NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
N-30D, 1996-02-28
Previous: NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST, N-30D, 1996-02-28
Next: CLIPPER FUND INC, 24F-2EL/A, 1996-02-28



<PAGE>
                                GROWTH PORTFOLIO
                                NEUBERGER&BERMAN
                           ADVISERS MANAGEMENT TRUST
                                 ANNUAL REPORT
                               DECEMBER 31, 1995

                                                                    NBAMT0221295
<PAGE>
PORTFOLIO MANAGER'S COMMENTARY
Neuberger&Berman Advisers Management Trust

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

          Growth Portfolio

   The  Growth Portfolio benefited from a strong bull market in 1995, as many of
its highest sector  weightings fully  participated in the  market's rise.  Lower
interest rates and strong earnings provided the major impetus for equity markets
last   year.  Among  the  best   performing  sectors  were  financial  services,
technology, health care, and certain  specialty retailers. The most  significant
new  purchase in 1995 was a major increase in the weighting of the HMO industry,
as Wall Street analysts abandoned the sector earlier in the year due to  worries
about  more competitive pricing and rising  medical costs. As the HMO valuations
fell to historically  low levels relative  to its 20%  industry growth rate,  we
added  significantly to our HMO holdings. In the fourth quarter of the year, the
HMO industry provided some of the best returns in the Portfolio.
   Within the financial sector, CITICORP, Wells Fargo, Finova Group, and Capital
One Financial  provided  strong  returns.  CITICORP  and  Wells  Fargo  exceeded
earnings  expectations and  both companies continued  to aggressively repurchase
their own shares. Finova Group is a major commercial finance company, which  has
made  several acquisitions in  recent years. Capital One  Financial is a rapidly
growing credit card issuer.
   Technology was the best performing sector in the Portfolio through September,
due to stronger than  expected earnings growth and  continued demand for  memory
for  personal  computers, communications,  consumer electronics,  and automotive
applications.  Among  our   major  positions  continued   to  be  Intel,   Texas
Instruments,  and  Micron  Technology.  This sector  weakened  during  the final
quarter as pricing concerns surfaced due to rising capacity additions in the Far
East. With production  costs falling  25-30% per year,  industry margins  should
remain  stable  for  the  foreseeable  future. We  have  recently  added  to our
positions.
   In spite of a weak retail sector, our specialty retail positions  contributed
positively  to performance. Staples  and Viking Office  Products in the business
services sector, health products stores such as General Nutrition Companies  and
Rite  Aid, and Circuit City, the leader in the consumer electronics sector, were
all strong performers.
   Fourth  quarter  performance  suffered  from  the  aforementioned  technology
fallout,  as well as from  some weakness in the  financial sector (due to credit
quality concerns),  gaming  sector  (due  to  market  saturation  worries),  and
restaurants (due to recession worries).
   During  the second half  of the year,  we added to  our cellular positions in
Airtouch Communications and Vodafone. We  also increased our investments in  two
credit  card issuers,  Capital One  Financial and  First USA.  We liquidated our
positions in Circuit City, Mirage, and  PriceCostco later in the year, as  those
companies  reached our  valuation targets.  Two new  health care  positions were
added to the  Portfolio -- R.P.  Scherer, a developer  and manufacturer of  drug
delivery  systems  and  a  producer  of  soft  gelatin  capsules  and  i-STAT, a
manufacturer of medical diagnostic products  for blood analysis. We believe  our
growth-at-a-reasonable-price  strategy will serve best  to enhance the Portfolio
and provide a solid foundation for long-term results. We will continue to tackle
each stock individually on a  fundamental value ("bottom-up") basis, and  report
to you periodically about the Growth Portfolio.

Mark Goldstein
PORTFOLIO MANAGER
AMT Growth Investments

Shares  of the separate Portfolios of Neuberger&Berman Advisers Management Trust
are sold only through the currently  effective prospectus and are not  available
to  the general public. Shares of the  Growth Portfolio may be purchased only by
life insurance  companies to  be used  with their  separate accounts  that  fund
variable annuity and variable life insurance policies.

2
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman Advisers Management Trust                     December 31, 1995

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

          Growth Portfolio

          EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN*
                                GROWTH PORTFOLIO     S & P "500"
<S>                            <C>                   <C>
1 Year                               +31.73%            +37.45%
5 Year                               +13.69%            +16.54%
10 Year                              +12.01%            +14.82%
Life of Fund                         +13.16%            +16.20%
</TABLE>
<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN*
                                GROWTH PORTFOLIO     S & P "500"
<S>                            <C>                   <C>
12/31/85                            $10,000           $10,000
 '86                                 11,494            11,862
 '87                                 10,931            12,476
 '88                                 13,770            14,534
 '89                                 17,828            19,125
 '90                                 16,369            18,530
 '91                                 21,236            24,151
 '92                                 23,261            25,988
 '93                                 24,841            28,596
 '94                                 23,602            28,984
 '95                                 31,090            39,837
</TABLE>

   Life of Growth Portfolio is from 9/10/84.

*"Total Return" is calculated including reinvestment of all income dividends and
capital  gain  distributions.  Results  represent past  performance  and  do not
indicate future results. The value of an  investment in the Fund and the  return
on  the investment both will fluctuate, and redemption proceeds may be higher or
lower than an investor's original cost.

The  S&P  "500"  Index  is  an  unmanaged  index  generally  considered  to   be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that they track, and that individuals cannot invest directly in any index. These
data are derived by Neuberger&Berman Management Inc. and include reinvestment of
all dividends and capital gain distributions.

Performance  data  are  historical  and  include  changes  in  share  price  and
reinvestment of dividends  and capital gain  distributions. Performance  numbers
are net of all Fund operating expenses, but do not include any insurance charges
imposed  by your insurance company's variable annuity or variable life insurance
policy. If this  performance information  included the effect  of the  insurance
charges, performance numbers would be lower.

                                                                               3
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
Neuberger&Berman Advisers Management Trust
- --------------------------------------------------------------------------------
          Growth Portfolio

<TABLE>
<CAPTION>
                                                    December 31,
                                                        1995
                                                    -------------
<S>                                                 <C>
ASSETS
      Investment in Series, at value (Note A)       $600,809,792
      Receivable for Trust shares sold                 1,053,293
                                                    -------------
                                                     601,863,085
                                                    -------------
LIABILITIES
      Payable for Trust shares redeemed               63,843,337
      Payable to administrator (Note B)                  154,572
      Accrued expenses                                    43,317
                                                    -------------
                                                      64,041,226
                                                    -------------
NET ASSETS at value                                 $537,821,859
                                                    -------------
NET ASSETS consist of:
      Par value                                     $     20,798
      Paid-in capital in excess of par value         406,955,772
      Accumulated undistributed net investment
       income                                            131,858
      Accumulated net realized gains on investment    48,309,276
      Net unrealized appreciation in value of
       investment                                     82,404,155
                                                    -------------
NET ASSETS at value                                 $537,821,859
                                                    -------------
SHARES OUTSTANDING
      ($.001 par value; unlimited shares
       authorized)                                    20,797,505
                                                    -------------
NET ASSET VALUE, offering and redemption price per
share                                                     $25.86
                                                    -------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

4
<PAGE>
STATEMENT OF OPERATIONS
Neuberger&Berman Advisers Management Trust
- --------------------------------------------------------------------------------
          Growth Portfolio

<TABLE>
<CAPTION>
                                                       For the
                                                     Year Ended
                                                    December 31,
                                                        1995
                                                    -------------
<S>                                                 <C>
INVESTMENT INCOME
    Income:
      Dividends                                     $  1,148,649
      Interest                                           225,980
      Investment income from Series (Note A)           3,412,106
                                                    -------------
        Total investment income                        4,786,735
                                                    -------------
    Expenses:
      Investment advisory fee (Note B)                   920,692
      Administration fee (Note B)                      1,139,600
      Legal fees                                         108,458
      Custodian fees                                      62,244
      Shareholder reports                                 57,679
      Distribution fees (Note B)                          52,499
      Trustees' fees and expenses                         14,617
      Auditing fees                                        7,750
      Registration and filing fees                         7,416
      Insurance expense                                    5,309
      Miscellaneous                                        4,630
      Expenses from Series (Note A)                    2,224,968
                                                    -------------
        Total expenses                                 4,605,862
                                                    -------------
        Net investment income                            180,873
                                                    -------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  AND FOREIGN CURRENCY TRANSACTIONS
    Net realized gain on investments                   6,831,323
    Net realized gain on investments from Series
     (Note A)                                         41,477,952
    Net realized loss on foreign currency
     transactions from Series (Note A)                    (2,748)
    Change in net unrealized appreciation of
     investments                                      33,910,514
    Net unrealized appreciation of investments
     from Series (Note A)                             45,724,249
                                                    -------------
        Net gain on investments and foreign
        currency transactions                        127,941,290
                                                    -------------
        Net increase in net assets resulting from
        operations                                  $128,122,163
                                                    -------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                               5
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
Neuberger&Berman Advisers Management Trust
- --------------------------------------------------------------------------------
          Growth Portfolio

<TABLE>
<CAPTION>
                                                  Year Ended
                                                 December 31,
                                              1995          1994
                                          --------------------------
<S>                                       <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $    180,873  $    950,382
    Net realized gain on investments
     sold and foreign currency
     transactions (Note A)                  48,306,527    12,943,263
    Change in net unrealized
     appreciation of investments (Note
     A)                                     79,634,763   (32,917,245)
                                          --------------------------
    Net increase (decrease) in net
     assets resulting from operations      128,122,163   (19,023,600)
                                          --------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                     (950,674)   (1,828,349)
    Net realized gain on investments       (12,739,035)  (42,813,833)
                                          --------------------------
    Total distributions to shareholders    (13,689,709)  (44,642,182)
                                          --------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold              257,029,821   129,211,503
    Proceeds from reinvestment of
     dividends and distributions            13,689,709    44,642,182
    Payments for shares redeemed          (216,638,062) (107,370,656)
                                          --------------------------
    Net increase from Trust share
     transactions                           54,081,468    66,483,029
                                          --------------------------
NET INCREASE IN NET ASSETS                 168,513,922     2,817,247
NET ASSETS:
    Beginning of year                      369,307,937   366,490,690
                                          --------------------------
    End of year                           $537,821,859  $369,307,937
                                          --------------------------
    Accumulated undistributed net
     investment income at end of year     $    131,858  $    835,609
                                          --------------------------
NUMBER OF TRUST SHARES:
    Sold                                    10,957,477     6,137,465
    Issued on reinvestment of dividends
     and distributions                         657,211     2,069,641
    Redeemed                                (8,997,021)   (5,122,373)
                                          --------------------------
    Net increase in shares outstanding       2,617,667     3,084,733
                                          --------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

6
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Neuberger&Berman Advisers Management Trust                     December 31, 1995

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

          Growth Portfolio

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL:   Growth   Portfolio  (the   "Fund")   is  a   separate   series  of
   Neuberger&Berman Advisers Management Trust (the "Trust"), a Delaware business
   trust organized pursuant to a Trust Instrument dated May 23, 1994. The  Trust
   is  currently comprised  of six separate  series (the "Funds").  The Trust is
   registered as a diversified, open-end management investment company under the
   Investment Company Act  of 1940, as  amended, and its  shares are  registered
   under  the Securities Act of 1933, as  amended. The predecessors of the Funds
   were converted into the Funds after the  close of business on April 28,  1995
   (the  "conversion"); these conversions  were approved by  the shareholders of
   the predecessors of the Funds in August, 1994. The trustees of the Trust  may
   establish  additional series  or classes  of shares  without the  approval of
   shareholders.
      The assets of each fund  belong only to that fund, and the liabilities  of
   each fund are borne solely by that fund and no other.
      The Fund seeks to achieve its investment objective by investing all of its
   net  investable assets  in the AMT  Growth Investments, a  series of Advisers
   Managers Trust  (the  "Series")  having the  same  investment  objective  and
   policies  as  the Fund.  The value  of  the Fund's  investment in  the Series
   reflects the Fund's proportionate  interest in the net  assets of the  Series
   (100% at December 31, 1995). The performance of the Fund is directly affected
   by  the performance  of the Series.  The financial statements  of the Series,
   including the schedule of investments, are included elsewhere in this  report
   and should be read in conjunction with the Fund's financial statements.
2) PORTFOLIO VALUATION: Investments in the Series of Advisers Managers Trust are
   valued  by Advisers  Managers Trust as  indicated in the  notes following the
   Series' schedule of investments.
3) FEDERAL INCOME TAXES: The Fund and the other series of the Trust are  treated
   as separate entities for Federal income tax purposes. It is the policy of the
   Fund  to continue to  qualify as a regulated  investment company by complying
   with the provisions available to certain investment companies, as defined  in
   applicable  sections of the Internal Revenue  Code, and to make distributions
   of taxable  income (after  reduction for  any amounts  available for  Federal
   income  tax purposes as capital loss  carryforwards) sufficient to relieve it
   from all, or substantially all,  Federal income taxes. Accordingly, the  Fund
   paid  no Federal income taxes  and no provision for  Federal income taxes was
   required.
4) DIVIDENDS AND DISTRIBUTIONS TO  SHAREHOLDERS: The Fund  earns income, net  of
   Series  expenses,  daily  on  its investment  in  the  Series.  Dividends and
   distributions  from  net  realized  capital  gains,  if  any,  are   normally
   distributed  in February. Income dividends  and capital gain distributions to
   shareholders are recorded  on the ex-dividend  date. To the  extent that  the
   Fund's  net realized  capital gains,  if any, can  be offset  by capital loss
   carryforwards, it is the policy of the Fund not to distribute such gains.
      The Fund  distinguishes between dividends on a  tax basis and a  financial
   reporting  basis and only  distributions in excess of  tax basis earnings and
   profits are reported  in the  financial statements  as a  return of  capital.
   Differences  in  the  recognition  or classification  of  income  between the
   financial statements and tax earnings  and profits which result in  temporary
   over-distributions   for  financial  statement  purposes  are  classified  as
   distributions in excess of net investment income or accumulated net  realized
   gains.

                                                                               7
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Cont'd)
Neuberger&Berman Advisers Management Trust                     December 31, 1995
- --------------------------------------------------------------------------------
          Growth Portfolio

         For  the year  ended  December  31, 1995,  the  Fund  hereby designates
   $10,925,778 as a capital  gain distribution for the  purpose of the  dividend
   paid deduction.
5) EXPENSE  ALLOCATION: Expenses directly attributable to  a fund are charged to
   that fund. Expenses not directly attributed  to a fund are allocated, on  the
   basis of relative net assets, to each of the funds of the Trust.
6) OTHER:  All net investment  income and realized  and unrealized capital gains
   and losses of the Series are allocated pro rata among the Fund and any  other
   investors in the Series.

NOTE B -- ADMINISTRATION AND DISTRIBUTION FEES AND OTHER TRANSACTIONS WITH
AFFILIATES:
   Fund  shares are  issued and redeemed  in connection with  investments in and
payments under certain  variable annuity contracts  and variable life  insurance
policies issued through separate accounts of life insurance companies.
   The  Fund retains Neuberger&Berman  Management Incorporated ("Management") as
its administrator under  an Administration Agreement  ("Agreement") dated as  of
May   1,  1995.  Pursuant  to  this   Agreement  the  Fund  pays  Management  an
administration fee at the annual  rate of .30% of  the Fund's average daily  net
assets  and  indirectly  pays  for investment  management  services  through its
investment in the Series. (See  Note B of Notes  to Financial Statements of  the
Series.) Prior to conversion, the predecessor of the Fund paid to Management for
investment advisory and administrative services a fee at the annual rate of .70%
of  the first $250  million of its average  daily net assets,  .675% of the next
$250 million, .65% of the next $250 million, .625% of the next $250 million, and
 .60% of its average daily net assets in excess of $1 billion.
   On April 16, 1993, the shareholders of the Trust adopted a distribution  plan
("Plan")  which provided that the predecessor to  the Trust, on behalf of any of
its series, could reimburse Management  after each calendar quarter for  certain
distribution  expenses in an amount  not to exceed .25%,  on an annual basis, of
that series' average daily net assets as of the close of such calendar  quarter.
The  Plan became effective on May 1,  1993, was implemented on November 1, 1993,
and was terminated on April 30, 1995.  For the period ended April 30, 1995,  the
Fund  paid $52,499 for such expense. Effective  May 1, 1995, the trustees of the
Trust adopted a non-fee distribution plan for each series of the Trust.
   Management has voluntarily undertaken to reimburse the Fund for its operating
expenses and its pro rata share of its Series' operating expenses (excluding the
compensation of Management  under the Administration  Agreement and the  Series'
Management  Agreement,  interest,  taxes,  brokerage  commissions, extraordinary
expenses, transaction  costs, and  any payments  to Management  pursuant to  the
Plan)  which exceed, in the aggregate, 1%  per annum of the Fund's average daily
net assets. This  undertaking is subject  to termination by  Management upon  at
least  sixty (60)  days' prior  written notice to  the Fund,  as it  was for its
predecessor prior to the  conversion. For the year  ended December 31, 1995,  no
reimbursement to the Fund or its predecessor was required.
   All  of the capital stock of Management  is owned by individuals who are also
general partners of Neuberger& Berman, L.P. ("Neuberger"), a member firm of  The
New  York Stock Exchange and the  sub-adviser to the Series. Several individuals
who are officers  and/or trustees of  the Trust are  also partners of  Neuberger
and/or officers and/or directors of Management.

8
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Cont'd)
Neuberger&Berman Advisers Management Trust                     December 31, 1995
- --------------------------------------------------------------------------------
          Growth Portfolio

NOTE C -- INVESTMENT TRANSACTIONS:
   During  the  period from  May 1,  1995  to December  31, 1995,  additions and
reductions to the Fund's investment in  its Series amounted to $120,000,880  and
$73,675,647, respectively.

NOTE D -- SECURITIES TRANSACTIONS:
   Prior  to conversion,  there were  purchase and  sale transactions (excluding
short-term securities) of $91,327,874 and $34,170,244, respectively, during  the
period from January 1, 1995 to April 30, 1995. Transactions occurring subsequent
to the conversion are accounted for by Advisers Managers Trust.
   Prior   to  conversion,  there  were   brokerage  commissions  on  securities
transactions paid  to  Neuberger and  other  brokers of  $141,888  and  $24,523,
respectively,  during  the  period  from  January 1,  1995  to  April  30, 1995.
Brokerage commissions occurring subsequent to  the conversion are accounted  for
by Advisers Managers Trust.

                                                                               9
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman Advisers Management Trust
- --------------------------------------------------------------------------------
          Growth Portfolio

    The   following  table  includes  selected  data  for  a  share  outstanding
throughout  each  year  and  other  performance  information  derived  from  the
Financial  Statements.  It  should  be  read  in  conjunction  with  its Series'
Financial Statements and notes thereto.(1)

<TABLE>
<CAPTION>
                                                                          Year Ended December 31,
                                          1995(2)   1994     1993     1992     1991     1990     1989     1988     1987     1986
                                          ---------------------------------------------------------------------------------------
<S>                                       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net Asset Value, Beginning of Year        $20.31   $24.28   $23.27   $21.47   $16.82   $20.28   $16.20   $12.86   $15.21   $13.38
                                          ---------------------------------------------------------------------------------------
Income From Investment Operations
    Net Investment Income                    .01      .07      .13      .21      .31      .43      .43      .32      .34      .26
    Net Gains or Losses on Securities
     (both realized and unrealized)         6.26    (1.11)    1.42     1.82     4.64    (2.04)    4.24     3.02     (.96)    1.73
                                          ---------------------------------------------------------------------------------------
      Total From Investment Operations      6.27    (1.04)    1.55     2.03     4.95    (1.61)    4.67     3.34     (.62)    1.99
                                          ---------------------------------------------------------------------------------------
Less Distributions
    Dividends (from net investment
 income)                                    (.05)    (.12)    (.17)    (.23)    (.30)    (.29)    (.27)      --     (.48)    (.09)
    Distributions (from capital gains)      (.67)   (2.81)    (.37)      --       --    (1.56)    (.32)      --    (1.25)    (.07)
                                          ---------------------------------------------------------------------------------------
      Total Distributions                   (.72)   (2.93)    (.54)    (.23)    (.30)   (1.85)    (.59)      --    (1.73)    (.16)
                                          ---------------------------------------------------------------------------------------
Net Asset Value, End of Year              $25.86   $20.31   $24.28   $23.27   $21.47   $16.82   $20.28   $16.20   $12.86   $15.21
                                          ---------------------------------------------------------------------------------------
Total Return+                             +31.73%   -4.99%   +6.79%   +9.54%  +29.73%   -8.19%  +29.47%  +25.97%   -4.89%  +14.94%
                                          ---------------------------------------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in
 millions)                                $537.8   $369.3   $366.5   $304.8   $228.9   $118.8   $ 92.8   $ 48.7   $ 33.8   $ 31.6
                                          ---------------------------------------------------------------------------------------
    Ratio of Expenses to Average Net
 Assets                                      .90%     .84%     .81%     .82%     .86%     .91%     .97%     .92%     .89%    1.00%
                                          ---------------------------------------------------------------------------------------
    Ratio of Net Investment Income
     to Average Net Assets                   .04%     .26%     .52%     .92%    1.43%    2.12%    2.10%    2.12%    2.05%    1.50%
                                          ---------------------------------------------------------------------------------------
    Portfolio Turnover Rate(3)                 9%      46%      92%      63%      57%      76%     105%      95%      87%      83%
                                          ---------------------------------------------------------------------------------------
</TABLE>

 SEE NOTES TO FINANCIAL HIGHLIGHTS

10
<PAGE>
NOTES TO FINANCIAL HIGHLIGHTS
Neuberger&Berman Advisers Management Trust                     December 31, 1995

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

          Growth Portfolio
1)The  per share amounts which are shown have been computed based on the average
  number of shares outstanding during each year.
2)The per share amounts and ratios which are shown reflect income and  expenses,
  including the Fund's proportionate share of the Series' income and expenses.
3)The Fund transferred all of its investment securities into its Series on April
  28,  1995.  After that  date the  Fund invested  only in  its Series  and that
  Series, rather than the Fund,  engaged in securities transactions.  Therefore,
  after  that date the  Fund had no portfolio  turnover rate. Portfolio turnover
  rates for the periods  ending after April 28,  1995 are included elsewhere  in
  AMT Growth Investments' Financial Highlights.
+ Total  return  based on  per share  net  asset value  reflects the  effects of
  changes in net asset value on the performance of the Fund during each year and
  assumes dividends and  capital gain  distributions, if  any, were  reinvested.
  Results  represent  past  performance  and do  not  guarantee  future results.
  Investment returns and principal may fluctuate and shares when redeemed may be
  worth more or less than original cost. The total return information shown does
  not reflect  expenses  that apply  to  the  separate account  or  the  related
  insurance  policies, and the inclusion of these charges would reduce the total
  return figures for all years shown.

                                                                              11
<PAGE>
REPORT OF INDEPENDENT AUDITORS

To the Board of Trustees of
Neuberger&Berman Advisers Management Trust and
Shareholders of Growth Portfolio

   We have audited the accompanying statement  of assets and liabilities of  the
Growth  Portfolio,  one  of  the  series  comprising  Neuberger&Berman  Advisers
Management Trust,  as  of  December  31, 1995,  and  the  related  statement  of
operations  for the year then ended, the  statement of changes in net assets for
each of the two  years in the  period then ended,  and financial highlights  for
each  of the ten years in the  period then ended. These financial statements and
financial highlights  are  the responsibility  of  the Trust's  management.  Our
responsibility  is  to  express an  opinion  on these  financial  statements and
financial highlights based on our audits.
   We conducted  our  audits  in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance  about  whether  the  financial  statements  and  financial
highlights  are free of material misstatement. An audit includes examining, on a
test basis, evidence  supporting the  amounts and disclosures  in the  financial
statements.  An audit also includes assessing the accounting principles used and
significant estimates  made by  management, as  well as  evaluating the  overall
financial   statement  presentation.  We  believe  that  our  audits  provide  a
reasonable basis for our opinion.
   In our opinion, the financial statements and financial highlights referred to
above present fairly, in  all material respects, the  financial position of  the
Growth  Portfolio of Neuberger&Berman Advisers  Management Trust at December 31,
1995, the results of its operations for the year then ended, the changes in  its
net  assets for each  of the two years  in the period  then ended, and financial
highlights for each of  the ten years  in the period  then ended, in  conformity
with generally accepted accounting principles.

                                                                [SIGNATURE]
                                                           /s/ ERNST & YOUNG LLP
Boston, Massachusetts
January 19, 1996

12
<PAGE>
SCHEDULE OF INVESTMENTS
Advisers Managers Trust                                        December 31, 1995

- --------------------------------------------------------------------------------
          AMT Growth Investments
<TABLE>
<CAPTION>
  Number                                       Market
of Shares                                     Value(1)
- ----------                                  ------------
<C>         <S>                             <C>
            COMMON STOCKS (88.4%)
BUSINESS SERVICES (2.0%)
   235,000  Staples Inc.                    $  5,728,125(2)
   140,000  Viking Office Products             6,510,000(2)
                                            ------------
                                              12,238,125
                                            ------------
CHEMICALS (0.8%)
    80,000  Hercules Inc.                      4,510,000
                                            ------------
COMMUNICATIONS (9.3%)
   355,000  Airtouch Communications           10,028,750(2)
 5,735,000  Australis Media                    4,902,074(2)
    79,800  CIDCO Inc.                         2,034,900(2)
   370,000  Comcast Corp. Class A Special      6,729,375
    30,000  Mannesmann AG ADR                  9,572,571
   310,000  Tele-Communications, Inc.
            Class A                            6,161,250(2)
    75,000  Tele-Communications, Inc.
            Class A Liberty Media Group        2,015,625(2)
   105,000  Time Warner                        3,976,875
   295,000  Vodafone Group ADR                10,398,750
                                            ------------
                                              55,820,170
                                            ------------
CONSUMER GOODS & SERVICES (8.4%)
   388,900  Authentic Fitness                  8,069,675
   190,000  CUC International                  6,483,750(2)
   220,000  Franklin Quest                     4,290,000(2)
   190,000  Industrie Natuzzi ADR              8,621,250
   165,000  Luxottica S.p.A. ADR               9,652,500
   238,000  Nine West                          8,925,000(2)
   375,000  Supercuts Inc.                     3,000,000(2)
    84,500  Timberland Co.                     1,679,437(2)
                                            ------------
                                              50,721,612
                                            ------------
DRUGS & HEALTH CARE (11.6%)
   435,000  Coventry Corp.                     8,971,875(2)
   390,000  Humana Inc.                       10,676,250(2)
   108,600  i-STAT Corp.                       3,529,500(2)
    90,000  PacifiCare Health Systems
            Class B                            7,830,000(2)
   110,000  R.P. Scherer                       5,403,750(2)
   173,500  Teva Pharmaceutical ADR            8,046,062

<CAPTION>
  Number                                       Market
of Shares                                     Value(1)
- ----------                                  ------------
<C>         <S>                             <C>
   200,000  U.S. Healthcare                 $  9,300,000
   240,000  United Healthcare                 15,720,000
                                            ------------
                                              69,477,437
                                            ------------
ENTERTAINMENT (10.3%)
   230,000  Argosy Gaming                      1,753,750(2)
   230,000  Circus Circus Enterprises          6,411,250(2)
   480,000  GTECH Holdings                    12,480,000(2)
   593,000  Harrah's Entertainment            14,380,250(2)
   625,000  Players International              6,679,687(2)
   340,000  Promus Hotel                       7,565,000(2)
   468,900  Showboat, Inc.                    12,367,238
                                            ------------
                                              61,637,175
                                            ------------
FINANCIAL SERVICES (13.0%)
   230,000  Bear Stearns                       4,571,250
   410,000  Capital One Financial              9,788,750
   245,000  CITICORP                          16,476,250
   165,000  Finova Group                       7,961,250
   240,000  First USA                         10,650,000
   215,000  MBNA Corp.                         7,928,125
   105,000  Morgan Stanley Group               8,465,625
    50,000  Signet Banking                     1,187,500
    50,000  Wells Fargo                       10,800,000
                                            ------------
                                              77,828,750
                                            ------------
HOME BUILDERS (0.4%)
   330,000  Schuler Homes                      2,578,125(2)
                                            ------------
INSURANCE (6.2%)
    90,000  ACE Ltd.                           3,577,500
    35,000  American International Group       3,237,500
    41,900  Delphi Financial Group               890,375(2)
    80,000  EXEL Ltd.                          4,880,000
   410,000  Life Partners Group                5,586,250
   353,000  Penncorp Financial Group          10,369,375
   215,000  Sphere Drake Holdings              3,010,000
    80,000  Transatlantic Holdings             5,870,000
                                            ------------
                                              37,421,000
                                            ------------
</TABLE>

                                                                              13
<PAGE>
SCHEDULE OF INVESTMENTS (Cont'd)
Advisers Managers Trust                                        December 31, 1995

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

          AMT Growth Investments
<TABLE>
<CAPTION>
  Number                                       Market
of Shares                                     Value(1)
- ----------                                  ------------
<C>         <S>                             <C>
PAPER (1.4%)
   595,000  Abitibi-Price                   $  8,627,500
                                            ------------
RESTAURANTS (7.2%)
   265,000  Au Bon Pain                        2,186,250(2)
   415,500  Cheesecake Factory                 8,933,250(2)
   445,000  CKE Restaurants                    7,120,000
   105,900  Dave & Buster's                    1,284,038(2)
   441,800  HomeTown Buffet                    4,887,412(2)
   400,000  IHOP Corp.                        10,400,000(2)
   408,600  Sonic Corp.                        7,763,400(2)
   120,800  Spaghetti Warehouse                  604,000(2)
                                            ------------
                                              43,178,350
                                            ------------
RETAILING (4.8%)
   410,000  General Nutrition                  9,430,000(2)
   425,000  Lechters Inc.                      2,735,938(2)
   230,000  Revco D.S.                         6,497,500(2)
   220,000  Rite Aid                           7,535,000
   295,000  Sports & Recreation                2,101,875(2)
   210,000  Tops Appliance City                  525,000(2)
                                            ------------
                                              28,825,313
                                            ------------
TECHNOLOGY (12.2%)
   200,000  Intel Corp.                       11,350,000
   245,000  KLA Instruments                    6,385,313(2)
   330,000  Micron Technology                 13,076,250
   195,000  Motorola, Inc.                    11,115,000
<CAPTION>
  Number                                       Market
of Shares                                     Value(1)
- ----------                                  ------------
<C>         <S>                             <C>
    65,000  Nokia Corp. ADR                 $  2,526,875
    80,000  SAP AG                            12,408,505
   155,000  Sensormatic Electronics            2,693,125
   270,000  Texas Instruments                 13,972,500
                                            ------------
                                              73,527,568
                                            ------------
TRANSPORTATION (0.8%)
   236,700  RailTex Inc.                       4,970,700(2)
                                            ------------
            TOTAL COMMON STOCKS
            (COST $449,104,719)              531,361,825
                                            ------------
<CAPTION>
Principal
  Amount
- ----------
<C>         <S>                             <C>
            CONVERTIBLE BONDS (0.2%)
$1,335,000  Australis Media, Cv. Deb.
            (COST $1,010,595)                  1,180,801(2)
                                            ------------
            U.S. TREASURY SECURITIES
            (9.5%)
$58,200,000 U.S. Treasury Bills, 4.955% &
            4.965%, due 5/30/96 & 6/20/96
            (COST $56,903,403)                56,880,247
                                            ------------
            TOTAL INVESTMENTS (98.1%)
            (COST $507,018,717)              589,422,873(3)
            Cash, receivables and other
            assets, less liabilities
            (1.9%)                            11,386,920
                                            ------------
            TOTAL NET ASSETS (100.0%)       $600,809,793
                                            ------------
</TABLE>

14
<PAGE>
NOTES TO SCHEDULE OF INVESTMENTS
Advisers Managers Trust                                        December 31, 1995

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

          AMT Growth Investments
1)Investment  securities  of the  Series  are valued  at  the last  sales price;
  securities for  which no  sales  were reported,  unless otherwise  noted,  are
  valued  at the mean between the closing  bid and asked prices. Short-term debt
  securities with less than  sixty days until maturity  at the time of  purchase
  are  valued at  cost which, when  combined with  interest earned, approximates
  market value.
2)Non-income producing security.
3)At December 31, 1995, the cost of investments for Federal income tax  purposes
  was   $507,383,824.   Gross   unrealized  appreciation   of   investments  was
  $116,865,648 and gross unrealized depreciation of investments was $34,826,599,
  resulting in net  unrealized appreciation  of $82,039,049, based  on cost  for
  Federal income tax purposes.

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              15
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
Advisers Managers Trust
- --------------------------------------------------------------------------------
          AMT Growth Investments

<TABLE>
<CAPTION>
                                                    December 31,
                                                        1995
                                                    -------------
<S>                                                 <C>
ASSETS
      Investments in securities, at market value*
       (Note A) -- see Schedule of Investments      $589,422,873
      Receivable for securities sold                  15,960,497
      Dividends receivable                               476,077
      Deferred organization costs (Note A)                83,580
      Prepaid expenses and other assets                   24,153
                                                    -------------
                                                     605,967,180
                                                    -------------
LIABILITIES
      Payable for securities purchased                 4,758,559
      Payable to investment manager (Note B)             273,593
      Accrued expenses                                    68,791
      Accrued organization costs (Note A)                 56,444
                                                    -------------
                                                       5,157,387
                                                    -------------
NET ASSETS Applicable to Investors' Beneficial
Interests                                           $600,809,793
                                                    -------------
NET ASSETS consist of:
      Paid-in capital                               $518,405,637
      Net unrealized appreciation in value of
       investments                                    82,404,156
                                                    -------------
NET ASSETS                                          $600,809,793
                                                    -------------
*Cost of investments                                $507,018,717
                                                    -------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

16
<PAGE>
STATEMENT OF OPERATIONS
Advisers Managers Trust
- --------------------------------------------------------------------------------
          AMT Growth Investments

<TABLE>
<CAPTION>
                                                        For the
                                                      Period from
                                                      May 1, 1995
                                                     (Commencement
                                                    of Operations)
                                                    to December 31,
                                                         1995
                                                    ---------------
<S>                                                 <C>
INVESTMENT INCOME
    Income:
      Dividend income                               $    3,213,688
      Interest income                                      296,090
      Foreign taxes withheld (Note A)                      (97,672)
                                                    ---------------
        Total income                                     3,412,106
                                                    ---------------
    Expenses:
      Investment management fee (Note B)                 2,025,792
      Custodian fees                                       112,038
      Auditing fees                                         37,920
      Amortization of deferred organization and
       initial offering expenses (Note A)                   12,928
      Insurance expense                                     10,383
      Trustees' fees and expenses                            9,978
      Legal fees                                             8,853
      Accounting fees                                        6,667
      Miscellaneous                                            409
                                                    ---------------
        Total expenses                                   2,224,968
                                                    ---------------
        Net investment income                            1,187,138
                                                    ---------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  AND FOREIGN CURRENCY TRANSACTIONS
    Net realized gain on investments sold               41,477,952
    Net realized loss on foreign currency
     transactions (Note A)                                  (2,748)
    Net unrealized appreciation of investments          45,724,249
                                                    ---------------
        Net gain on investments and foreign
        currency transactions                           87,199,453
                                                    ---------------
        Net increase in net assets resulting from
        operations                                  $   88,386,591
                                                    ---------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              17
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
Advisers Managers Trust
- --------------------------------------------------------------------------------
          AMT Growth Investments

<TABLE>
<CAPTION>
                                            Period from
                                            May 1, 1995
                                           (Commencement
                                          of Operations)
                                          to December 31,
                                               1995
                                          ---------------
<S>                                       <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $    1,187,138
    Net realized gain on investments
     sold and foreign currency
     transactions                             41,475,204
    Net unrealized appreciation of
     investments                              45,724,249
                                          ---------------
    Net increase in net assets resulting
     from operations                          88,386,591
                                          ---------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
  INTERESTS:
    Additions                                120,000,881
    Reductions                               (73,675,647)
                                          ---------------
    Net increase in net assets resulting
     from transactions in investors'
     beneficial interests                     46,325,234
                                          ---------------
NET INCREASE IN NET ASSETS                   134,711,825
NET ASSETS:
    Initial contribution                     466,097,968
                                          ---------------
    End of period                         $  600,809,793
                                          ---------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

18
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Advisers Managers Trust                                        December 31, 1995

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

          AMT Growth Investments

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

1) GENERAL:  AMT  Growth  Investments (the  "Series")  is a  separate  series of
   Advisers Managers  Trust ("Managers  Trust"),  a New  York common  law  trust
   organized  as of May 24,  1994. Managers Trust is  currently comprised of six
   separate series.  Managers Trust  is registered  as a  diversified,  open-end
   management  investment company under  the Investment Company  Act of 1940, as
   amended. After  the close  of business  on  April 28,  1995, each  series  of
   Neuberger&Berman  Advisers Management Trust (the "Trust") invested all of its
   net  investable  assets  (cash,  securities,  and  receivables  relating   to
   securities)  in  a  corresponding  series  of  Managers  Trust,  receiving  a
   beneficial interest in that series.
      The assets of each series belong only to that series, and the  liabilities
   of each series are borne solely by that series and no other.
2) PORTFOLIO  VALUATION:  Securities  are  valued  as  indicated  in  the  notes
   following the Series' schedule of investments.
3) SECURITIES TRANSACTIONS AND  INVESTMENT INCOME:  Securities transactions  are
   recorded  on  a  trade  date  basis.  Dividend  income  is  recorded  on  the
   ex-dividend date  and interest  income, including  accretion of  discount  on
   short-term   investments  (adjusted   for  original   issue  discount,  where
   applicable), is recorded on the accrual basis. Realized gains and losses from
   securities transactions are recorded on the basis of identified cost.
4) FEDERAL INCOME TAXES: Managers Trust intends to comply with the  requirements
   of  the Internal Revenue  Code of 1986,  as amended. Each  Series of Managers
   Trust also intends to  conduct its operations so  that each of its  investors
   will  be able to qualify as a  regulated investment company. Each Series will
   be treated as a partnership for Federal income tax purposes and is  therefore
   not subject to Federal income tax.
5) FOREIGN  TAXES: Foreign taxes withheld  represent amounts withheld by foreign
   tax authorities, net of refunds recoverable.
6) ORGANIZATION EXPENSES: Expenses incurred by the Series in connection with its
   organization are being amortized by the Series on a straight-line basis  over
   a  five-year period.  At December 31,  1995, the unamortized  balance of such
   expenses amounted to $83,580. The  accrued organization costs are payable  to
   Neuberger&  Berman  Management  Incorporated  ("Management"),  the investment
   manager of the Series.
7) EXPENSE ALLOCATION: Expenses directly attributable to a series are charged to
   that series. Expenses not directly attributed  to a series are allocated,  on
   the basis of relative net assets, to each of the series of Managers Trust.
8) FOREIGN  CURRENCY  TRANSLATION:  The  accounting records  of  the  Series are
   maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
   dollars at the  current rate of  exchange of such  currency against the  U.S.
   dollar  to determine the value of  investments, other assets and liabilities.
   Purchase  and  sale  prices  of  securities,  and  income  and  expenses  are
   translated  into  U.S. dollars  at  the prevailing  rate  of exchange  on the
   respective dates of such transactions.

NOTE B -- MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES:
   The Series retains Management  as its investment  manager under a  Management
Agreement  ("Agreement") dated as of May 1, 1995. For such investment management
services,  the  Series   pays  Management   a  fee   at  the   annual  rate   of

                                                                              19
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Cont'd)
Advisers Managers Trust                                        December 31, 1995
- --------------------------------------------------------------------------------
          AMT Growth Investments
 .55% of the first $250 million of the Series' average daily net assets, .525% of
the  next $250 million,  .50% of the next  $250 million, .475%  of the next $250
million, .45% of the next $500 million, and .425% of average daily net assets in
excess of $1.5 billion.
   All of the capital stock of Management  is owned by individuals who are  also
general  partners of Neuberger& Berman, L.P. ("Neuberger"), a member firm of The
New York Stock Exchange and the sub-adviser to the Series. Neuberger is retained
by Management  to  furnish  it  with  investment  recommendations  and  research
information  without cost  to the Series.  Several individuals  who are officers
and/or trustees of Managers Trust are also partners of Neuberger and/or officers
and/or directors of Management.
   The Series  has  an expense  offset  arrangement included  in  its  custodian
contract.  The  impact of  this arrangement  on  the Series'  custodian expense,
reflected in  the Statement  of Operations,  is less  than .01%  of the  Series'
average daily net assets.

NOTE C -- SECURITIES TRANSACTIONS:
   During  the period from May 1,  1995 (commencement of operations) to December
31, 1995,  there  were  purchase and  sale  transactions  (excluding  short-term
securities) of $187,648,333 and $201,436,226, respectively.
   During  the period from May 1,  1995 (commencement of operations) to December
31, 1995, brokerage commissions on securities transactions amounted to $555,532,
of which Neuberger received $324,279, and other brokers received $231,253.

20
<PAGE>
FINANCIAL HIGHLIGHTS
Advisers Managers Trust
- --------------------------------------------------------------------------------
          AMT Growth Investments

<TABLE>
<CAPTION>
                                          Period from
                                          May 1, 1995
                                         (Commencement
                                        of Operations)
                                        to December 31,
                                             1995
                                   -------------------------
<S>                                <C>
RATIOS TO AVERAGE NET ASSETS:
    Expenses                                          .59%(1)
                                               ----------
    Net Investment Income                             .31%(1)
                                               ----------
Portfolio Turnover Rate                                35%
                                               ----------
Average Commission Rate Paid                      $0.0412
                                               ----------
Net Assets, End of Period (in
 millions)                                         $600.8
                                               ----------
</TABLE>

1) Annualized.

                                                                              21
<PAGE>
REPORT OF INDEPENDENT AUDITORS

To the Board of Trustees of
Advisers Managers Trust and
Owners of Beneficial Interest of AMT Growth Investments

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including the schedule of investments, of the AMT Growth Investments, one of the
series comprising Advisers  Managers Trust,  as of  December 31,  1995, and  the
related  statement of  operations, the statement  of changes in  net assets, and
financial  highlights  for  the  period  from  May  1,  1995  (Commencement   of
Operations)  to  December 31,  1995.  These financial  statements  and financial
highlights are the responsibility of the Trust's management. Our  responsibility
is  to express an opinion on these financial statements and financial highlights
based on our audit.
   We conducted  our  audit  in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance  about  whether  the  financial  statements  and  financial
highlights  are free of material misstatement. An audit includes examining, on a
test basis, evidence  supporting the  amounts and disclosures  in the  financial
statements.  Our  procedures included  confirmation  of securities  owned  as of
December 31, 1995,  by correspondence with  the custodian and  brokers or  other
appropriate auditing procedures where replies from brokers were not received. An
audit  also includes  assessing the  accounting principles  used and significant
estimates made  by  management, as  well  as evaluating  the  overall  financial
statement  presentation. We believe  that our audit  provides a reasonable basis
for our opinion.
   In our opinion, the financial statements and financial highlights referred to
above present fairly, in  all material respects, the  financial position of  the
AMT  Growth Investments  of Advisers  Managers Trust  at December  31, 1995, the
results of  its  operations,  the  changes in  its  net  assets,  and  financial
highlights  for  the period  from May  1, 1995  (Commencement of  Operations) to
December 31, 1995, in conformity with generally accepted accounting principles.

                                                                [SIGNATURE]
                                                           /s/ ERNST & YOUNG LLP
Boston, Massachusetts
January 19, 1996

22


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