALIZED-GAINS-CURRENT>                       764,415
<APPREC-INCREASE-CURRENT>                    3,011,972
<NET-CHANGE-FROM-OPS>                        4,107,831
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    (365,000)
<DISTRIBUTIONS-OF-GAINS>                     (510,000)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,917,837
<NUMBER-OF-SHARES-REDEEMED>                (1,657,363)
<SHARES-REINVESTED>                             56,379
<NET-CHANGE-IN-ASSETS>                       7,711,608
<ACCUMULATED-NII-PRIOR>                        358,400
<ACCUMULATED-GAINS-PRIOR>                       80,525
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          195,327
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                258,851
<AVERAGE-NET-ASSETS>                        26,043,547
<PER-SHARE-NAV-BEGIN>                            13.29
<PER-SHARE-NII>                                    .18
<PER-SHARE-GAIN-APPREC>                           2.15
<PER-SHARE-DIVIDEND>                             (.21)
<PER-SHARE-DISTRIBUTIONS>                        (.29)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              15.12
<EXPENSE-RATIO>                                    .99
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 12
   <NAME> TARGET '98 PORTFOLIO
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       12,080,719
<INVESTMENTS-AT-VALUE>                      12,766,628
<RECEIVABLES>                                   32,860
<ASSETS-OTHER>                                     674
<OTHER-ITEMS-ASSETS>                             4,736
<TOTAL-ASSETS>                              12,804,898
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       30,713
<TOTAL-LIABILITIES>                             30,713
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    11,139,562
<SHARES-COMMON-STOCK>                        1,010,380
<SHARES-COMMON-PRIOR>                        1,573,649
<ACCUMULATED-NII-CURRENT>                    1,203,164
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                      (254,450)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       685,909
<NET-ASSETS>                                12,774,185
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            1,194,014
<OTHER-INCOME>                                       0
<EXPENSES-NET>                               (135,196)
<NET-INVESTMENT-INCOME>                      1,058,818
<REALIZED-GAINS-CURRENT>                      (73,496)
<APPREC-INCREASE-CURRENT>                    1,322,217
<NET-CHANGE-FROM-OPS>                        2,307,539
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (1,285,000)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         80,359
<NUMBER-OF-SHARES-REDEEMED>                  (748,356)
<SHARES-REINVESTED>                            104,727
<NET-CHANGE-IN-ASSETS>                     (6,420,003)
<ACCUMULATED-NII-PRIOR>                      1,278,815
<ACCUMULATED-GAINS-PRIOR>                     (30,423)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           98,847
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                135,196
<AVERAGE-NET-ASSETS>                        15,815,607
<PER-SHARE-NAV-BEGIN>                            12.20
<PER-SHARE-NII>                                    .86
<PER-SHARE-GAIN-APPREC>                            .88
<PER-SHARE-DIVIDEND>                            (1.30)
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.64
<EXPENSE-RATIO>                                    .85
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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