<PAGE>
As filed with the Securities and Exchange Commission on August 25, 2000
Registration No. 33-13954
================================================================================
UNITED STATES
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. 30 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 31 [X]
(Check appropriate box or boxes)
Pacific Select Fund
(Exact Name of Registrant as Specified in Charter)
700 Newport Center Drive, P.O. Box 7500, Newport Beach, CA 92660
(Address of Principal Executive Offices ) (Zip Code)
Registrant's Telephone Number, including Area Code: (949) 219-6767
Robin Yonis
Assistant Vice President and Investment Counsel of
Pacific Life Insurance Company
700 Newport Center Drive
Post Office Box 9000
Newport Beach, CA 92660
(Name and Address of Agent for Service)
Copies to:
Jeffrey S. Puretz, Esq.
Dechert Price & Rhoads
1775 Eye Street, N.W.
Washington, D.C. 20006-2401
Approximate Date of Proposed Public Offering ___________________________________
It is proposed that this filing will become effective (check appropriate box)
[_] immediately upon filing pursuant to paragraph (b)
[X] on August 28, 2000 pursuant to paragraph (b)
---------
[_] 60 days after filing pursuant to paragraph (a)(1)
[_] on (date) pursuant to paragraph (a)(1)
[_] 75 days after filing pursuant to paragraph (a)(2)
[_] on October 1, 2000 pursuant to paragraph (a)(2) of rule 485.
If appropriate, check the following box:
[_] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
================================================================================
<PAGE>
Supplement to Prospectus Dated May 1, 2000 for
Pacific Select Fund
-----------------------------------------------------
Reorganization of the The fund's board of trustees and a majority of the
Bond and Income shareholders of the Bond and Income Portfolio have
Portfolio approved the reorganization of the Bond and Income
Portfolio into the Managed Bond Portfolio. This
transaction, referred to as a reorganization, is
scheduled to occur at or about 4:00 p.m. Eastern
time on September 22, 2000, the reorganization
date.
Under the reorganization, all of the assets of the
Bond and Income Portfolio will be transferred to
the Managed Bond Portfolio in exchange for shares
of the Managed Bond Portfolio. These shares will be
distributed to the shareholders of the Bond and
Income Portfolio and the Bond and Income Portfolio
will be liquidated and cease to exist.
-----------------------------------------------------
Postponement of the The reorganization date may be postponed if:
reorganization
. the New York Stock Exchange or another primary
trading market for portfolio securities of the
Bond and Income Portfolio and/or the Managed Bond
Portfolio is closed to trading or otherwise
restricted, or
. trading or the reporting of trading on the New
York Stock Exchange or other primary trading
market is disrupted and the fund's board of
trustees believes the value of the net assets in
either portfolio cannot be accurately appraised.
If either of these events occur, the reorganization
date will be postponed until the first business day
after trading is fully resumed and reporting has
been restored.
Supplement dated August 28, 2000
<PAGE>
This supplement changes page 51 of the prospectus
to read:
-----------------------------------------------------
Fees and expenses paid The fund pays Pacific Life an advisory fee for the
by the fund services it provides as investment adviser. It also
pays for all of the costs of its operations, as
well as for other services Pacific Life provides
through a support services agreement.
The table below shows the advisory fee as an annual
percentage of each portfolio's average daily net
assets. Pacific Life uses part of this fee to pay
for the services of the portfolio managers.
The table also shows the fund expenses for each
portfolio based on expenses in 1999, adjusted to
reflect recently reduced custody fees. To help
limit fund expenses, effective July 1, 2000 Pacific
Life has contractually agreed to waive all or part
of its investment advisory fees or otherwise
reimburse each portfolio for operating expenses
(including organizational expenses, but not
including advisory fees, additional costs
associated with foreign investing and extraordinary
expenses) that exceed an annual rate of 0.10% of
its average daily net assets. Such waiver or
reimbursement is subject to repayment to Pacific
Life to the extent such expenses fall below the
0.10% expense cap. For each portfolio, Pacific
Life's right to repayment is limited to amounts
waived and/or reimbursed that exceed the new 0.10%
expense cap, but do not exceed the previously
established 0.25% expense cap. Any amounts repaid
to Pacific Life will have the effect of increasing
expenses of the portfolio, but not above the 0.10%
expense cap. There is no guarantee that Pacific
Life will continue to cap expenses after December
31, 2001. In 1999, Pacific Life reimbursed the
Small-Cap Index Portfolio $96,949.
<TABLE>
<CAPTION>
-----------------------------------------------------------------------
Less
Advisory Other Total adviser's Total net
Portfolio fee expenses expenses+ reimbursement expenses
-----------------------------------------------------------------------
As an annual % of average daily net assets
<S> <C> <C> <C> <C> <C>
Aggressive Equity 0.80 0.04 0.84 -- 0.84
Emerging
Markets/1/ 1.10 0.19 1.29 -- 1.29
Diversified
Research/2/ 0.90 0.05 0.95 -- 0.95
Small-Cap Equity 0.65 0.04 0.69 -- 0.69
International
Large-Cap/2/ 1.05 0.10 1.15 -- 1.15
Bond and Income 0.60 0.05 0.65 -- 0.65
Equity 0.65 0.03 0.68 -- 0.68
I-Net
Tollkeeper/2/ 1.50 0.14 1.64 (0.04) 1.60
Multi-Strategy 0.65 0.04 0.69 -- 0.69
Equity Income 0.65 0.04 0.69 -- 0.69
Growth LT 0.75 0.03 0.78 -- 0.78
Mid-Cap Value 0.85 0.07 0.92 -- 0.92
Equity Index/3/ 0.25 0.04 0.29 -- 0.29
Small-Cap Index 0.50 0.30 0.80 (0.20) 0.60
REIT 1.10 0.15 1.25 (0.05) 1.20
International
Value 0.85 0.09 0.94 -- 0.94
Government
Securities 0.60 0.05 0.65 -- 0.65
Managed Bond/1/ 0.60 0.05 0.65 -- 0.65
Money Market/1/ 0.35 0.04 0.39 -- 0.39
High Yield Bond/1/
0.60 0.05 0.65 -- 0.65
Large-Cap Value 0.85 0.08 0.93 -- 0.93
-----------------------------------------------------------------------
</TABLE>
/1/ Total adjusted net expenses for these
portfolios in 1999, after deduction of an
offset for custodian credits were: 1.28% for
Emerging Markets Portfolio, 0.64% for Managed
Bond Portfolio, 0.38% for Money Market
Portfolio, and 0.64% for High Yield Bond
Portfolio.
/2/ Expenses are estimated. There were no actual
advisory fees or expenses for these portfolios
in 1999 because the portfolios started after
December 31, 1999.
/3/ Total adjusted net expenses for the Equity
Index Portfolio in 1999, after deduction of an
offset for custodian credits, were 0.28%. The
advisory fee for the portfolio has also been
adjusted to reflect the advisory fee increase
effective January 1, 2000. The actual advisory
fee and total adjusted net expenses for this
portfolio in 1999, after deduction of an offset
for custodian credits, were 0.16% and 0.19%,
respectively.
+ The fund has adopted a brokerage enhancement
12b-1 plan, under which brokerage transactions
may be placed with broker-dealers in return for
credits, cash, or other compensation that may
be used to help promote distribution of fund
shares. There are no fees or charges to any
portfolio under this plan, although the fund's
distributor may defray expenses of up to
approximately $300,000 for the year 2000, which
it might otherwise incur for distribution. If
such defrayed amount were considered a fund
expense, it would represent approximately
.0023% or less of any portfolio's average daily
net assets.
Form No. 15-22778-00
FSUPP82800
<PAGE>
PACIFIC SELECT FUND
Part C: OTHER INFORMATION
Item 23. Exhibits
--------
(a)(1) Agreement and Declaration of Trust/7/
(a)(2) Establishment and Designation of Shares of
Beneficial Interest in the Equity Index Series/1/
(a)(3) Written Instrument Amending the Amended and
Restated Agreement and Declaration of Trust -
I-Net Tollkeeper/9/
(a)(4) Form of Written Instrument Amending the Amended
and Restated Agreement and Declaration of Trust -
Focused 30 and Strategic Value/9/
(b) By-Laws of Registrant/7/
(c) Instruments Defining Rights of Holders of
Securities/1/
(d)(1) Investment Advisory Agreement/1/
(d)(2) Portfolio Management Agreement - Capital Guardian
Trust Company/1/
(d)(3) Addendum to Goldman Sachs Portfolio Management
Agreement/8/
(d)(4) Portfolio Management Agreement - J.P. Morgan
Investment Management Inc./1/
(d)(5) Portfolio Management Agreement - Janus Capital
Corporation/1/
(d)(6) Portfolio Management Agreement - Morgan Stanley
Asset Management/4/
(d)(7) Portfolio Management Agreement - Alliance Capital
Management L.P./5/
(d)(8) Portfolio Management Agreement - Goldman Sachs
Asset Management/5/
II-1
<PAGE>
(d)(9) Portfolio Management Agreement - Pacific
Investment Management Company/9/
(d)(10) Addendum to Advisory Agreement - Large-Cap,
Mid-Cap, Small-Cap Index, REIT/6/
(d)(11) Addendum to Portfolio Management Agreement -
Janus Capital Corporation/3/
(d)(12) Addendum to Portfolio Management Agreement -
J.P. Morgan Investment Management Inc./3/
(d)(13) Addendum to Portfolio Management Agreement -
Pacific Investment Management Company/3/
(d)(14) Addendum to Advisory Agreement - International
Large-Cap and Diversified Research/7/
(d)(15) Portfolio Management Agreement - Salomon Brothers
Asset Management Inc/6/
(d)(16) Portfolio Management Agreement - Lazard Asset
Management/6/
(d)(17) Addendum to Portfolio Management Agreement -
Morgan Stanley Asset Management/6/
(d)(18) Addendum to Advisory Agreement - I-Net
Tollkeeper/8/
(d)(19) Portfolio Management Agreement - Capital Guardian
Trust Company/7/
(d)(20) Portfolio Management Agreement - Mercury Asset
Management US/7/
(d)(21) Addendum to Portfolio Management
Agreement - Alliance Capital Management L.P./7/
(d)(22) Form of Addendum to Advisory Agreement - Focused
30 and Strategic Value/9/
(d)(23) Form of Addendum to Portfolio Management
Agreement - Janus Capital Corporation
(e)(1) Distribution Agreement/7/
(e)(2) Addendum to Distribution Agreement - I-Net
Tollkeeper Portfolio/8/
(e)(3) Form of Addendum to Distribution Agreement -
Focused 30 and Strategic Value/9/
(f) Not Applicable
(g)(1) Custodian Agreement/1/
(g)(2) Custodian Agreement Fee Schedule/3/
(g)(3) Addendum to Custodian Agreement - Large-Cap,
Mid-Cap, Small-Cap Index, REIT/6/
(g)(4) Addendum to Custodian Agreement - International
Large-Cap and Diversified Research/7/
(g)(5) Addendum to Custodian Agreement - I-Net
Tollkeeper/8/
(h)(1) Agency Agreement/1/
(h)(2) Participation Agreement/8/
(h)(3) Agreement for Support Services/2/
(h)(4) Addendum to Agency Agreement - Large-Cap,
Mid-Cap, Small-Cap Index, REIT/6/
(h)(5) Addendum to Agency Agreement - International
Large-Cap and Diversified Research/7/
(h)(6) Addendum to Agency Agreement - I-Net
Tollkeeper/9/
(h)(7) Addendum to Participation Agreement - I-Net
Tollkeeper/8/
(h)(8) Form of Addendum to Agency Agreement - Focused 30
and Strategic Value/9/
(h)(9) Form of Addendum to Participation Agreement -
Focused 30 and Strategic Value/9/
(i) Opinion and Consent of Counsel/1/
(j) Not Applicable
(k) Not Applicable
(l) Not Applicable
(m) Brokerage Enhancement Plan/8/
(m)(1) Revised Schedule A to Brokerage Enhancement
Plan - I-Net Tollkeeper/9/
(m)(2) Form of Revised Schedule A to Brokerage
Enhancement Plan - Focused 30 and Strategic
Value/9/
(n) Not Applicable
(o) Not Applicable
(p)(1) Code of Ethics - Pacific Select Fund/7/
(p)(2) Code of Ethics - Alliance Capital Management
L.P./9/
(p)(3) Code of Ethics - Capital Guardian Trust
Company/9/
(p)(4) Code of Ethics - Goldman Sachs Asset
Management/9/
(p)(5) Code of Ethics - J.P. Morgan Investment
Management Inc./9/
(p)(6) Code of Ethics - Janus Capital
Corporation/9/
(p)(7) Code of Ethics - Lazard Asset Management/9/
(p)(8) Code of Ethics - Mercury Asset Management
US/9/
(p)(9) Code of Ethics - Morgan Stanley Asset
Management/9/
(p)(10) Code of Ethics - Pacific Investment Management
Company/9/
(p)(11) Code of Ethics - Salomon Brothers Asset
Management Inc/9/
(p)(12) Code of Ethics - Pacific Life Insurance Company
Securities Division/9/
------------
/1/ Included in Registrant's Form Type N1A/A, Accession No. 0000898430-95-
002464 filed on November 22, 1995 and incorporated by reference herein.
/2/ Included in Registrant's Form Type N1A/A, Accession No. 0000898430-96-
000275 filed on February 1, 1996 and incorporated by reference herein.
/3/ Included in Registrant's Form Type N1A/B, Accession No. 0001017062-97-
000728 filed on April 25, 1997 and incorporated by reference herein.
/4/ Included in Registrant's Form Type N1A/A, Accession No. 0001017062-97-
001012 filed on May 16, 1997 and incorporated by reference herein.
/5/ Included in Registrant's Form Type N1A/A, Accession No. 0001017062-98-
000424 filed on March 2, 1998 and incorporated by reference herein.
/6/ Included in Registrant's Form Type N1A/A, Accession No. 0001017062-98-
001954 filed on September 4, 1998 and incorporated by reference herein.
/7/ Included in Registrant's Form Type N1A/A, Accession Number 0001017062-00-
000474 filed on February 16, 2000 and incorporated by reference herein.
/8/ Included in Registrant's Form Type N1A/B, Accession Number 0001017062-00-
000983 filed on April 26, 2000 and incorporated by reference herein.
/9/ Included in Registrant's Form Type N1A/A, Accession Number 0001017062-00-
001495 filed on July 14, 2000 and incorporated by reference herein.
Item 24. Persons Controlled by or Under Common Control with the Fund
-----------------------------------------------------------
Pacific Life Insurance Company ("Pacific Life"), on its own behalf and on
behalf of its Separate Account A, Separate Account B, Pacific Select Variable
Annuity, Pacific Select Exec, Pacific COLI, Pacific COLI II, Pacific COLI III,
Pacific Select, and Pacific Corinthian Variable Account Separate Accounts
("Separate Accounts"), owns of record the outstanding shares of the Series of
Registrant. Pacific Life Insurance Company will vote fund shares in accordance
with instructions received from Policy Owners having interests in the Variable
Accounts of its Separate Accounts.
Item 25. Indemnification
---------------
II-2
<PAGE>
Reference is made to Article V of the Registrant's Declaration of
Trust.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 ("Act") may be permitted to trustees, officers and controlling persons
of the Registrant by the Registrant pursuant to the Declaration of Trust or
otherwise, the Registrant is aware that in the opinion of the Securities and
Exchange Commission, such indemnification is against public policy as expressed
in the Act and, therefore, is 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 trustees, officers or controlling
persons of the Registrant in connection with the successful defense of any act,
suit or proceeding) is asserted by such trustees, officers or controlling
persons in connection with the shares 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 issues.
Item 26. Business and Other Connections of the Investment Adviser
--------------------------------------------------------
Each investment adviser, and the trustees or directors and officers of each
investment adviser and their business and other connections are as follows:
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Pacific Life Insurance Company
</TABLE>
II-3
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Pacific Life Thomas C. Sutton Director, Chairman of the Board and Chief
Executive Officer of Pacific Life Insurance
Company, January 1990 to present; Director,
Chairman of the Board and Chief Executive
Officer of Pacific Mutual Holding Company and
Pacific LifeCorp, August 1997 to present;
Director of: Mutual Service Corporation,
Director (March 1989 to present) and Chairman
(July 1989 to present) of Pacific Life & Annuity
Company (formerly PM Group Life Insurance Co.);
PM Realty Advisors, Inc., Pacific Financial
Products, Inc., and similar positions with
various affiliated companies of Pacific Life
Insurance Company; Director of: Newhall Land &
Farming; Edison International; The Irvine Company
and Former Chairman of the American Council of
Life Insurance; and Former Director of: Pacific
Corinthian Life Insurance Company, Cadence
Capital Management Corporation, NFJ Investment
Group, Inc., Pacific Financial Asset Management
Corporation, Pacific Investment Management
Company, Pacific Select Distributors, Inc.
(formerly Pacific Mutual Distributors, Inc.), and
Management Board member of PIMCO Advisors L.P.
Pacific Life Glenn S. Schafer Director (November 1994 to present) and President
(January 1995 to present) of Pacific Life Insurance
Company; Director and President of Pacific Mutual
Holding Company and Pacific LifeCorp, August 1997
to present; Director of: Pacific Life & Annuity
Company (formerly PM Group Life Insurance Company);
Mutual Service Corporation; PM Realty Advisors, Inc.;
and similar positions with various affiliated companies
of Pacific Life Insurance Company; Former Director
of Pacific Corinthian Life Insurance Company; Pacific
Select Distributors, Inc. (formerly Pacific Mutual
Distributors, Inc.); and Management Board member of
PIMCO Advisors L.P.
Pacific Life David R. Carmichael Director (since August 1997), Senior Vice President
and General Counsel of Pacific Life Insurance
Company, April 1992 to present; Senior Vice
President and General Counsel of Pacific Mutual
Holding Company and Pacific LifeCorp, August 1997
to present; Senior Vice President and General
Counsel of Pacific Life & Annuity Company (formerly
PM Group Life Insurance Company), July 1998 to present;
Director of Pacific Life & Annuity (formerly PM Group
Life Insurance Company); Association of California
Health and Life Insurance Companies; and Association
of Life Insurance Counsel; Former Director of Pacific
Corinthian Life Insurance Company
</TABLE>
II-4
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Pacific Life Audrey L. Milfs Director (since August 1997), Vice President
and Corporate Secretary of Pacific Life
Insurance Company, March 1991 to present;
Vice President and Secretary of Pacific
Mutual Holding Company and Pacific LifeCorp,
August 1997 to present; Director of Pacific
Life & Annuity Company (formerly PM Group Life
Insurance Company); Pacific Financial Products,
Inc.; PM Realty Advisors, Inc.; Vice President
and Secretary to several affiliated companies
of Pacific Life Insurance Company
Pacific Life Khanh T. Tran Director (since August 1997), Senior Vice President
and Chief Financial Officer of Pacific Life
Insurance Company, June 1996 to present; Vice
President and Treasurer of Pacific Life Insurance
Company, November 1991 to June 1996; Senior Vice
President and Chief Financial Officer to several
affiliated companies of Pacific Life Insurance
Company, 1990 to present
Pacific Life Edward R. Byrd Vice President and Controller of Pacific
Life Insurance Company, August 1992 to present;
Director (since January 1998), CFO and
Treasurer of Pacific Select Distributors, Inc.
(formerly Pacific Mutual Distributors, Inc.);
Vice President and Controller of Pacific Mutual
Holding Company and Pacific LifeCorp, August
1997 to present; and similar positions with
various affiliated companies of Pacific Life
Insurance Company.
Pacific Life Brian D. Klemens Vice President and Treasurer of Pacific Life
Insurance Company, December 1998 to Present; and
Assistant Vice President and Assistant Controller
of Pacific Life Insurance Company, April 1994 to
December 1998; Vice President and Treasurer of
several affiliated companies of Pacific Life
Insurance Company (February 1999 to present)
Pacific Life Larry J. Card Executive Vice President of Pacific Life Insurance
Company, January 1995 to present; Executive Vice
President of Pacific Mutual Holding Company and
Pacific LifeCorp, August 1997 to present and
similar positions with various affiliated
companies of Pacific Life Insurance Company.
</TABLE>
II-5
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
---------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Pacific Investment Investment Adviser
Management
Company
("PIMCO")
PIMCO Augustine Ariza, Jr. Vice President
PIMCO Michael R. Asay Senior Vice President
PIMCO George C. Allan Senior Vice President
PIMCO Tamara J. Arnold, CFA Senior Vice President
PIMCO Brian P. Baker Vice President (SINGAPORE)
PIMCO Leslie A. Barbi Executive Vice President
PIMCO Stephen B. Beaumont Vice President
PIMCO William R. Benz, CFA Managing Director
PIMCO Gregory A. Bishop Vice President
PIMCO Andrew Brick Senior Vice President
PIMCO John B. Brynjolfsson Senior Vice President
PIMCO Robert W. Burns Managing Director
PIMCO Sabrina C. Callin Vice President
PIMCO Marcia K. Clark Vice President
PIMCO Jerry L. Coleman Vice President
PIMCO Cyrille Conseil Vice President
PIMCO Douglas Cummings Vice President
PIMCO Wendy W. Cupps Senior Vice President
PIMCO Chris P. Dialynas Managing Director
PIMCO David J. Dorff Vice President
PIMCO Michael G. Dow Senior Vice President
PIMCO Anita Dunn Vice President
PIMCO Sandra Durn Vice President
</TABLE>
II-6
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
---------------------- ----------------------- --------------------------------------------
<S> <C> <C>
PIMCO A. Benjamin Ehlert, CFA, Executive Vice President
CIC
PIMCO Mohamed A. El-Erian Managing Director
PIMCO Robert A. Ettl Executive Vice President
PIMCO Stephanie D. Evans Vice President
PIMCO Robert M. Fitzgerald Chief Financial Officer, Treasurer (PALP)
PIMCO Teri Frisch Vice President
PIMCO Steve A. Foulke Vice President
PIMCO Yuri P. Garbuzov Vice President
PIMCO William H. Gross, CFA Managing Director
PIMCO John L. Hague Managing Director
PIMCO Gordon C. Hally, CIC Executive Vice President
PIMCO Pasi M. Hamalainen Managing Director
PIMCO John P. Hardaway Senior Vice President
PIMCO Brent R. Harris, CFA Managing Director
PIMCO Joseph Hattesohl Vice President
PIMCO Raymond C. Hayes Vice President
PIMCO David C. Hinman Senior Vice President
PIMCO Lisa Hocson Vice President
PIMCO Douglas M. Hodge, CFA Executive Vice President
PIMCO Brent L. Holden, CFA Managing Director
PIMCO Dwight F. Holloway, Jr., Senior Vice President (LONDON)
CFA, CIC
PIMCO Mark T. Hudoff Senior Vice President
PIMCO Margaret E. Isberg Managing Director
PIMCO Thomas J. Kelleher Vice President
PIMCO James M. Keller Senior Vice President
PIMCO Raymond G. Kennedy, CFA Senior Vice President
PIMCO Mark R. Kiesel Vice President
PIMCO Sharon K. Kilmer Executive Vice President
PIMCO Steven Kirkbaumer Vice President
PIMCO John S. Loftus, CFA Managing Director
PIMCO David Lown Vice President
PIMCO Joseph McDevitt Executive Vice President
PIMCO Andre J. Mallegol Vice President
PIMCO Scott W. Martin Vice President
PIMCO Michael E. Martini Vice President
PIMCO Scott A. Mather Senior Vice President
PIMCO Benjamin L. Mayer Vice President
PIMCO Dean S. Meiling, CFA Managing Director
PIMCO Jonathan D. Moll Vice President
PIMCO Mark E. Metsch Vice President
PIMCO Kristen M. Monson Senior Vice President
PIMCO James F. Muzzy, CFA Managing Director
PIMCO Doris Nakamura Vice President
PIMCO Mark D. Nellemann Vice President
PIMCO Vinh T. Nguyen Controller (PALP)
PIMCO Douglas J. Ongaro Vice President
PIMCO Thomas J. Otterbein, CFA Senior Vice President
PIMCO Kumar N. Palghat Vice President
PIMCO Keith Perez Vice President
PIMCO Mohan V. Phansalkar Senior Vice President, Senior
Legal Counsel
PIMCO Elizabeth M. Philipp Vice President
PIMCO David J. Pittman Vice President
PIMCO William F. Podlich III Managing Director
PIMCO William C. Powers Managing Director
PIMCO Terry A. Randall Vice President
PIMCO Mark Romano Vice President
PIMCO Scott L. Roney, CFA Senior Vice President (JAPAN)
PIMCO Michael J. Rosborough Senior Vice President
PIMCO Cathy T. Rowe Vice President
PIMCO Seth R. Ruthen Vice President
PIMCO Jeffrey M. Sargent Vice President
PIMCO Ernest L. Schmider Managing Director, Secretary,
Chief Administrative and Legal Officer
PIMCO Leland T. Scholey, CFA Senior Vice President
PIMCO Stephen O. Schulist Vice President
PIMCO Iwona E. Scibisz Vice President
PIMCO Denise C. Seliga Vice President
PIMCO Rita J. Seymour Vice President
PIMCO Christopher Sullivan, CFA Vice President
PIMCO Kyle J. Theodore Vice President
PIMCO Lee Thomas Managing Director
PIMCO William S. Thompson, Chief Executive Officer and Managing
Jr. Director
PIMCO Ronaele K. Trinidad Vice President
PIMCO Benjamin L. Trosky, CFA Managing Director
PIMCO Richard E. Tyson Vice President
PIMCO Peter A. Van de Zilver Vice President
PIMCO Koichi Watanabe Vice President (JAPAN)
PIMCO Marilyn Wegener Vice President
PIMCO Richard M. Weil Assistant Secretary, General Counsel
PIMCO Paul C. Westhead Vice President, Managing Director,
Director of Corporate Services and General Counsel
PIMCO George H. Wood, CFA Executive Vice President
PIMCO Michael A. Yetter Senior Vice President
PIMCO David Young Vice President (LONDON)
PIMCO Changhong Zhu Vice President
</TABLE>
II-7
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Capital Guardian Trust Investment Adviser
Company
Capital Guardian Trust Timothy D. Amour Director, Capital Guardian Trust Company,
Company Capital Research and Management Company and
Capital Management Services, Inc.; Chairman
and Chief Executive Officer, Capital Research
Company.
Capital Guardian Trust Donnalisa Barnum Senior Vice President, Capital
Company Guardian Trust Company; Vice
President, Capital International
Limited and Capital International, Inc.
Capital Guardian Trust Andrew F. Barth Director, Capital Guardian Trust Company and
Company Capital Research and Management Company;
Director and Research Director, Capital
International Research, Inc.; President, Capital
Guardian Research Company; Formerly Director and
Executive Vice President, Capital Guardian
Research Company.
Capital Guardian Trust Michael D. Beckman Senior Vice President, Treasurer and Director,
Company Capital Guardian Trust Company; Director,
Capital Guardian Trust Company of Nevada;
Treasurer, Capital International Research, Inc.
and Capital Guardian Research Company; Director
and Treasurer, Capital Guardian (Canada), Inc.;
Formerly Chairman and Director, Capital
International Asia Pacific Management Company.
Capital Guardian Trust Michael A. Burik Senior Counsel, The Capital Group Companies,
Company Inc.; Senior Vice President, Capital Guardian
Trust Company.
Capital Guardian Trust Elizabeth A. Burns Senior Vice President, Capital Guardian
Company Trust Company
Capital Guardian Trust Larry P. Clemmensen Director of Capital Guardian Trust
Company Company, American Funds Distributors, Inc.;
Chairman of the Board, and Director of American
Funds Service Company; Director and President,
The Capital Group Companies, Inc. and Capital
Management Services, Inc.; Senior Vice
President and Director, Capital Research and
Management Company; Treasurer, Capital
Strategy Research, Inc.;
Capital Guardian Trust Kevin G. Clifford Director and President, American Funds
Company Distributors, Inc.; Director, Capital
Guardian Trust Company
Capital Guardian Trust Roberta A. Conroy Senior Vice President, Director and Counsel,
Company Capital Guardian Trust Company; Senior Vice
President and Secretary, Capital
International, Inc.; Assistant General
Counsel, The Capital Group Companies, Inc.,
Secretary, Capital Guardian International,
Inc.; Formerly, Secretary, Capital Management
Services, Inc.
Capital Guardian Trust John B. Emerson Senior Vice President, Capital Guardian Trust
Company Company; Director, Capital Guardian Trust
Company, a Nevada Corporation.
Capital Guardian Trust Michael R. Ericksen Senior Vice President, Capital Guardian
Company Trust Company; Senior Vice President and
Director, Capital International, Limited
</TABLE>
II-8
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- ----------------------------------------------
<S> <C> <C>
Capital Guardian Trust David I. Fisher Vice Chairman and Director, Capital
Company International, Inc., Capital International
Limited and Capital International K.K.;
Chairman and Director, Capital International
S. A. and Capital Guardian Trust Company;
Director and President, Capital International
Limited (Bermuda); Director, The Capital Group
Companies, Inc., Capital International
Research, Inc., Capital Group Research, Inc.
and Capital Research and Management Company.
Capital Guardian Trust Richard N. Havas Senior Vice President, Capital Guardian Trust
Company, Capital International, Inc. and
Capital International Limited; Director and
Senior Vice President, Capital International
Research, Inc.; Director and Senior Vice
President Capital Guardian (Canada), Inc.
Capital Guardian Trust Frederick M. Hughes, Jr. Senior Vice President, Capital
Company Guardian Trust Company
Capital Guardian Trust William H. Hurt Senior Vice President and Director, Capital
Company Guardian Trust Company; Chairman and Director,
Capital Guardian Trust Company, a Nevada
Corporation and Capital Strategy Research,
Inc.; Formerly, Director, The Capital Group
Companies, Inc.
Capital Guardian Trust Peter C. Kelly Senior Vice President, Capital Guardian Trust
Company Company; Assistant General Counsel, The
Capital Group Companies, Inc.; Director and
Senior Vice President, Capital International,
Inc.
Capital Guardian Trust Robert G. Kirby Chairman Emeritus, Capital Guardian Trust
Company; Senior Partner, The Capital Group
Companies, Inc.
Capital Guardian Trust Nancy J. Kyle Senior Vice President and Director,
Company Capital Guardian Trust Company; President, and
Director, Capital Guardian (Canada), Inc.
Capital Guardian Trust Karin L. Larson Director, The Capital Group Companies, Inc.,
Company Capital Group Research, Inc., Capital Guardian
Trust Company, Director and Chairman, Capital
Guardian Research Company and Capital
International Research, Inc., Formerly,
Director and Senior Vice President, Capital
Guardian Research Company.
</TABLE>
II-9
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Capital Guardian Trust James R. Mulally Senior Vice President and Director,
Company Capital Guardian Trust Company; Senior
Vice President, Capital International
Limited; Vice President, Capital Research
Company; Formerly, Director, Capital Guardian
Research Company
Capital Guardian Trust Shelby Notkin Senior Vice President, Capital
Company Guardian Trust Company; Director, Capital
Guardian Trust Company, a Nevada Corporation
Capital Guardian Trust Mary M. O'Hern Senior Vice President, Capital
Company Guardian Trust Company and Capital
International Limited; Vice President,
Capital International, Inc.
Capital Guardian Trust Jeffrey C. Paster Senior Vice President, Capital Guardian
Company Trust Company
Capital Guardian Trust Robert V. Pennington Senior Vice President, Capital Guardian
Company Trust Company; President and Director, Capital
Guardian Trust Company, a Nevada Corporation
Capital Guardian Trust Jason M. Pilalas Director, Capital Guardian Trust Company; Senior
Company Vice President and Director, Capital
International Research, Inc.; Formerly,
Director and Senior Vice President, Capital
Guardian Research Company.
Capital Guardian Trust Robert Ronus President and Director, Capital Guardian Trust
Company Company; Chairman and Director, Capital
Guardian (Canada), Inc., Director, Capital
International, Inc. and Capital Guardian
Research Company; Senior Vice President,
Capital International, Inc.; Capital
International Limited and Capital
International S.A.; Formerly, Chairman,
Capital Guardian International Research
Company and Director, Capital International,
Inc.
Capital Guardian Trust James F. Rothenberg Director, American Funds Distributors, Inc.,
Company American Funds Service Company, The Capital
Group Companies, Inc., Capital Group Research,
Inc., Capital Guardian Trust Company and
Capital Management Services, Inc.; Director
and President, Capital Research and
Management, Inc.; Formerly, Director of
Capital Guardian Trust Company, a Nevada
Corporation, and Capital Research Company.
Capital Guardian Trust Theodore R. Samuels Senior Vice President and Director, Capital
Company Guardian Trust Company; Director, Capital
International Research, Inc.; Formerly,
Director, Capital Guardian Research Company
Capital Guardian Trust Lionel A. Sauvage Senior Vice President, Capital Guardian
Company Trust Company; Vice President,
Capital International Research, Inc.;
Formerly, Director, Capital Guardian
Research Company
Capital Guardian Trust John H. Seiter Executive Vice President and Director,
Company Capital Guardian Trust Company; Senior Vice
President, Capital Group International, Inc.;
Vice President, The Capital Group Companies,
Inc.
</TABLE>
II-10
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Capital Guardian Trust Eugene P. Stein Executive Vice President and Director,
Company Capital Guardian Trust Company; Formerly,
Director, Capital Guardian Research
Company
Capital Guardian Trust Karen Skinner-Twoney Vice President, Capital Guardian Trust
Company Company; Director, Vice President and
Treasurer, Capital Guardian Trust Company, a
Nevada Corporation.
Capital Guardian Trust Philip A. Swan Senior Vice President, Capital Guardian
Company Trust Company
Capital Guardian Trust Shaw B. Wagener Director, Capital Guardian Trust Company,
Company Capital International Asia Pacific Management
Company S.A., Capital Research and Management
Company and Capital International Management
Company S.A.; President and Director, Capital
International, Inc.; Senior Vice President,
Capital Group International, Inc.
Capital Guardian Trust Eugene M. Waldron Senior Vice President, Capital Guardian Trust
Company Company
Capital Guardian Trust Joanne Weckbacher Senior Vice President, Capital Guardian Trust
Company Company.
</TABLE>
II-11
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
J.P. Morgan Investment Adviser
Investment
Management Inc.
J.P. Morgan Keith M. Schappert President, Chairman, Director and Managing
Investment Director, J.P. Morgan Investment Management
Management Inc. Inc.; Managing Director, Morgan Guaranty
Trust Company of New York
J.P. Morgan Isabel H. Sloane Director and Managing Director, J.P. Morgan
Investment Investment Management Inc.; Managing Director,
Management Inc. Morgan Guaranty Trust Company of New York
J.P. Morgan Hendrik Van Riel Director and Managing Director,
Investment J.P. Morgan Investment Management Inc.;
Management Inc. Managing Director, Morgan Guaranty
Trust Company of New York
J.P. Morgan Kenneth W. Anderson Director and Managing Director, J.P. Morgan
Investment Investment Management Inc.; Managing
Management Inc. Director, Morgan Guaranty Trust Company
of New York
J.P. Morgan John W. Schmidlin Director, Managing Director, J.P. Morgan
Investment Investment Management Inc.; Managing Director,
Management Inc. Morgan Guaranty Trust Company of New York
J.P. Morgan Anthony Della Pietra Chief Legal Officer and Managing Director,
Investment J.P. Morgan Investment Management Inc.;
Management Inc. Managing Director, Morgan Guaranty Trust
Company of New York
J.P. Morgan Thomas J. Smith Chief Compliance Officer, Vice President;
Investment Vice President, Morgan Guaranty Trust
Management Inc. Company of New York
J.P. Morgan Ronald R. Dewhurst Director and Managing Director, J.P. Morgan
Investment Investment Management Inc.; Managing Director,
Management Inc. Morgan Guaranty Trust Company of New York
J.P. Morgan Gerard W. Lillis Director and Managing Director, J.P. Morgan
Investment Investment Management Inc.; Managing Director,
Management Inc. Morgan Guaranty Trust Company of New York
</TABLE>
II-12
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- --------------------------------------------
<S> <C> <C>
Janus Capital Investment Adviser
Corporation
Janus Capital Thomas H. Bailey President, Director, Chairman of the
Corporation Board and Chief Executive Officer
Janus Capital James P. Craig, III Director, Vice Chairman and Chief Investment
Corporation Officer
Janus Capital Thomas A. Early Vice President, General Counsel and
Corporation Secretary
Janus Capital Michael E. Herman Director
Corporation
Janus Capital Thomas A. McDonnell Director
Corporation
Janus Capital Landon H. Rowland Director
Corporation
Janus Capital Michael Stolper Director
Corporation
Janus Capital Mark B. Whiston Vice President and Chief Marketing
Corporation Officer
Janus Capital Marjorie G. Hurd Vice President and Chief Operations Officer
Corporation
Janus Capital Steven R. Goodbarn Treasurer and Chief Financial
Corporation Officer, 1992 to present, Vice
President of Finance, June 1995
to present
</TABLE>
II-13
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
----------------------- ---------------------- ------------------------------
<S> <C> <C>
Morgan Stanley Asset Investment Adviser
Management
Morgan Stanley Asset Barton M. Biggs Director, Chairman and
Management Managing Director
Morgan Stanley Asset Peter Dominic Managing Director and Member
Management Caldecott of Executive Committee
Morgan Stanley Asset Marna C. Whittington Chief Operating Officer,
Management Managing Director, and Member
of Executive Committee
Morgan Stanley Asset Donald P. Ryan Principal and Compliance Officer
Management
Morgan Stanley Asset Harold J. Schaaff, Jr. Managing Director, General Counsel
Management and Secretary
Morgan Stanley Asset Alexander C. Frank Treasurer
Management
Morgan Stanley Asset Richard B. Worley President, Director, Portfolio
Management Manager and Member of Executive
Committee
Morgan Stanley Asset Thomas L. Bennett Member of Executive Committee
Management and Portfolio Manager
Morgan Stanley Asset Alan E. Goldberg Member of Executive Committee
Management
</TABLE>
II-14
<PAGE>
<TABLE>
<CAPTION>
Name of Adviser Name of Individual Business and Other Connections
------------------------- ----------------------- ---------------------------------------------
<S> <C> <C>
Goldman Sachs Asset Investment Adviser
Management
Goldman Sachs Asset Robert J. Hurst Vice Chairman, Goldman, Sachs & Co.
Management
Goldman Sachs Asset Henry M. Paulson, Jr. Chief Executive Officer and Chairman,
Management Goldman, Sachs & Co.
Goldman Sachs Asset John A. Thain President and Co-Chief Operating Officer,
Management Goldman, Sachs & Co.
Goldman Sachs Asset John L. Thornton President and Co-Chief Operating Officer,
Management Goldman, Sachs & Co.
</TABLE>
II-15
<PAGE>
<TABLE>
<CAPTION>
Adviser and Governing
Board of Directors Name of Individual Business and Other Connections
-------------------------------- ------------------------------- ---------------------------------------------------------
<S> <C> <C>
Alliance Capital Management L.P. Investment Adviser
Alliance Capital Management L.P. Dave H. Williams Director; Chairman of the Board, Alliance Capital
Management Corporation; Director of The Equitable
Companies Incorporated; Director of The Equitable Life
Assurance Society of the United States; Senior Vice
President of AXA (husband of Reba W. Williams)
Alliance Capital Management L.P. Michael Hegarty Director; Vice Chairman and Chief Operating Officer;
The Equitable Companies Incorporated; President, Chief
Operating Officer and Director, The Equitable Life
Assurance Society of the U.S.
Alliance Capital Management L.P. Benjamin D. Holloway Director; Consultant to the Continental Companies;
Director Emeritus of the Duke University Management
Corporation, Chairman of the Touro National Heritage
Trust, a Regent of The Cathedral of St. John the Divine
and a Trustee of Duke University (Emeritus) and the
American Academy in Rome
Alliance Capital Management L.P. Denis Duverne Director; Senior Vice President - International Life,
AXA; Director of various subsidiaries of the AXA Group;
Director of Donaldson Lufkin & Jenrette and The
Equitable Life Assurance Society of the United States
Alliance Capital Management L.P. Herve Hatt Director; Senior Vice President, AXA
Alliance Capital Management L.P. Frank Savage Director; Chairman of Alliance Capital Management
International, a division of Alliance Capital Management
LP; Director of Alliance Capital Finance Group
Incorporated, a subsidiary of the Partnership; Senior
Vice President of The Equitable Life Assurance Society
of the United States
Alliance Capital Management L.P. Luis J. Bastida Director; Chief Financial Officer and Member of the
Executive Committee of Banco Bilbao Vizcaya, S.A.
Alliance Capital Management L.P. Henri de la Croix de la Castries Director; Senior Executive Vice President - Financial
Services and Life Insurance Activities of AXA
Alliance Capital Management L.P. Kevin C. Dolan Director; Chief Executive Officer, AXA Investment
Managers Paris
Alliance Capital Management L.P. Reba W. Williams Director; Director of Special Projects at Alliance
Capital Management Corporation (wife of Dave H. Williams)
Alliance Capital Management L.P. Peter D. Noris Director; Executive Vice President and Chief Investment
Officer of The Equitable Companies Incorporated,
Executive Vice President and Chief Investment Officer of
The Equitable Life Assurance Society of the U.S.
Alliance Capital Management L.P. Robert B. Zoellick Director; President and CEO of the Center for Strategic
and International Studies, an independent non-profit
public policy institute; Director of Janus Intercable,
Said Holdings, the Advisory Council of Enron Corp., and
several non-profit entities, including the Council on
Foreign Relations, the German Marshall Fund, the Eurasia
Foundation, the European Institute, the American Council
on Germany, the National Bureau of Asian Research and the
Overseas Development Council
Alliance Capital Management L.P. Donald H. Brydon Director; Chairman and Chief Executive Officer, AXA
Investment Managers S.A.
Alliance Capital Management L.P. Edward D. Miller Director; President, Chief Executive Officer and Director
of The Equitable Companies Incorporated; Chairman of the
Board and Chief Executive Officer of The Equitable Life
Assurance Society of the United States; Senior Executive
Vice President, AXA
Alliance Capital Management L.P. Stanley B. Tulin Director; Executive Vice President and Chief Financial
Officer, The Equitable Companies Incorporated; Vice
Chairman and Chief Financial Officer, The Equitable Life
Assurance Society of the U.S.; Director of Donaldson,
Lufkin & Jenrette and the Jewish Theological Seminary;
Fellow of the Society of Actuaries, member and Treasurer
of the American Academy of Actuaries
Alliance Capital Management L.P. John D. Carifa Director, President and Chief Operating Officer
Alliance Capital Management L.P. Bruce W. Calvert Director and Chief Executive Officer
Alliance Capital Management L.P. Alfred Harrison Director and Vice Chairman
Alliance Capital Management L.P. David R. Brewer, Jr. Senior Vice President and General Counsel
Alliance Capital Management L.P. Robert H. Joseph, Jr. Senior Vice President and Chief Financial Officer
Alliance Capital Management L.P. Mark R. Manley Senior Vice President, Counsel, Compliance Officer and
Assistant Secretary
</TABLE>
Salomon Brothers Asset Management Inc. ("SABAM")
SABAM, an indirect, wholly-owned subsidiary of Citigroup, is an investment
adviser registered under the Investment Advisers Act of 1940 (the "Advisers
Act") and renders investment advice to a wide variety of individual,
institutional and investment advisory clients.
The list required by this Item 26 of officers and directors of SABAM, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by such officers and directors during the past
two years, is hereby incorporated by reference to Schedules A and D of Form ADV
filed by SABAM pursuant to the Advisers Act (SEC File No. 801-32046).
II-16
<PAGE>
<TABLE>
<CAPTION>
Adviser and Governing
Board of Directors Name of Individual Business and Other Connections
----------------------- -------------------------- ---------------------------------------------------------
<S> <C> <C>
Lazard Asset Management Investment Adviser
("Lazard")
Lazard John C. Adams General Member
Lazard Eileen D. Alexanderson General Member
Lazard William Araskog General Member
Lazard Robert A. Baer, Jr. General Member
Lazard F. Harlan Batrus General Member; Director of Mutual of America Capital Management Corp.;
Director of Ryan Labs, Inc.; owner of A.J. Technologies
Lazard Gerardo Braggiotti General Member; Managing Director of Lazard SpA; Managing Director of Lazard
Brothers & Co. Ltd.; Former director Centrale, Sec Generale of Centrale of
Mediobanca S.P.A.; Vice President, Lazard Vitale Borghesi SPA; General
Partner, Lazard Freres et Cie; General Partner, Maison Lazard et Cie; General
Partner, Partena
Lazard Patrick J. Callahan, Jr. General Member; Director of Berry Metal Co.; Director of Michigan Wheel Corp.;
Director of Rotation Dynamics Corp.; Director of BT Capital Corp.
Lazard Michel David-Weill General Member; Director of The Dannon Company, Inc.; President and Chairman
of the Board of Eurafrance; Director of Exor Group; Director of Euralux;
Director of Group Danone; Director of ITT Industries, Inc.; Director of La
France S.A.; Deputy Chairman of Lazard Brothers & Co., Limited; Former
Director of Pearson plc; Director of Publicis S.A.; Director of S.A. de la Rue
Imperiale de Lyon; Chairman of Lazard Freres & Co. LLC; General Partner of
Lazard Freres & Cie; Chairman of Lazard Partners L.P.; Member of Investment
Advisory Board of Corporate Advisers, L.P.; Permanent rep. of LFC (Director)
of Compagnie De Credit; Director of Maison Lazard S.A.; General Partner of
Maison Lazard & Cie; Chairman of Maison Lazard Developpement; Gerant (Partner)
of Parteger; Gerant (Partner) of Parteman; General Partner of Partemiel;
General Partner of Partena; Former Director of IFI SpA; Director of IFIL SpA;
Director of Fonds Partenaires - Gestion Investments
Lazard John V. Doyle General Member
Lazard Thomas F. Dunn General Member
Lazard Norman Eig General Member; Vice Chairman of Lazard Freres & Co. LLC; Chairman and
Director of The Lazard Funds, Inc.; Chairman and Director of Lazard Retirement
Series, Inc.; Director of Lazard Investment Funds Limited; Director and Chief
Investment Officer and Treasurer of Lazard Pension Management, Inc.; Director
of Lazard Asset Management Holdings Limited; Director of Lazard Asset
Management Pacific Co.; Director of Lazard Asset Management Limited; Member of
the Supervisory Board of Lazard Asset Management (Deutschland) GmbH; Managing
Director of Lazard Asset Management (Deutschland) Gesellschaft; Director of
Lazard Asset Management (CI) Holdings Ltd.
Lazard Richard P. Emerson General Member
Lazard Peter R. Ezersky General Member; Board Member of Cakewalk LLC
Lazard Eli H. Fink General Member; Former Partner & Vice Chairman of Deloitte & Touche LLP
Lazard Jonathan F. Foster General Member; Director, Cakewalk LLC
Lazard Albert H. Garner General Member
Lazard James S. Gold General Member; Director of Smart & Final Inc.; Director of The Hain Food
Group
Lazard Jeffrey A. Golman General Member
Lazard Steven J. Golub General Member; Chief Financial Officer of Lazard Freres & Co. LLC; Director
of Mineral Technologies Inc.
Lazard Robert L. Goodman General Member
Lazard Herbert W. Gullquist General Member; Vice Chairman of Lazard Freres & Co. LLC; President and
Director of The Lazard Funds, Inc.; President and Director of Lazard
Retirement Series, Inc.; Director of Lazard Far East Investors Limited;
President and Director of Lazard Pension Management, Inc.; Director of Lazard
Asset Management Holdings Limited; Director and President of Lazard Asset
Management (Canada), Inc.; Director and Chairman of Lazard Asset Management
Pacific Co.; Director of Lazard Asset Management Limited; Member of the
Supervisory Board of Lazard Asset Management (Deutschland) GmbH; Managing
Director of Lazard Asset Management (Deutschland) Gesallschaft); Member of the
Advisory Board of The Egypt Trust; Board Member of Lazard Asset Management
Egypt
Lazard Thomas R. Haack General Member
Lazard Paul J. Haigney Managing Director
Lazard Ira O. Handler General Member
Lazard Yasushi Hatakeyama General Member
Lazard Melvin L. Heineman General Member; Director of Lazard Freres & Co., Ltd; Director of Lazard
Asset Management Pacific Co.; Director & Vice President of Lazard Pension
Management, Inc.
Lazard Scott D. Hoffman General Member
Lazard Robert E. Hougie General Member
Lazard Kenneth M. Jacobs General Member; Director of ARV Assisted Living, Inc.
Lazard James L. Kempner General Member
Lazard Larry A. Kohn General Member
Lazard Lee O. Kraus General Member
Lazard Sandra A. Lamb Director, Fortress Group, Inc.; General Member
Lazard Robert C. Larson General Member; Chairman, Lazard Real Estate Investors LLC; Non-Executive
Director, Bass plc.; Non-Executive Director, Lifestyle Furnishings
International Ltd.; Non-Executive Director, Commonwealth Atlantic Properties,
Inc.
Lazard William R. Loomis, Jr. General Member; Director of Englehard Corp.; Former Director of Minorco S.A.;
Former Director of Minorco (U.S.A.) Inc.; Director & Chairman of Terra
Industries, Inc.; Director of Ripplewood Holdings LLC
Lazard J. Robert Lovejoy General Member
Lazard Matthew J. Lustig Board Member, Brandywine Realty Trust; General Member
Lazard Thomas E. Lynch General Member
Lazard Mark T. McMaster General Member
Lazard Michael G. Medzigian General Member; President and CEO, Lazard Real Estate Investors LLC; Director,
Arnold Palmer Golf Management; Director, President and CEO, Park Plaza Hotels
& Resorts
Lazard Richard W. Moore Jr. General Member
Lazard Robert P. Morgenthau General Member; Director and Vice President of Lazard Asset Management
(Canada) Inc.; Director of Lazard Investment Funds limited; Director of Lazard
Fund Manager (CI) Limited; Director of Lazard Global Bond Fund plc; Director
of Lazard Global Equity Fund plc; Director of Lazard Global Liquidity Fund
plc; Director of Lazard Strategic Yield Fund plc; Director of Global Funds
Management Plc; Director of Lazard Asset Management (CI) Holdings Ltd;
Director of Lazard Asset Management (CI) Ltd.; Director of Lazard Investment
Funds (CI) Ltd.; Director of Lazard Funds Administration Services (CI) Ltd.;
Director of Lazard Fund Managers (CI) Ltd. Guernsey; Director of Lazard Global
Bond Fund; Director of Lazard Investment Funds Ltd. Guernsey; Director of
Bitterroot Enterprises
Lazard Steven J. Niemczyk General Member
Lazard Hamish W. M. Norton General Member
Lazard James A. Paduano General Member; Director of Donovan Data Systems, Inc.; Director of Secure
Products Inc.
Lazard Louis Perlmutter General Member
Lazard Russell E. Planitzer General Member; Former Director of Intensolv, Inc.
Lazard Steven L. Ratner Director, Lazard Asia Limited; Chairman, Educational Broadcasting Corp.;
Director, New York Outward Bound Center; General Member
Lazard John R. Reinsberg General Member; Executive Vice President and Director of Lazard Asset
Management Pacific Co.; Member of the Supervisory Board of Lazard Asset
Management (Deutschland) GmbH
Lazard Louis G. Rice General Member
Lazard Barry W. Ridings General Member; Director, Noodle Kidoodle; Director, Furr's Bishop's Inc.;
Director, New Valley Corp.; Director, Siem Industries; Director, Seaman's
Furniture
Lazard Luis E. Rinaldini General Member
Lazard Bruno M. Roger Director, Sovaciux S.A., Board Member, Thomson S.A.; General Member;
Supervisory Board Member of AXA; Supervisory Board Member of CAP Gemini
Sogeti; Board Member of Compaigne De Credit; Board Member of Compagnie De
Saint-Gobain; Vice Chairman & CEO of Eurafrance; Chairman & CEO of Financiere
et Industrelle Gaz at Eaux; Director, Fonds Partenaires Gestion (F.P.G.);
General Partner of Lazard Freres & Cie; Director without Power of vote of
LVMH-Moet hennesy Louis Vuitton; Director, Permanent Representative of Marine-
Wendel; Supervisory Board Member of Pinault-Printemps-Redoute; Director,
Permanent Representative of Sidel; Board Member of Sofina (Belgique); Board
Member of Thomson CSF; Director, Permanent Representative of Societe Francoise
Generale Immobiliere (S.F.G.I.)
Lazard Michael S. Rome General Member
Lazard Stephen H. Sands Director and Co-Chairman, National Imaging Associates, Inc.; General Member;
Director of Isogen LLC; Former Director of Skila, Inc.
Lazard Frank A. Savage General Member
Lazard Gary S. Shedlin General Member
Lazard David A. Tanner Director, Scientific Learning Corp.; Director, Container and Pallet Services,
Inc.; Director, Children First, Inc.; Director, Employment Law Training, Inc.;
General Member; Former Managing Director of E.M. Warburg, Pincus & Co. LLC;
Former Director of Golden Books Family Entertainment Inc.; Former Director of
Renaissance Re Holdins Ltd.; Director of Poseidon Resources Inc.; Director of
Charter Financial, Inc.; Former Director of Classic Sports, Inc.; Former
Director of Information Ventures LLC
Lazard David L. Tashjian General Member
Lazard J. Mikesell Thomas General Member
Lazard Michael P. Triguboff General Member; Managing Director of Lazard Asset Management Pacific Co.;
Director of Lazard Japan Asset Management K.K.; Director, Triguboff Management
Pty Ltd.
Lazard Donald A. Wagner General Member
Lazard Ali E. Wambold General Member; Former Director of The Albert Fisher Group plc; Director of
Lazard Freres & Co., Ltd.; Director of Tomkins PLC; Member of Investment
Advisory Board of Corporate Advisors L.P.; Former Director of Lazard S.P.A.;
Director of Lazard & Co. GmbH
Lazard Michael A. Weinstock General Member
Lazard Antonio F. Weiss General Member; Director, Lazard Vitale Borghesi SPA
Lazard Alexander E. Zagoreos General Member; Director of The Egypt Trust; Director of Flemings Continental
European Investment Trust plc; Director of Gartmore Emerging Pacific
Investment Trust plc; Director of Greek Progress Fund; Director of Jupiter
International Green Investment Trust plc; Director of New Zealand Investment
Trust plc; Director of Taiwan Opportunities Fund Ltd; Director of The World
Trust Fund; Director of Lazard Select Investment Trust Ltd.; Director of
Ermitage Selz Fund; Director of Lazard Asset Management Egypt; Director of
Latin American Investment Trust, plc; Director of Taiwan American Fund Limited
Mercury Asset Jeffrey M. Peek President of Mercury; President of Merrill Lynch Asset Management, L.P.
Management US ("MLAM"); President and Director of Princeton Services; Executive Vice
President of ML & Co.; Managing Director and Co-Head of the Investment Banking
Division of Merrill Lynch in 1997
Mercury Asset Terry K. Glenn Executive Vice President of Mercury; Executive Vice President of MLAM;
Management US Executive Vice President and Director of Princeton Services; President and
Director of Princeton Funds Distributor, Inc.; Director of FDS; President of
Princeton Administrators, L.P.
Mercury Asset Gregory A. Bundy Chief Operating Officer and Managing Director of Mercury; Chief Operating
Management US Officer and Managing Director of MLAM; Chief Operating Officer and Managing
Director of Princeton Services; Co-CEO of Merrill Lynch Australia from 1997 to
1999
Mercury Asset Donald C. Burke Senior Vice President and Treasurer of Mercury; Senior Vice President and
Management US Treasurer of MLAM since 1999; Senior Vice President and Treasurer of Princeton
Services; Vice President of Princeton Funds Distributor, Inc.; First Vice
President of MLAM from 1997 to 1999; Vice President of MLAM from 1990 to 1997;
Director of Taxation of MLAM since 1990
Mercury Asset Michael G. Clark Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services; Director and Treasurer of Princeton Funds
Distributor, Inc.
Mercury Asset Robert C. Doll Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services; Chief Investment Officer of Oppenheimer
Funds, Inc. in 1999 and Executive Vice President thereof from 1991 to 1999
Mercury Asset Linda L. Federici Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services
Mercury Asset Vincent R. Giordano Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services
Mercury Asset Michael J. Hennewinkel Senior Vice President, Secretary and General Counsel of Mercury; Senior Vice
Management US President, Secretary and General Counsel of MLAM; Senior Vice President of
Princeton Services
Mercury Asset Philip L. Kirstein Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President, General Counsel, Director and Secretary of Princeton Services
Mercury Asset Debra W. Landsman-Yaros Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services; Vice President of Princeton Funds
Distributor, Inc.
Mercury Asset Joseph T. Monagle, Jr. Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services
Mercury Asset Brian A. Murdock Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services; Director of Princeton Funds Distributor, Inc.
Mercury Asset Gregory D. Upah Senior Vice President of Mercury; Senior Vice President of MLAM; Senior Vice
Management US President of Princeton Services
</TABLE>
II-17
<PAGE>
Item 27. Principal Underwriters
----------------------
(a) Pacific Select Distributors, Inc. ("PSD") (formerly Pacific Mutual
Distributors, Inc.) member, NASD & SIPC serves as Distributor of
Shares of Pacific Select Fund. PSD is a subsidiary of Pacific
Life.
(b)
<TABLE>
<CAPTION>
Name and Principal/10/ Positions and Offices Positions and Offices
Business Address with Underwriter with Registrant
------------------------- ------------------------- ---------------------
<S> <C> <C>
Audrey L. Milfs Vice President and Secretary
Secretary
Edward R. Byrd Director, Vice President None
and Chief Financial Officer
Gerald W. Robinson Director, Chairman and CEO None
John L. Dixon Director and President None
Thomas H. Oliver Director None
John W. Poff Vice President None
Patricia A. Thompson Assistant Vice President None
Jane M. Guon Assistant Secretary None
Adrian S. Griggs Vice President None
Kathleen Hunter Vice President None
Alyce E. Peterson Assistant Vice President None
Brian D. Klemens Vice President and Treasurer Vice President and
Treasurer
</TABLE>
Item 28. Location of Accounts and Records
--------------------------------
The accounts, books and other documents required to be maintained by
Registrant pursuant to Section 31(a) of the Investment Company Act of 1940
and the rules under that section will be maintained by Pacific Life at
700 Newport Center Drive, Newport Beach, California 92660.
Item 29. Management Services
-------------------
Not applicable
Item 30. Undertakings
------------
The registrant hereby undertakes:
Not applicable
-----------------
/10/ Principal business address for all individuals listed is 700 Newport
Center Drive, Newport Beach, California 92660
II-18
<PAGE>
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 Registration Statement under Rule
485(b) under the Securities Act and has duly caused this Post-Effective
Amendment No. 30 to the Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized, in the City of Newport Beach, and State
of California, on this 25th day of August, 2000.
PACIFIC SELECT FUND
By:
__________________________________
Glenn S. Schafer*
President
*By: /s/ DIANE N. LEDGER
_______________________________
Diane N. Ledger
as attorney-in-fact
II-19
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment No. 30 to the Registration Statement has been signed below
by the following persons in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
Chairman and Trustee , 2000
------------------------------------ (Chief Executive Officer) -----------
Thomas C. Sutton*
Vice President and Treasurer , 2000
------------------------------------ (Vice President and Treasurer) -----------
Brian D. Klemens*
President , 2000
------------------------------------ (President) -----------
Glenn S. Schafer*
Trustee , 2000
------------------------------------ ----------
Richard L. Nelson*
Trustee , 2000
------------------------------------ ----------
Lyman W. Porter*
Trustee , 2000
------------------------------------ ----------
Alan Richards*
Trustee , 2000
------------------------------------ ----------
Lucie H. Moore*
* By: /s/ DIANE N. LEDGER August 25, 2000
------------------------------------
Diane N. Ledger
as attorney-in-fact
</TABLE>
PART C
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears
above constitutes and appoints David R. Carmichael, Sharon A. Cheever, Diane N.
Ledger, Jeffrey S. Puretz, Jane A. Kanter, Keith T. Robinson, and Robin Yonis
Sandlaufer his or her true and lawful attorney-in-fact and agent, each with full
power of substitution and resubstitution for him or her in his or her name,
place and stead, in any and all Registration Statements applicable to Pacific
Select Fund and any amendments or supplements thereto, and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-in-fact and
agent full power and authority to do and perform each and every act and thing
requisite and necessary to be done, as fully to all intents and purposes as he
or she might or could do in person, hereby ratifying and confirming all that
said attorney-in-fact and agent, or his or her substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
II-20
