Securities Act File No. 33-20957
USLICO Series Fund
Supplement dated May 3, 2000
to the Prospectus dated May 1, 2000
Acquisition of ReliaStar Financial Corp. by ING Groep N.V.
On May 1, 2000, ReliaStar Financial Corp. (NYSE: RLR), the parent company of
ReliaStar Investment Research, Inc. ("RIRI"), Adviser to the Portfolios, and
Pilgrim Investments, Inc., Sub-Adviser to the Stock Portfolio and the equity
portion of the Asset Allocation Portfolio, entered into an agreement under which
it will be acquired by ING Group (NYSE: ING). ING Group is a global financial
institution active in the field of insurance, banking, and asset management in
more than 60 countries, with almost 90,000 employees. Completion of the
acquisition is contingent upon, among other things, approval by the Trustees of
USLICO Series Fund and certain shareholder and regulatory approvals. The closing
of the acquisition is expected to occur during the third quarter of 2000.
RIRI and Pilgrim Investments are expected to remain intact after the
transaction. RIRI and Pilgrim Investments do not currently anticipate that there
will be any changes in the investment personnel primarily responsible for
management of the Portfolios as a result of the acquisition.
The advisory contracts between USLICO Series Fund and RIRI and Pilgrim
Investments may terminate automatically at the time of the acquisition. As a
result, it is expected that the Board of USLICO Series Fund will consider
approval of new advisory contracts between the Fund and RIRI and Pilgrim
Investments, and that shareholder approval of these contracts will be sought at
a meeting to be scheduled in the near future.
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