ALGER AMERICAN FUND
497, 2000-05-04
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                                      THE ALGER    |
                                   AMERICAN FUND   |
                                                   |
              A POOLED FUNDING VEHICLE FOR:        |
              o VARIABLE ANNUITY CONTRACTS         |     ONE WORLD TRADE CENTER
              o VARIABLE LIFE INSURANCE POLICIES   |     SUITE 9333
              o QUALIFIED PENSION PLANS            |     NEW YORK, NY 10048
              o QUALIFIED RETIREMENT PLANS         |     1-800-992-3863

                                    PROSPECTUS

                                   MAY 1, 2000

 ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
        ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
               ALGER AMERICAN GROWTH PORTFOLIO
             ALGER AMERICAN BALANCED PORTFOLIO
     ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
      ALGER AMERICAN INCOME & GROWTH PORTFOLIO



As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment  in the Fund is not a  deposit  of a bank and is not  insured  or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.

<PAGE>


                     THE ALGER
                 AMERICAN FUND






                    PROSPECTUS

                   MAY 1, 2000


        TABLE OF CONTENTS
- ---------------------------------------------------------------------------

2 ............. Risk/Return Summary: Investments,
                Risks & Performance

       2 ...... Investments

                Alger American Small
                  Capitalization Portfolio ............................  2
                Alger American MidCap
                  Growth Portfolio ....................................  2
                Alger American Growth Portfolio .......................  2
                Alger American Balanced Portfolio .....................  2
                Alger American Leveraged
                  AllCap Portfolio ....................................  2
                Alger American Income &
                  Growth Portfolio ....................................  3

       3 ...... Principal Risks

                Alger American Small
                  Capitalization Portfolio ............................  3
                Alger American MidCap
                   Growth Portfolio ...................................  3
                Alger American Growth Portfolio .......................  3
                Alger American Balanced Portfolio .....................  3
                Alger American Leveraged
                   AllCap Portfolio ...................................  3
                Alger American Income &
                   Growth Portfolio ...................................  4

       4 ...... Performance

                Alger American Small
                   Capitalization Portfolio ...........................  4
                Alger American Growth Portfolio .......................  4
                Alger American MidCap
                   Growth Portfolio ...................................  5
                Alger American Balanced Portfolio .....................  5
                Alger American Leveraged
                   AllCap Portfolio ...................................  5
                Alger American Income &
                   Growth Portfolio ...................................  5

6 ............. Fees and Expenses
7 ............. Management & Organization
7 ............. Shareholder Information

                Distributor ...........................................  7
                Transfer Agent ........................................  7
                Purchasing and Redeeming Fund Shares ..................  8

9 ............. Financial Highlights

Back Cover:     How to obtain more information

<PAGE>


[GRAPHIC OMITTED]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The  investment  goal  and  primary  approach  of each  portfolio  is  discussed
individually  below. All of the portfolios (other than the fixed-income  portion
of the Balanced Portfolio) invest primarily in equity securities, such as common
or   preferred   stocks,   which  are  listed  on  U.S.   exchanges  or  in  the
over-the-counter  market.  They invest primarily in "growth" stocks.  The Fund's
Manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o  High Unit Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

The company's market  capitalization  will dictate in which portfolio(s) it will
be  placed.  The  market  capitalization  of a  company  is its  price per share
multiplied by its number of outstanding shares.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER  AMERICAN  SMALL  CAPITALIZATION  PORTFOLIO  SEEKS  LONG-TERM  CAPITAL
APPRECIATION.


APPROACH

It focuses on small,  fast-growing  companies  that offer  innovative  products,
services  or  technologies  to a rapidly  expanding  marketplace.  Under  normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization  companies.  A small  capitalization  company  is one  that has a
market  capitalization  within the range of the Russell(R)  2000 Growth Index or
the S&P(R) SmallCap 600 Index.

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It focuses on midsize  companies with promising growth  potential.  Under normal
circumstances,  the  portfolio  invests  primarily in the equity  securities  of
companies  having a market  capitalization  within the range of companies in the
S&P(R) MidCap 400 Index.


ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater.


ALGER AMERICAN BALANCED PORTFOLIO

GOAL

THE ALGER AMERICAN BALANCED PORTFOLIO SEEKS CURRENT INCOME AND LONG-TERM CAPITAL
APPRECIATION.


APPROACH

It  focuses  on stocks of  companies  with  growth  potential  and  fixed-income
securities,  with emphasis on  income-producing  securities which appear to have
some  potential  for  capital  appreciation.  Under  normal  circumstances,  the
portfolio  invests in common stocks and fixed-income  securities,  which include
commercial  paper and bonds rated within the 4 highest  rating  categories by an
established  rating agency or if not rated,  which are  determined by the Fund's
Manager to be of comparable quality. Ordinarily, at least 25% of the portfolio's
net assets are invested in fixed-income securities.


ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

GOAL

The  Alger  American   Leveraged  AllCap   Portfolio  seeks  long-term   capital
appreciation.

APPROACH

Under normal  circumstances,  the portfolio  invests in the equity securities of
companies of any size which demonstrate promising growth potential.

2
<PAGE>


The portfolio can leverage,  that is, borrow money, up to one-third of its total
assets to buy additional  securities.  By borrowing money, the portfolio has the
potential to increase its returns if the increase in the value of the securities
purchased  exceeds the cost of borrowing,  including  interest paid on the money
borrowed.

ALGER AMERICAN INCOME &GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN  INCOME &GROWTH  PORTFOLIO  PRIMARILY SEEKS TO PROVIDE A HIGH
LEVEL OF DIVIDEND INCOME; ITS SECONDARY GOAL IS TO PROVIDE CAPITAL APPRECIATION.


APPROACH

The portfolio  invests in dividend paying equity  securities,  such as common or
preferred  stocks,  preferably  those  which the  Manager  believes  also  offer
opportunities for capital appreciation.


[GRAPHIC OMITTED]

PRINCIPAL RISKS

RISKS APPLICABLE TO ALL EQUITY PORTFOLIOS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your  investment is a risk of  investing.  A portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also,  a Fund  investment  may not  grow  as  fast as the  rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the equity portfolios' investment styles and objectives,  an investment
in them may be better suited to investors who seek long-term  capital growth and
can tolerate fluctuations in their investments' values.

A portfolio's trading in some stocks may be relatively  short-term,  meaning the
Fund may buy a  security  and sell it a short time  later to take  advantage  of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific  portfolio because of its
investment approach.


RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater  risk by  investing  in smaller,  less  seasoned
   companies  rather  than  larger,  more  established  companies  owing to such
   factors as inexperienced management and limited financial resources


RISKS APPLICABLE TO ALGER AMERICAN
MIDCAP GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the possibility of greater risk by investing in medium-sized companies rather
   than  larger,   more   established   companies   owing  to  such  factors  as
   inexperienced management and limited financial resources


RISKS APPLICABLE TO ALGER AMERICAN GROWTH PORTFOLIO

The portfolio's primary risks are those summarized above in "Risks Applicable to
All Equity Portfolios."


RISKS APPLICABLE TO ALGER AMERICAN
BALANCED PORTFOLIO

The primary risks arising from the fixed-income portion of the portfolio are:

o  fixed income securities' sensitivity to interest rate movements

o  the potential for a decline in the  portfolio's  market value in the event of
   an issuer's falling credit rating or actual default

The primary risks for the equity  portion of the portfolio are those  summarized
above in "Risks Applicable to All Equity Portfolios."


RISKS APPLICABLE TO ALGER AMERICAN
LEVERAGED ALLCAP PORTFOLIO

Additional risks of investing in the portfolio are:

o  the  possiblity  of greater  risk by  investing  in small-  and  medium-sized
   companies (in addition to large,  more  established  companies) owing to such
   factors as inexperienced management and limited financial resources

o  the risk that the cost of borrowing money to leverage will exceed the returns
   for the securities purchased or that the securities purchased may actually go
   down in value;  thus,  the  portfolio's  net asset  value can  decrease  more
   quickly than if the portfolio had not borrowed

                                                                               3
<PAGE>


RISKS APPLICABLE TO ALGER AMERICAN
INCOME &GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  that companies may cut or fail to declare  dividends due to
   market downturns or other reasons


[GRAPHIC OMITTED]

PERFORMANCE

The following bar charts show the changes in each  portfolio's  performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume reinvestment of dividends and distributions.

The Average  Annual Total Return tables compare a portfolio's  performance  over
several periods with that of an appropriate  benchmark index. The annual returns
assume  reinvestment  of  dividends  and  distributions.  Remember  that  how  a
portfolio has performed in the past is not  necessarily  an indication of how it
will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization companies.

o  S&P  Midcap  400  Index(R):  An  index of  common  stocks  designed  to track
   performance of medium capitalization companies.

o  Lehman  Brothers  Government/Corporate  Bond  Index(R):  An index designed to
   track performance of government and corporate bonds.

Since the Balanced Portfolio invests in both equity and fixed income securities,
you should compare its performance to both indexes presented.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

  8.71   57.54   3.55   13.28    -4.38     44.31   4.18    11.39   15.53   43.42
- --------------------------------------------------------------------------------
  90      91      92      93       94       95      96       97      98      99

Best Quarter:          31.06%       Q4     1999
Worst Quarter:        -20.72%       Q3     1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                           1 Year         5 Years      10 Years      (9/21/88)
- -------------------------------------------------------------------------------
American Small
  Capitalization           43.42%         22.64%        18.22%        20.86%
Russell 2000 Growth
  Index(R)                 43.10%         18.99%        13.51%        13.73%
================================================================================


ALGER AMERICAN GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

 4.14   40.39   12.38    22.47   1.45   36.37   13.35    25.75    48.07    33.74
- --------------------------------------------------------------------------------
  90     91       92       93     94      95      96       97       98       99

Best Quarter:           25.93%      Q4       1998
Worst Quarter:         -16.21%      Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                             1 Year       5 Years      10 Years      (1/9/89)
- -------------------------------------------------------------------------------
American Growth              33.74%       30.94%        22.89%        23.05%
S&P 500 Index(R)             21.04%       28.56%        18.21%        19.22%

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

4
<PAGE>


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)


  -1.54         44.45           11.90        15.01          33.30       31.85
- --------------------------------------------------------------------------------
    94            95             96            97             98          99

Best Quarter:         27.07%      Q4      1998
Worst Quarter:       -14.91%      Q3      1998

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                                        1 Year        5 Years        (5/3/93)
- --------------------------------------------------------------------------------
American MidCap Growth                  31.85%         26.14%          24.72%
S&P Midcap 400 Index(R)                 14.72%         23.05%          18.34%


ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


                     12.04     19.68      57.83     78.06
                     ------------------------------------
                       96        97        98        99

Best Quarter:          40.16%       Q4       1999
Worst Quarter:         -5.70%       Q4       1997

Average Annual Total Return as of December 31, 1999

                                                 Since
                                               Inception
                                  1 Year       (1/25/95)
- ---------------------------------------------------------------
American Leveraged
  AllCap                          78.06%        46.44%
S&P 500 Index(R)                  21.04%        28.47%
================================================================================


ALGER AMERICAN BALANCED PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


6.53    4.70   9.48  7.79   -4.27   28.62   10.17     19.82     31.51     29.21
- --------------------------------------------------------------------------------
 90      91     92    93      94     95       96        97        98        99

Best Quarter:       16.94%     Q4         1998
Worst Quarter:      -5.70%     Q1         1994

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                            1 Year       5 Years       10 Years      (9/5/89)
- -------------------------------------------------------------------------------
American Balanced          29.21%       23.60%          13.78%        13.61%
S&P 500 Index(R)           21.04%       28.56%          18.21%        17.78%
Lehman Brothers Gov't/
   Corp Bond Index(R)      (2.14)%       7.60%           7.66%         7.82%
================================================================================

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)

  0.28    23.51   8.64   10.34   -8.28    35.13   19.68    36.29   32.39   42.45
- --------------------------------------------------------------------------------
   90     91       92      93      94       95      96       97      98      99

Best Quarter:          35.96%       Q4       1999
Worst Quarter:        -13.94%       Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                           1 Year        5 Years      10 Years      (11/15/88)
- -------------------------------------------------------------------------------
American
  Income & Growth           42.45%       32.97%        18.93%         17.71%
S&P 500 Index(R)            21.04%       28.56%        18.21%         19.23%
================================================================================

                                                                               5
<PAGE>


[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the Fund. The following  table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.

================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   Shareholder
                       Fees
                    (fees paid
                     directly                                            Total
                       from                                          Annual Fund
                       your     Management  Distribution    Other      Operating
                   investment)     Fees         Fees      Expenses     Expenses
- --------------------------------------------------------------------------------
Alger American Small    None       .85%         None        .05%         .90%
Capitalization
Portfolio

Alger American          None       .80%         None        .05%         .85%
MidCap Growth
Portfolio

Alger American          None       .75%         None        .04%         .79%
Growth
Portfolio

Alger American          None       .75%         None        .18%         .93%
Balanced Portfolio

Alger American          None       .85%         None        .08%*        .93%
Leveraged AllCap
Portfolio

Alger American          None      .625%         None       .075%         .70%
Income & Growth
Portfolio
================================================================================

*  Included in Other Expenses is 0.01% of interest expense.

EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses listed in the preceding table, is intended to help you compare the cost
of investing in the Fund with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Fund for the time  periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the  Fund's  operating  expenses  remain  the same as in the prior
table.  The figures  shown would be the same whether or not you sold your shares
at the end of each  period.  Although  your actual costs may be higher or lower,
based on these assumptions your costs would be:


================================================================================
                                1 Year     3 Years     5 Years     10 Years
- --------------------------------------------------------------------------------

Alger American Small              $92        $287        $498        $1,108
Capitalization
Portfolio

Alger American                    $87        $271        $471        $1,049
MidCap Growth
Portfolio

Alger American                    $81        $252        $439        $  978
Growth
Portfolio

Alger American                    $95        $296        $515        $1,143
Balanced
Portfolio

Alger American                    $95        $296        $515        $1,143
Leveraged AllCap
Portfolio

Alger American                    $72        $224        $390        $  871
Income &Growth
Portfolio
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT
THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets  from a  temporary  unacceptable  risk of loss,  rather than
directly to promote the portfolio's investment objective.  The portfolio may not
achieve its objective during such periods.

Other  securities  the  portfolios  may  invest in are  discussed  in the Fund's
Statement of Additional Information (see back cover).

                                        6
<PAGE>


[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion  in  other  assets.   The  Manager  is  responsible  for  managing  each
portfolio's   assets   according  to  its  goal  and  for  placing  orders  with
broker-dealers to purchase and sell securities on behalf of the portfolios.  The
Fund has had the same manager  since  inception  and, for the most recent fiscal
year,  the  portfolios  paid the Manager  fees at these  annual rates based on a
percentage  of average  daily net assets:  Small  Capitalization  and  Leveraged
AllCap  Portfolios--.85%;  MidCap  Growth  Portfolio--.80%;  Growth and Balanced
Portfolios--.75%; Income & Growth Portfolio--.625%.

PORTFOLIO MANAGERS

David  Alger,  Seilai  Khoo,  Ron Tartaro and Steven  Thumm are the  individuals
responsible for the day-to-day  management of the portfolios'  investments.  Mr.
Alger,  a manager  of all of the  portfolios  since  their  inception,  has been
employed by the Manager as  Executive  Vice  President  and Director of Research
since 1971,  and as President  since 1995.  Ms. Khoo, a co-manager  of the Small
Capitalization and Leveraged AllCap Portfolios, has been employed by the Manager
since  1989,  as a senior  research  analyst  until  1995  and as a Senior  Vice
President and  co-manager  since 1995. Mr.  Tartaro,  a co-manager of the MidCap
Growth,  Growth,  Income & Growth and Balanced Portfolios,  has been employed by
the Manager since 1990, as a senior research  analyst until 1995 and as a Senior
Vice President and co-manager  since 1995.  Steven Thumm serves as co-manager of
the Balanced  Portfolio.  He has been  employed by the Manager as a fixed income
analyst since 1991.


[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302


NET ASSET VALUE

The  price of one  share  is its "net  asset  value,"  or NAV.  The NAV for each
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of each  portfolio on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolios are valued on the basis of amortized cost.


DIVIDENDS AND DISTRIBUTIONS

The Fund  declares  and  pays  dividends  and  distributions  by the  portfolios
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution. In certain cases,  distributions

                                                                               7
<PAGE>


made to a participant prior to the participant's reaching age 59 1/2 are subject
to a penalty tax equivalent to 10% of the distributed amount, in addition to the
ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.



=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in a portfolio  directly,  but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

8
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The  financial  highlights  table  is  intended  to  help  you  understand  each
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent  the rate  that an  investor  would  have  earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

For a share outstanding throughout the period
                                                                                                                       From
                                                                                                                    May 3, 1993
                                                                                                                   (commencement
                                                                                                                 of operations) to
                                                                      Year Ended December 31,                        December 31,
- ---------------------------------------------------------------------------------------------------------------------------------
                                              1999        1998         1997        1996        1995        1994        1993(i)
                                            --------    --------     --------    --------    --------    --------     --------
<S>                                         <C>         <C>          <C>         <C>         <C>         <C>          <C>
Net asset value, beginning of period        $  28.87    $  24.18     $  21.35    $  19.44    $  13.46    $  13.72     $  10.00
                                            --------    --------     --------    --------    --------    --------     --------
Net investment income (loss)                   (0.05)       0.00(ii)    (0.04)       0.03       (0.03)       0.00(ii)    (0.02)
Net realized and unrealized gain (loss)
 on investments                                 8.00        6.95         3.20        2.29        6.01       (0.21)        3.88
                                            --------    --------     --------    --------    --------    --------     --------
Total from investment operations                7.95        6.95         3.16        2.32        5.98       (0.21)        3.86
                                            --------    --------     --------    --------    --------    --------     --------
Dividends from net investment income              --          --        (0.01)         --          --          --           --
Distributions from net realized gains          (4.59)      (2.26)       (0.32)      (0.41)         --       (0.05)       (0.14)
                                            --------    --------     --------    --------    --------    --------     --------
Total distributions                            (4.59)      (2.26)       (0.33)      (0.41)         --       (0.05)       (0.14)
                                            --------    --------     --------    --------    --------    --------     --------
Net asset value, end of period              $  32.23    $  28.87     $  24.18    $  21.35    $  19.44    $  13.46     $  13.72
                                            ========    ========     ========    ========    ========    ========     ========
Total Return                                   31.85%      30.30%       15.01%      11.90%      44.45%      (1.54%)      38.67%
                                            ========    ========     ========    ========    ========    ========     ========
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)  $931,397    $689,571     $444,967    $394,847    $185,349    $ 62,178     $ 21,301
                                            ========    ========     ========    ========    ========    ========     ========
 Ratio of expenses to average net assets        0.85%       0.84%        0.84%       0.84%       0.90%       0.97%        1.50%(iii)
                                            ========    ========     ========    ========    ========    ========     ========
 Ratio of net investment income (loss)
  to average net assets                        (0.21%)      0.00%       (0.15%)      0.08%      (0.25%)      0.03%       (0.58%)
                                            ========    ========     ========    ========    ========    ========     ========
 Portfolio Turnover Rate                      162.30%     152.21%      151.98%      90.97%     104.74%      83.96%       67.22%
                                            ========    ========     ========    ========    ========    ========     ========
===================================================================================================================================
</TABLE>

  (i) Ratios have been annualized; total return has not been annualized.

 (ii) Amount was computed based on average shares outstanding during the period.

(iii) Amount has been reduced by 0.03% due to expense reimbursements.

                                                                               9
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

For a share outstanding throughout the year

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                            1999              1998          1997            1996            1995
                                                          --------        ----------      --------        --------        --------
<S>                                                       <C>             <C>             <C>             <C>             <C>
Net asset value, beginning of year                        $  43.97        $    43.75      $  40.91        $  39.41        $  27.31
                                                          --------        ----------      --------        --------        --------
Net investment income (loss)                                 (0.12)(i)         (0.02)        (0.05)(i)       (0.04)(i)       (0.09)
Net realized and unrealized gain (loss)
 on investments                                              16.98              6.30          4.45            1.70           12.19
                                                          --------        ----------      --------        --------        --------
Total from investment operations                             16.86              6.28          4.40            1.66           12.10
                                                          --------        ----------      --------        --------        --------
Dividends from net investment income                            --                --            --              --              --
Distributions from net realized gains                        (5.68)            (6.06)        (1.56)          (0.16)             --
                                                          --------        ----------      --------        --------        --------
Total distributions                                          (5.68)            (6.06)        (1.56)          (0.16)             --
                                                          --------        ----------      --------        --------        --------
Net asset value, end of year                              $  55.15        $    43.97      $  43.75        $  40.91        $  39.41
                                                          ========        ==========      ========        ========        ========
Total Return                                                 43.42%            15.53%        11.39%           4.18%          44.31%
                                                          ========        ==========      ========        ========        ========

Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)                  $674,864        $1,216,584      $997,586        $1,469,518      $984,212
                                                          ========        ==========      ========        ========        ========

 Ratio of expenses to average net assets                      0.90%             0.89%         0.89%           0.88%           0.92%
                                                          ========        ==========      ========        ========        ========

 Ratio of net investment income (loss)
  to average net assets                                      (0.28%)           (0.20%)       (0.12%)         (0.09%)         (0.48%)
                                                          ========        ==========      ========        ========        ========

 Portfolio Turnover Rate                                    182.25%           142.90%       104.43%         110.04%          80.66%
                                                          ========        ==========      ========        ========        ========
===================================================================================================================================
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                      1994              1993            1992              1991            1990
                                                   --------          --------        --------          --------        --------
<S>                                                <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                 $  30.88          $  27.26        $  26.79          $  17.02        $  15.79
                                                   --------          --------        --------          --------        --------
Net investment income (loss)                          (0.03)(i)         (0.05)          (0.06)            (0.03)           0.02
Net realized and unrealized gain (loss)
 on investments                                       (1.45)             3.67            0.91              9.82            1.35
                                                   --------          --------        --------          --------        --------
Total from investment operations                      (1.48)             3.62            0.85              9.79            1.37
                                                   --------          --------        --------          --------        --------
Dividends from net investment income                     --                --              --             (0.02)          (0.01)
Distributions from net realized gains                 (2.09)               --           (0.38)               --           (0.13)
                                                   --------          --------        --------          --------        --------
Total distributions                                   (2.09)               --           (0.38)            (0.02)          (0.14)
                                                   --------          --------        --------          --------        --------
Net asset value, end of year                       $  27.31          $  30.88        $  27.26          $  26.79        $  17.02
                                                   ========          ========        ========          ========        ========
Total Return                                          (4.38%)           13.28%           3.55%            57.54%           8.71%
                                                   ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)           $397,037          $238,850        $135,718          $ 56,798        $  7,149
                                                   ========          ========        ========          ========        ========
 Ratio of expenses to average net assets               0.96%             1.03%           0.98%             1.06%           1.50%(ii)
                                                   ========          ========        ========          ========        ========
 Ratio of net investment income (loss)
  to average net assets                               (0.10%)           (0.35%)         (0.37%)           (0.12%)          0.50%
                                                   ========          ========        ========          ========        ========
 Portfolio Turnover Rate                             117.61%           148.07%         108.06%           125.90%         132.46%
                                                   ========          ========        ========          ========        ========
===================================================================================================================================
</TABLE>

 (i) Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 0.33% for the year ended  December 31, 1990,  due
     to expense reimbursements.

11
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================
ALGER AMERICAN GROWTH PORTFOLIO

For a share outstanding throughout the year

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                           1999              1998            1997            1996            1995
                                                       ----------        ----------      ----------        --------        --------
<S>                                                    <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                     $    53.22        $    42.76      $    34.33        $  31.16        $  23.13
                                                       ----------        ----------      ----------        --------        --------
Net investment income (loss)                                (0.03)             0.09            0.13            0.12            0.02
Net realized and unrealized gain (loss)
 on investments                                             16.66             18.32            8.66            4.00            8.33
                                                       ----------        ----------      ----------        --------        --------
Total from investment operations                            16.63             18.41            8.79            4.12            8.35
                                                       ----------        ----------      ----------        --------        --------
Dividends from net investment income                        (0.08)            (0.13)          (0.13)          (0.02)          (0.07)
Distributions from net realized gains                       (5.39)            (7.82)          (0.23)          (0.93)          (0.25)
                                                       ----------        ----------      ----------        --------        --------
Total Distributions                                         (5.47)            (7.95)          (0.36)          (0.95)          (0.32)
                                                       ----------        ----------      ----------        --------        --------
Net asset value, end of year                           $    64.38        $    53.22      $    42.76        $  34.33        $  31.16
                                                       ==========        ==========      ==========        ========        ========
Total Return                                                33.74%            48.07%          25.75%          13.35%          36.37%
                                                       ==========        ==========      ==========        ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)               $3,387,526        $1,905,719      $1,072,529        $991,028        $502,974
                                                       ==========        ==========      ==========        ========        ========
 Ratio of expenses to average net assets                     0.79%             0.79%           0.79%           0.79%           0.85%
                                                       ==========        ==========      ==========        ========        ========
 Ratio of net investment income (loss)
  to average net assets                                     (0.03%)            0.25%           0.27%           0.50%           0.18%
                                                       ==========        ==========      ==========        ========        ========
 Portfolio Turnover Rate                                   135.13%           127.38%         129.50%          82.86%         118.33%
                                                       ==========        ==========      ==========        ========        ========
===================================================================================================================================
</TABLE>

12
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                     1994              1993            1992              1991            1990
                                                   --------          --------        --------          --------        --------
<S>                                                <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                 $  24.67          $  20.17        $  18.00          $  12.86        $  12.41
                                                   --------          --------        --------          --------        --------
Net investment income (loss)                           0.07              0.03            0.03              0.08(i)         0.07
Net realized and unrealized gain (loss)
 on investments                                        0.15              4.50            2.19              5.11            0.44
                                                   --------          --------        --------          --------        --------
Total from investment operations                       0.22              4.53            2.22              5.19            0.51
                                                   --------          --------        --------          --------        --------
Dividends from net investment income                  (0.03)            (0.03)          (0.03)            (0.05)          (0.06)
Distributions from net realized gains                 (1.73)               --           (0.02)               --              --
                                                   --------          --------        --------          --------        --------
Total Distributions                                   (1.76)            (0.03)          (0.05)            (0.05)          (0.06)
                                                   --------          --------        --------          --------        --------
Net asset value, end of year                       $  23.13          $  24.67        $  20.17          $  18.00        $  12.86
                                                   ========          ========        ========          ========        ========
Total Return                                           1.45%            22.47%          12.38%            40.39%           4.14%
                                                   ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)           $150,390          $ 74,878        $ 30,316          $ 10,094        $  1,228
                                                   ========          ========        ========          ========        ========
 Ratio of expenses to average net assets               0.86%             0.97%           0.99%             1.29%           1.50%(ii)
                                                   ========          ========        ========          ========        ========
 Ratio of net investment income (loss)
  to average net assets                                0.48%             0.25%           0.33%             0.52%           1.69%
                                                   ========          ========        ========          ========        ========
 Portfolio Turnover Rate                             111.76%           112.64%          63.91%            58.95%          86.77%
                                                   ========          ========        ========          ========        ========
===============================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 2.31% for the year ended  December 31, 1990,  due
     to expense reimbursements.

12
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

For a share outstanding throughout the year

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                      1999              1998            1997              1996            1995
                                                    --------          --------        --------          --------        --------
<S>                                                 <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                  $  13.12          $  10.99        $   8.42          $  17.79        $  13.30
                                                    --------          --------        --------          --------        --------
Net investment income                                   0.00              0.03            0.03              0.09(i)         0.11(i)
Net realized and unrealized gain (loss)
 on investments                                         5.26              3.30            2.94              1.87            4.54
                                                    --------          --------        --------          --------        --------
Total from investment operations                        5.26              3.33            2.97              1.96            4.65
                                                    --------          --------        --------          --------        --------
Dividends from net investment income                   (0.03)            (0.04)          (0.04)            (0.33)          (0.16)
Distributions from net realized gains                  (0.77)            (1.16)          (0.36)           (11.00)             --
                                                    --------          --------        --------          --------        --------
Total Distributions                                    (0.80)            (1.20)          (0.40)           (11.33)          (0.16)
                                                    --------          --------        --------          --------        --------
Net asset value, end of year                        $  17.58          $  13.12        $  10.99          $   8.42        $  17.79
                                                    ========          ========        ========          ========        ========
Total Return                                           42.45%            32.39%          36.29%            19.68%          35.13%
                                                    ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)            $ 91,250          $ 77,926        $ 47,399          $ 20,910        $  8,639
                                                    ========          ========        ========          ========        ========
 Ratio of expenses to average net assets                0.70%             0.70%           0.74%             0.81%           0.75%
                                                    ========          ========        ========          ========        ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                    --                --              --                --              --
                                                    ========          ========        ========          ========        ========
 Ratio of net investment income to
  average net assets                                    0.03%             0.31%           0.56%             0.94%           0.61%
                                                    ========          ========        ========          ========        ========
 Portfolio Turnover Rate                              193.23%           131.67%         150.09%           121.60%         164.05%
                                                    ========          ========        ========          ========        ========
===================================================================================================================================
</TABLE>

14
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                         1994              1993            1992              1991            1990
                                                       --------          --------        --------          --------        --------
<S>                                                    <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                     $  15.31          $  13.93        $  13.08          $  10.67        $  10.74
                                                       --------          --------        --------          --------        --------
Net investment income                                      0.17              0.07            0.08              0.09            0.11
Net realized and unrealized gain (loss)
 on investments                                           (1.47)             1.37            1.02              2.41           (0.08)
                                                       --------          --------        --------          --------        --------
Total from investment operations                          (1.30)             1.44            1.10              2.50            0.03
                                                       --------          --------        --------          --------        --------
Dividends from net investment income                      (0.15)            (0.06)          (0.12)            (0.09)          (0.10)
Distributions from net realized gains                     (0.56)               --           (0.13)               --              --
                                                       --------          --------        --------          --------        --------
Total Distributions                                       (0.71)            (0.06)          (0.25)            (0.09)          (0.10)
                                                       --------          --------        --------          --------        --------
Net asset value, end of year                           $  13.30          $  15.31        $  13.93          $  13.08        $  10.67
                                                       ========          ========        ========          ========        ========
Total Return                                              (8.28%)           10.34%           8.64%            23.51%           0.28%
                                                       ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)               $ 29,135          $ 31,895        $  8,671          $  2,663        $    436
                                                       ========          ========        ========          ========        ========
 Ratio of expenses to average net assets                   0.75%             0.97%           1.25%             1.25%           1.25%
                                                       ========          ========        ========          ========        ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                       --                --            0.01%             0.66%           5.41%
                                                       ========          ========        ========          ========        ========
 Ratio of net investment income to
  average net assets                                       1.22%             1.51%           1.62%             2.54%           3.61%
                                                       ========          ========        ========          ========        ========
 Portfolio Turnover Rate                                 177.97%           105.80%         100.62%            61.11%          56.90%
                                                       ========          ========        ========          ========        ========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

                                                                              15
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

Alger American Balanced Portfolio (i)

For a share outstanding throughout the year

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                      1999              1998            1997              1996            1995
                                                    --------          --------        --------          --------        --------
<S>                                                 <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                  $  12.98          $  10.76        $   9.24          $  13.64        $  10.80
                                                    --------          --------        --------          --------        --------
Net investment income (loss)                            0.15              0.19            0.17              0.21(ii)        0.33(ii)
Net realized and unrealized gain (loss)
 on investments                                         3.45              3.02            1.63              1.01            2.73
                                                    --------          --------        --------          --------        --------
Total from investment operations                        3.60              3.21            1.80              1.22            3.06
                                                    --------          --------        --------          --------        --------
Dividends from net investment income                   (0.17)            (0.18)          (0.12)            (0.73)          (0.22)
Distributions from net realized gains                  (0.84)            (0.81)          (0.16)            (4.89)             --
                                                    --------          --------        --------          --------        --------
Total Distributions                                    (1.01)            (0.99)          (0.28)            (5.62)          (0.22)
                                                    --------          --------        --------          --------        --------
Net asset value, end of year                        $  15.57          $  12.98        $  10.76          $   9.24        $  13.64
                                                    ========          ========        ========          ========        ========
Total Return                                           29.21%            31.51%          19.82%            10.17%          28.62%
                                                    ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)            $ 56,327          $ 28,208        $ 16,614          $ 10,486        $  3,671
                                                    ========          ========        ========          ========        ========
 Ratio of expenses to average net assets                0.93%             0.92%           1.01%             1.14%           1.00%
                                                    ========          ========        ========          ========        ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                    --                --              --                --              --
                                                    ========          ========        ========          ========        ========
 Ratio of net investment income (loss)
  to average net assets                                 1.66%             2.09%           2.14%             2.06%           2.49%
                                                    ========          ========        ========          ========        ========
 Portfolio Turnover Rate                              118.74%            94.64%         105.01%            68.66%         113.02%
                                                    ========          ========        ========          ========        ========
===================================================================================================================================
</TABLE>

16
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                                   Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                         1994              1993            1992              1991            1990
                                                       --------          --------        --------          --------        --------
<S>                                                    <C>               <C>             <C>               <C>             <C>
Net asset value, beginning of year                     $  11.58          $  10.77        $  10.02          $  10.01        $  10.04
                                                       --------          --------        --------          --------        --------
Net investment income (loss)                               0.20              0.15            0.22              0.45            0.66
Net realized and unrealized gain (loss)
 on investments                                           (0.70)             0.69            0.72              0.01           (0.03)
                                                       --------          --------        --------          --------        --------
Total from investment operations                          (0.50)             0.84            0.94              0.46            0.63
                                                       --------          --------        --------          --------        --------
Dividends from net investment income                      (0.13)            (0.03)          (0.19)            (0.45)          (0.66)
Distributions from net realized gains                     (0.15)               --              --                --              --
                                                       --------          --------        --------          --------        --------
Total Distributions                                       (0.28)            (0.03)          (0.19)            (0.45)          (0.66)
                                                       --------          --------        --------          --------        --------
Net asset value, end of year                           $  10.80          $  11.58        $  10.77          $  10.02        $  10.01
                                                       ========          ========        ========          ========        ========
Total Return                                              (4.27%)            7.79%           9.48%             4.70%           6.53%
                                                       ========          ========        ========          ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)               $ 10,394          $  7,848        $  4,009          $  1,487        $    365
                                                       ========          ========        ========          ========        ========
 Ratio of expenses to average net assets                   1.08%             1.25%           1.25%             1.25%           1.25%
                                                       ========          ========        ========          ========        ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                       --              0.19%           0.42%             1.37%           4.81%
                                                       ========          ========        ========          ========        ========
 Ratio of net investment income (loss)
  to average net assets                                    2.30%             2.05%           1.99%             4.22%           6.60%
                                                       ========          ========        ========          ========        ========
 Portfolio Turnover Rate                                  78.80%            85.46%          15.27%               --          132.55%
                                                       ========          ========        ========          ========        ========
===================================================================================================================================
</TABLE>

(i)  Prior to October 1, 1992,  the Alger  American  Balanced  Portfolio was the
     Alger  American  Fixed Income  Portfolio.

(ii) Amount was computed based on average shares outstanding during the year.

                                                                              17
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

Alger American Leveraged AllCap Portfolio

For a share outstanding throughout the period
                                                                                                                       From
                                                                                                                    May 3, 1993
                                                                                                                   (commencement
                                                                                                                 of operations) to
                                                                      Year Ended December 31,                        December 31,
- ---------------------------------------------------------------------------------------------------------------------------------
                                                            1999           1998           1997           1996          1995(i)
                                                        ----------     ----------     ----------     ----------        ------
<S>                                                     <C>            <C>            <C>            <C>               <C>
Net asset value, beginning of period                    $    34.90     $    23.17     $    19.36     $    17.43        $10.00
                                                        ----------     ----------     ----------     ----------        ------
Net investment income (loss)                                 (0.09)         (0.05)         (0.03)         (0.03)(ii)    (0.03)
Net realized and unrealized gain on investments              25.93          12.99           3.84           2.14          7.46
                                                        ----------     ----------     ----------     ----------        ------
Total from investment operations                             25.84          12.94           3.81           2.11          7.43
Distributions from net realized gains                        (2.77)         (1.21)            --          (0.18)           --
                                                        ----------     ----------     ----------     ----------        ------
Net asset value, end of period                          $    57.97     $    34.90     $    23.17     $    19.36        $17.43
                                                        ==========     ==========     ==========     ==========        ======
Total Return                                                 78.06%         57.83%         19.68%         12.04%        74.30%
                                                        ==========     ==========     ==========     ==========        ======
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)              $  362,500     $  101,710     $   53,488     $   34,925        $5,497
                                                        ==========     ==========     ==========     ==========        ======
 Ratio of expenses excluding interest
  to average net assets                                       0.92%          0.93%          0.96%          1.06%         1.50%
                                                        ==========     ==========     ==========     ==========        ======
 Ratio of expenses including interest
  to average net assets                                       0.93%          0.96%          1.00%          1.09%         1.56%(iii)
                                                        ==========     ==========     ==========     ==========        ======
 Ratio of net investment income (loss)
  to average net assets                                      (0.49%)        (0.27%)        (0.17%)        (0.15%)       (0.71%)
                                                        ==========     ==========     ==========     ==========        ======
 Portfolio Turnover Rate                                    155.74%        143.59%        164.27%        102.10%       178.23%
                                                        ==========     ==========     ==========     ==========        ======
 Amount of debt outstanding at end of period                    --             --             --             --            --
                                                        ==========     ==========     ==========     ==========        ======
 Average amount of debt outstanding during the period   $  266,584     $  246,101     $  201,644     $   76,079        $8,122
                                                        ==========     ==========     ==========     ==========        ======
 Average daily number of shares outstanding
  during the period                                      4,395,246      2,480,478      2,135,458      1,107,187        75,460
                                                        ==========     ==========     ==========     ==========        ======
 Average amount of debt per share during the period     $     0.06     $     0.10     $     0.09     $     0.07        $ 0.11
                                                        ==========     ==========     ==========     ==========        ======
===================================================================================================================================
</TABLE>

  (i) Ratios have been annualized; total return has not been annualized.

 (ii) Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 2.36% due to expense reimbursements.

                                                                              18
<PAGE>


FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.


ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.


DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED


THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>


                                       THE ALGER    |     ONE WORLD TRADE CENTER
                                   AMERICAN FUND    |     SUITE 9333
                                                    |     NEW YORK, NY 10048
            A POOLED FUNDING VEHICLE FOR:           |     1-800-992-3863
                                                    |
            o  VARIABLE ANNUITY CONTRACTS           |
                                                    |
            o  VARIABLE LIFE INSURANCE POLICIES     |
                                                    |
            o  QUALIFIED PENSION PLANS              |
                                                    |
            o  QUALIFIED RETIREMENT PLANS           |


                                      PROSPECTUS

                                     MAY 1, 2000


   ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
          ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                 ALGER AMERICAN GROWTH PORTFOLIO
       ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
         ALGER AMERICAN INCOME &GROWTH PORTFOLIO


As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment  in the Fund is not a  deposit  of a bank and is not  insured  or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.

<PAGE>


                                       THE ALGER
                                   AMERICAN FUND

   ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
          ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                 ALGER AMERICAN GROWTH PORTFOLIO
       ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
        ALGER AMERICAN INCOME & GROWTH PORTFOLIO


                                      PROSPECTUS

                                     MAY 1, 2000


TABLE OF CONTENTS
- --------------------------------------------------------------------------------

2 ........... Risk/Return Summary: Investments,
              Risks & Performance

      2 ..... Investments

              Alger American Small
                Capitalization Portfolio ..................... 2
              Alger American MidCap
                Growth Portfolio ............................. 2
              Alger American Growth Portfolio ................ 2
              Alger American Leveraged
                AllCap Portfolio ............................. 2
              Alger American Income &
                Growth Portfolio ............................. 2

      3 ..... Principal Risks

              Alger American Small
                Capitalization Portfolio ..................... 3
              Alger American MidCap
                Growth Portfolio ............................. 3
              Alger American Growth Portfolio ................ 3
              Alger American Leveraged
                AllCap Portfolio ............................. 3
              Alger American Income &
                Growth Portfolio ............................. 3

      3 ..... Performance

              Alger American Small
                Capitalization Portfolio ..................... 4
              Alger American MidCap
                Growth Portfolio ............................. 4
              Alger American Growth Portfolio ................ 4
              Alger American Leveraged
                AllCap Portfolio ............................. 4
              Alger American Income &
                Growth Portfolio ............................. 5

5 ........... Fees and Expenses
6 ........... Management & Organization
7 ........... Shareholder Information

              Distributor .................................... 7
              Transfer Agent ................................. 7

8 ........... Financial Highlights

Back Cover:   How to obtain more information

<PAGE>


[GRAPHIC OMITTED]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The  investment  goal  and  primary  approach  of each  portfolio  is  discussed
individually below. All of the portfolios invest primarily in equity securities,
such as common or preferred stocks, which are listed on U.S. exchanges or in the
over-the-counter  market.  They invest primarily in "growth" stocks.  The Fund's
Manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o  High Unit Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

The company's market  capitalization  will dictate in which portfolio(s) it will
be  placed.  The  market  capitalization  of a  company  is its  price per share
multiplied by its number of outstanding shares.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER  AMERICAN  SMALL  CAPITALIZATION  PORTFOLIO  SEEKS  LONG-TERM  CAPITAL
APPRECIATION.


APPROACH

It focuses on small,  fast-growing  companies  that offer  innovative  products,
services  or  technologies  to a rapidly  expanding  marketplace.  Under  normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization  companies.  A small  capitalization  company  is one  that has a
market  capitalization  within the range of the Russell(R)  2000 Growth Index or
the S&P(R) SmallCap 600 Index.


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It focuses on midsize  companies with promising growth  potential.  Under normal
circumstances,  the  portfolio  invests  primarily in the equity  securities  of
companies  having a market  capitalization  within the range of companies in the
S&P(R) MidCap 400 Index.


ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater.


ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

GOAL

THE  ALGER  AMERICAN   LEVERAGED  ALLCAP   PORTFOLIO  SEEKS  LONG-TERM   CAPITAL
APPRECIATION.

APPROACH

Under normal  circumstances,  the portfolio  invests in the equity securities of
companies of any size which demonstrate promising growth potential.

The portfolio can leverage,  that is, borrow money, up to one-third of its total
assets to buy additional  securities.  By borrowing money, the portfolio has the
potential to increase its returns if the increase in the value of the securities
purchased  exceeds the cost of borrowing,  including  interest paid on the money
borrowed.

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN  INCOME &GROWTH  PORTFOLIO  PRIMARILY SEEKS TO PROVIDE A HIGH
LEVEL OF DIVIDEND INCOME; ITS SECONDARY GOAL IS TO PROVIDE CAPITAL APPRECIATION.


APPROACH

The portfolio  invests in dividend paying equity  securities,  such as common or
preferred  stocks,  preferably  those  which the  Manager  believes  also  offer
opportunities for capital appreciation.

2
<PAGE>


[GRAPHIC OMITTED]

PRINCIPAL RISKS


RISKS APPLICABLE TO ALL PORTFOLIOS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your  investment is a risk of  investing.  A portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also,  a Fund  investment  may not  grow  as  fast as the  rate of
inflation  and stocks tend to be more  volatile  than some other  investmentsyou
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the portfolios' investment styles and objectives, an investment in them
may be better  suited to investors  who seek  long-term  capital  growth and can
tolerate fluctuations in their investments' values.

A portfolio's trading in some stocks may be relatively  short-term,  meaning the
Fund may buy a  security  and sell it a short time  later to take  advantage  of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific  portfolio because of its
investment approach.


RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater  risk by  investing  in smaller,  less  seasoned
   companies  rather  than  larger,  more  established  companies  owing to such
   factors as inexperienced management and limited financial resources


RISKS APPLICABLE TO ALGER AMERICAN
MIDCAP GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the possibility of greater risk by investing in medium-sized companies rather
   than  larger,   more   established   companies   owing  to  such  factors  as
   inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN GROWTH PORTFOLIO

The portfolio's primary risks are those summarized above in "Risks Applicable to
All Portfolios."


RISKS APPLICABLE TO ALGER AMERICAN
LEVERAGED ALLCAP PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater risk by  investing in small- and med-  ium-sized
   companies (in addition to larger,  more established  companies) owing to such
   factors as inexperienced manage- ment and limited financial resources

o  the risk that the cost of borrowing money to leverage will exceed the returns
   for the securities purchased or that the securities purchased may actually go
   down in value;  thus,  the  portfolio's  net asset  value can  decrease  more
   quickly than if the portfolio had not borrowed


RISKS APPLICABLE TO ALGER AMERICAN
INCOME &GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  that companies may cut or fail to declare  dividends due to
   market downturns or other reasons


[GRAPHIC OMITTED]


PERFORMANCE

The following bar charts show the changes in each  portfolio's  performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume  reinvestment  of dividends and  distributions.

The Average  Annual Total Return tables compare a portfolio's  performance  over
several periods with that of an appropriate  benchmark index. The annual returns
assume  reinvestment  of  dividends  and  distributions.  Remember  that  how  a
portfolio has performed in the past is not  necessarily  an indication of how it
will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization companies.

o  S&P  Midcap  400  Index(R):  An  index of  common  stocks  designed  to track
   performance of medium capitalization companies.

                                                                               3
<PAGE>


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

8.71   57.54   3.55   13.28   -4.38   44.31   4.18   11.39   15.53   43.42
- --------------------------------------------------------------------------------
 90      91     92      93      94      95     96      97      98      99

Best Quarter:      31.06%     Q4    1999
Worst Quarter:    -20.72%     Q3    1990

Average Annual Total Return as of December 31, 1999

                                                                    Since
                                                                  Inception
                       1 Year       5 Years       10 Years        (9/21/88)
- --------------------------------------------------------------------------------
American Small
  Capitalization       43.42%        22.64%        18.22%          20.86%
Russell 2000 Growth
  Index(R)             43.10%        18.99%        13.51%          13.73%
================================================================================


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


 -1.54          44.45          11.90          15.01          30.3          31.85
- --------------------------------------------------------------------------------
   94             95            96              97            98            99

Best Quarter:     27.07%     Q4     1998
Worst Quarter:   -14.91%     Q3     1998

Average Annual Total Return as of December 31, 1999

                                                                     Since
                                                                   Inception
                                    1 Year         5 Years         (5/3/93)
- -------------------------------------------------------------------------------
American MidCap Growth              31.85%         26.14%           24.72%
S&P Midcap 400 Index(R)             14.72%         23.05%           18.34%
================================================================================


ALGER AMERICAN GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

4.14    40.39    12.38   22.47   1.45    36.37   13.35   25.75    48.07    33.74
- --------------------------------------------------------------------------------
 90       91       92      93     94       95      96      97       98       99

Best Quarter:       25.93%    Q4      1998
Worst Quarter:     -16.21%    Q3      1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                         1 Year         5 Years       10 Years       (1/9/89)
- --------------------------------------------------------------------------------
American Growth          33.74%         30.94%         22.89%         23.05%
S&P 500 Index(R)         21.04%         28.56%         18.21%         19.22%
================================================================================


ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


    12.04                 19.68                57.83                 78.06
- --------------------------------------------------------------------------------
     96                    97                   98                    99

Best Quarter:       40.16%    Q4      1999
Worst Quarter:      -5.70%    Q4      1997

Average Annual Total Return as of December 31, 1999

                                         Since
                                       Inception
                            1 Year     (1/25/95)
- -------------------------------------------------
American Leveraged
  AllCap                    78.06%      46.44%
S&P 500 Index(R)            21.04%      28.47%
================================================================================

4
<PAGE>


ALGER AMERICAN INCOME & GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

0.28   23.51   8.64   10.34   -8.28    35.13    19.68    36.29    32.39    42.45
- --------------------------------------------------------------------------------
 90      91     92      93     94       95        96       97       98       99

Best Quarter:     35.96%   Q4       1999
Worst Quarter:    -13.94%  Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                   Since
                                                                 Inception
                        1 Year      5 Years       10 Years      (11/15/88)
- --------------------------------------------------------------------------------
American
  Income & Growth       42.45%      32.97%         18.93%          17.71%
S&P 500 Index(R)        21.04%      28.56%         18.21%          19.23%
================================================================================


[GRAPHIC OMITTED]


FEES AND EXPENSES
Investors  incur certain fees and expenses in  connection  with an investment in
the Fund. The following  table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.

================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   SHAREHOLDER
                       FEES
                    (fees paid
                     directly                                            TOTAL
                       from                                          ANNUAL FUND
                       your     Management  Distribution    Other      OPERATING
                   investment)     Fees         Fees      Expenses     EXPENSES
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL   None      .85%           None        .05%         .90%
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN         None      .80%           None        .05%         .85%
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN         None      .75%           None        .04%         .79%
GROWTH
PORTFOLIO

ALGER AMERICAN         None      .85%           None        .08%*        .93%
LEVERAGED ALLCAP
PORTFOLIO

ALGER AMERICAN         None     .625%           None       .075%         .70%
INCOME &GROWTH
PORTFOLIO
================================================================================

* INCLUDED IN OTHER EXPENSES IS 0.01% OF INTEREST EXPENSE.

                                                                               5
<PAGE>


EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses listed in the preceding table, is intended to help you compare the cost
of investing in the Fund with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Fund for the time  periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the  Fund's  operating  expenses  remain  the same as in the prior
table.  The figures  shown would be the same whether or not you sold your shares
at the end of each  period.  Although  your actual costs may be higher or lower,
based on these assumptions your costs would be:

================================================================================
                               1 Year     3 Years   5 Years     10 Years
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL             $92       $287       $498       $1,108
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN                   $87       $271       $471       $1,049
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN                   $81       $252       $439       $  978
GROWTH
PORTFOLIO

ALGER AMERICAN                   $95       $296       $515       $1,143
LEVERAGED ALLCAP
PORTFOLIO

ALGER AMERICAN                   $72       $224       $390       $  871
INCOME &GROWTH
PORTFOLIO
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.


ADDITIONAL INFORMATION ABOUT THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets  from a  temporary  unacceptable  risk of loss,  rather than
directly to promote the portfolio's investment objective.  The portfolio may not
achieve its objective during such periods.

Other  securities  the  portfolios  may  invest in are  discussed  in the Fund's
Statement of Additional Information (see back cover).


[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER
Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion  in  other  assets.   The  Manager  is  responsible  for  managing  each
portfolio's   assets   according  to  its  goal  and  for  placing  orders  with
broker-dealers to purchase and sell securities on behalf of the portfolios.  The
Fund has had the same manager  since  inception  and, for the most recent fiscal
year,  the  portfolios  paid the Manager  fees at these  annual rates based on a
percentage  of average  daily net assets:  Small  Capitalization  and  Leveraged
AllCap Portfolios -- .85%;  MidCap Growth  Portfolio--.80%;  Growth  Portfolio--
 .75%; Income & Growth Portfolio-- .625%.


PORTFOLIO MANAGERS

David Alger, Seilai Khoo and Ron Tartaro are the individuals responsible for the
day-to-day  management of the portfolios'  investments.  Mr. Alger, a manager of
all of the portfolios since their inception, has been employed by the Manager as
Executive  Vice  President and Director of Research since 1971, and as President
since 1995.  Ms. Khoo, a co-manager  of the Small  Capitalization  and Leveraged
AllCap  Portfolios,  has been  employed by the Manager  since 1989,  as a senior
research  analyst until 1995 and as a Senior Vice President and co-manager since
1995. Mr. Tartaro, a co-manager of the MidCap Growth, Income & Growth and Growth
Portfolios,  has been employed by the Manager  since 1990, as a senior  research
analyst until 1995 and as a Senior Vice President and co-manager since 1995.

6
<PAGE>


[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The  price of one  share  is its "net  asset  value,"  or NAV.  The NAV for each
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of each  portfolio on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolios are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund  declares  and  pays  dividends  and  distributions  by the  portfolios
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases,  distributions made to
a participant  prior to the  participant's  reaching age 59-1/2 are subject to a
penalty tax  equivalent  to 10% of the  distributed  amount,  in addition to the
ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in a portfolio  directly,  but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               7
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The  financial  highlights  table  is  intended  to  help  you  understand  each
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent  the rate  that an  investor  would  have  earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.


<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                                 Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                          1999              1998          1997              1996            1995
                                                        --------        ----------      --------        ----------        --------
<S>                                                     <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                      $  43.97        $    43.75      $  40.91        $    39.41        $  27.31
                                                        --------        ----------      --------        ----------        --------
Net investment income (loss)                               (0.12)(i)         (0.02)        (0.05)(i)         (0.04)(i)       (0.09)
Net realized and unrealized gain (loss)
 on investments                                            16.98              6.30          4.45              1.70           12.19
                                                        --------        ----------      --------        ----------        --------
Total from investment operations                           16.86              6.28          4.40              1.66           12.10
                                                        --------        ----------      --------        ----------        --------
Dividends from net investment income                          --                --            --                --              --
Distributions from net realized gains                      (5.68)            (6.06)        (1.56)            (0.16)             --
                                                        --------        ----------      --------        ----------        --------
Total distributions                                        (5.68)            (6.06)        (1.56)            (0.16)             --
                                                        --------        ----------      --------        ----------        --------
Net asset value, end of year                            $  55.15        $    43.97      $  43.75        $    40.91        $  39.41
                                                        ========        ==========      ========        ==========        ========
Total Return                                               43.42%            15.53%        11.39%             4.18%          44.31%
                                                        ========        ==========      ========        ==========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)                $674,864        $1,216,584      $997,586        $1,469,518        $984,212
                                                        ========        ==========      ========        ==========        ========
 Ratio of expenses to average net assets                    0.90%             0.89%         0.89%             0.88%           0.92%
                                                        ========        ==========      ========        ==========        ========
 Ratio of net investment income (loss)
  to average net assets                                    (0.28%)           (0.20%)       (0.12%)           (0.09%)         (0.48%)
                                                        ========        ==========      ========        ==========        ========
 Portfolio Turnover Rate                                  182.25%           142.90%       104.43%           110.04%          80.66%
                                                        ========        ==========      ========        ==========        ========
===================================================================================================================================
</TABLE>

8
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                           Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                       1994            1993            1992            1991              1990
                                                     --------        --------        --------        --------          --------
<S>                                                  <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                   $  30.88        $  27.26        $  26.79        $  17.02          $  15.79
                                                     --------        --------        --------        --------          --------
Net investment income (loss)                            (0.03)(i)       (0.05)          (0.06)          (0.03)             0.02
Net realized and unrealized gain (loss)
 on investments                                         (1.45)           3.67            0.91            9.82              1.35
                                                     --------        --------        --------        --------          --------
Total from investment operations                        (1.48)           3.62            0.85            9.79              1.37
                                                     --------        --------        --------        --------          --------
Dividends from net investment income                       --              --              --           (0.02)            (0.01)
Distributions from net realized gains                   (2.09)             --           (0.38)             --             (0.13)
                                                     --------        --------        --------        --------          --------
Total distributions                                     (2.09)             --           (0.38)          (0.02)            (0.14)
                                                     --------        --------        --------        --------          --------
Net asset value, end of year                         $  27.31        $  30.88        $  27.26        $  26.79          $  17.02
                                                     ========        ========        ========        ========          ========
Total Return                                            (4.38%)         13.28%           3.55%          57.54%             8.71%
                                                     ========        ========        ========        ========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)             $397,037        $238,850        $135,718        $ 56,798          $  7,149
                                                     ========        ========        ========        ========          ========
 Ratio of expenses to average net assets                 0.96%           1.03%           0.98%           1.06%             1.50%(ii)
                                                     ========        ========        ========        ========          ========
 Ratio of net investment income (loss)
  to average net assets                                 (0.10%)         (0.35%)         (0.37%)         (0.12%)            0.50%
                                                     ========        ========        ========        ========          ========
 Portfolio Turnover Rate                               117.61%         148.07%         108.06%         125.90%           132.46%
                                                     ========        ========        ========        ========          ========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 0.33% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                               9
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                           Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                            1999            1998            1997          1996              1995
                                                        ----------      ----------      ----------      --------          --------
<S>                                                     <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                      $    53.22      $    42.76      $    34.33      $  31.16          $  23.13
                                                        ----------      ----------      ----------      --------          --------
Net investment income (loss)                                 (0.03)           0.09            0.13          0.12              0.02
Net realized and unrealized gain (loss)
 on investments                                              16.66           18.32            8.66          4.00              8.33
                                                        ----------      ----------      ----------      --------          --------
Total from investment operations                             16.63           18.41            8.79          4.12              8.35
                                                        ----------      ----------      ----------      --------          --------
Dividends from net investment income                         (0.08)          (0.13)          (0.13)        (0.02)            (0.07)
Distributions from net realized gains                        (5.39)          (7.82)          (0.23)        (0.93)            (0.25)
                                                        ----------      ----------      ----------      --------          --------
Total Distributions                                          (5.47)          (7.95)          (0.36)        (0.95)            (0.32)
                                                        ----------      ----------      ----------      --------          --------
Net asset value, end of year                            $    64.38      $    53.22      $    42.76      $  34.33          $  31.16
                                                        ==========      ==========      ==========      ========          ========
Total Return                                                 33.74%          48.07%          25.75%        13.35%            36.37%
                                                        ==========      ==========      ==========      ========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)                $3,387,526      $1,905,719      $1,072,529      $991,028          $502,974
                                                        ==========      ==========      ==========      ========          ========
 Ratio of expenses to average net assets                      0.79%           0.79%           0.79%         0.79%             0.85%
                                                        ==========      ==========      ==========      ========          ========
 Ratio of net investment income (loss)
  to average net assets                                      (0.03%)          0.25%           0.27%         0.50%             0.18%
                                                        ==========      ==========      ==========      ========          ========
 Portfolio Turnover Rate                                    135.13%         127.38%         129.50%        82.86%           118.33%
                                                        ==========      ==========      ==========      ========          ========
===================================================================================================================================
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                           Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                       1994            1993            1992            1991              1990
                                                     --------        --------        --------        --------          --------
<S>                                                  <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                   $  24.67        $  20.17        $  18.00        $  12.86          $  12.41
                                                     --------        --------        --------        --------          --------
Net investment income (loss)                             0.07            0.03            0.03            0.08(i)           0.07
Net realized and unrealized gain (loss)
 on investments                                          0.15            4.50            2.19            5.11              0.44
                                                     --------        --------        --------        --------          --------
Total from investment operations                         0.22            4.53            2.22            5.19              0.51
                                                     --------        --------        --------        --------          --------
Dividends from net investment income                    (0.03)          (0.03)          (0.03)          (0.05)            (0.06)
Distributions from net realized gains                   (1.73)             --           (0.02)             --                --
                                                     --------        --------        --------        --------          --------
Total Distributions                                     (1.76)          (0.03)          (0.05)          (0.05)            (0.06)
                                                     --------        --------        --------        --------          --------
Net asset value, end of year                         $  23.13        $  24.67        $  20.17        $  18.00          $  12.86
                                                     ========        ========        ========        ========          ========
Total Return                                             1.45%          22.47%          12.38%          40.39%             4.14%
                                                     ========        ========        ========        ========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)             $150,390        $ 74,878        $ 30,316        $ 10,094          $  1,228
                                                     ========        ========        ========        ========          ========
 Ratio of expenses to average net assets                 0.86%           0.97%           0.99%           1.29%             1.50%(ii)
                                                     ========        ========        ========        ========          ========
 Ratio of net investment income (loss)
  to average net assets                                  0.48%           0.25%           0.33%           0.52%             1.69%
                                                     ========        ========        ========        ========          ========
 Portfolio Turnover Rate                               111.76%         112.64%          63.91%          58.95%            86.77%
                                                     ========        ========        ========        ========          ========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 2.31% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                              11
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                           Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                       1999            1998            1997            1996              1995
                                                     --------        --------        --------        --------          --------
<S>                                                  <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                   $  13.12        $  10.99        $   8.42        $  17.79          $  13.30
                                                     --------        --------        --------        --------          --------
Net investment income                                    0.00            0.03            0.03            0.09(i)           0.11(i)
Net realized and unrealized gain (loss)
 on investments                                          5.26            3.30            2.94            1.87              4.54
                                                     --------        --------        --------        --------          --------
Total from investment operations                         5.26            3.33            2.97            1.96              4.65
                                                     --------        --------        --------        --------          --------
Dividends from net investment income                    (0.03)          (0.04)          (0.04)          (0.33)            (0.16)
Distributions from net realized gains                   (0.77)          (1.16)          (0.36)         (11.00)               --
                                                     --------        --------        --------        --------          --------
Total Distributions                                     (0.80)          (1.20)          (0.40)         (11.33)            (0.16)
                                                     --------        --------        --------        --------          --------
Net asset value, end of year                         $  17.58        $  13.12        $  10.99        $   8.42          $  17.79
                                                     ========        ========        ========        ========          ========
Total Return                                            42.45%          32.39%          36.29%          19.68%            35.13%
                                                     ========        ========        ========        ========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)             $ 91,250        $ 77,926        $ 47,399        $ 20,910          $  8,639
                                                     ========        ========        ========        ========          ========
 Ratio of expenses to average net assets                 0.70%           0.70%           0.74%           0.81%             0.75%
                                                     ========        ========        ========        ========          ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                     --              --              --              --                --
                                                     ========        ========        ========        ========          ========
 Ratio of net investment income to
  average net assets                                     0.03%           0.31%           0.56%           0.94%             0.61%
                                                     ========        ========        ========        ========          ========
 Portfolio Turnover Rate                               193.23%         131.67%         150.09%         121.60%           164.05%
                                                     ========        ========        ========        ========          ========
===================================================================================================================================
</TABLE>

12
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                           Year Ended December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                          1994            1993            1992            1991              1990
                                                        --------        --------        --------        --------          --------
<S>                                                     <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                      $  15.31        $  13.93        $  13.08        $  10.67          $  10.74
                                                        --------        --------        --------        --------          --------
Net investment income                                       0.17            0.07            0.08            0.09              0.11
Net realized and unrealized gain (loss)
 on investments                                            (1.47)           1.37            1.02            2.41             (0.08)
                                                        --------        --------        --------        --------          --------
Total from investment operations                           (1.30)           1.44            1.10            2.50              0.03
                                                        --------        --------        --------        --------          --------
Dividends from net investment income                       (0.15)          (0.06)          (0.12)          (0.09)            (0.10)
Distributions from net realized gains                      (0.56)             --           (0.13)             --                --
                                                        --------        --------        --------        --------          --------
Total Distributions                                        (0.71)          (0.06)          (0.25)          (0.09)            (0.10)
                                                        --------        --------        --------        --------          --------
Net asset value, end of year                            $  13.30        $  15.31        $  13.93        $  13.08          $  10.67
                                                        ========        ========        ========        ========          ========
Total Return                                               (8.28%)         10.34%           8.64%          23.51%             0.28%
                                                        ========        ========        ========        ========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)                $ 29,135        $ 31,895        $  8,671        $  2,663          $    436
                                                        ========        ========        ========        ========          ========
 Ratio of expenses to average net assets                    0.75%           0.97%           1.25%           1.25%             1.25%
                                                        ========        ========        ========        ========          ========
 Decrease reflected in above expense
  ratios due to expense reimbursements                        --              --            0.01%           0.66%             5.41%
                                                        ========        ========        ========        ========          ========
 Ratio of net investment income to
  average net assets                                        1.22%           1.51%           1.62%           2.54%             3.61%
                                                        ========        ========        ========        ========          ========
 Portfolio Turnover Rate                                  177.97%         105.80%         100.62%          61.11%            56.90%
                                                        ========        ========        ========        ========          ========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

                                                                              13
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
                                                                                                                        From
                                                                                                                  January 25, 1995
                                                                                                                    (commencement
                                                                                                                  of operations) to
                                                                       Year Ended December 31,                      December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                            1999           1998          1997           1996            1995(i)
                                                        ----------     ----------    ----------     ----------        --------
<S>                                                     <C>            <C>           <C>            <C>               <C>
Net asset value, beginning of period                    $    34.90     $    23.17    $    19.36     $    17.43        $  10.00
                                                        ----------     ----------    ----------     ----------        --------
Net investment income (loss)                                 (0.09)         (0.05)        (0.03)         (0.03)(ii)      (0.03)
Net realized and unrealized gain on investments              25.93          12.99          3.84           2.14            7.46
                                                        ----------     ----------    ----------     ----------        --------
Total from investment operations                             25.84          12.94          3.81           2.11            7.43
Distributions from net realized gains                        (2.77)         (1.21)           --          (0.18)             --
                                                        ----------     ----------    ----------     ----------        --------
Net asset value, end of period                          $    57.97     $    34.90    $    23.17     $    19.36        $  17.43
                                                        ==========     ==========    ==========     ==========        ========
Total Return                                                 78.06%         57.83%        19.68%         12.04%          74.30%
                                                        ==========     ==========    ==========     ==========        ========
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)              $  362,500     $  101,710    $   53,488     $   34,925        $  5,497
                                                        ==========     ==========    ==========     ==========        ========
 Ratio of expenses excluding interest
  to average net assets                                       0.92%          0.93%         0.96%          1.06%           1.50%
                                                        ==========     ==========    ==========     ==========        ========
 Ratio of expenses including interest
  to average net assets                                       0.93%          0.96%         1.00%          1.09%           1.56%(iii)
                                                        ==========     ==========    ==========     ==========        ========
 Ratio of net investment income (loss)
  to average net assets                                      (0.49%)        (0.27%)       (0.17%)        (0.15%)         (0.71%)
                                                        ==========     ==========    ==========     ==========        ========
 Portfolio Turnover Rate                                    155.74%        143.59%       164.27%        102.10%         178.23%
                                                        ==========     ==========    ==========     ==========        ========
 Amount of debt outstanding at end of period                    --             --            --             --              --
                                                        ==========     ==========    ==========     ==========        ========
 Average amount of debt outstanding during the period   $  266,584     $  246,101    $  201,644     $   76,079        $  8,122
                                                        ==========     ==========    ==========     ==========        ========
 Average daily number of shares outstanding
  during the period                                      4,395,246      2,480,478     2,135,458      1,107,187          75,460
                                                        ==========     ==========    ==========     ==========        ========
 Average amount of debt per share during the period     $     0.06     $     0.10    $     0.09     $     0.07        $   0.11
                                                        ==========     ==========    ==========     ==========        ========
===================================================================================================================================
</TABLE>

(i)   Ratios have been annualized; total return has not been annualized.

(ii)  Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 2.36% due to expense reimbursements.

14
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
                                                                                                                        From
                                                                                                                  January 25, 1995
                                                                                                                    (commencement
                                                                                                                  of operations) to
                                                                       Year Ended December 31,                      December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                          1999        1998          1997        1996        1995          1994         (1993(i)
                                        --------    --------      --------    --------    --------      --------      --------
<S>                                     <C>         <C>           <C>         <C>         <C>           <C>           <C>
Net asset value, beginning of period    $  28.87    $  24.18      $  21.35    $  19.44    $  13.46      $  13.72      $  10.00
                                        --------    --------      --------    --------    --------      --------      --------
Net investment income (loss)               (0.05)       0.00(ii)     (0.04)       0.03       (0.03)         0.00(ii)     (0.02)
Net realized and unrealized
 gain (loss) on investments                 8.00        6.95          3.20        2.29        6.01         (0.21)         3.88
                                        --------    --------      --------    --------    --------      --------      --------
Total from investment operations            7.95        6.95          3.16        2.32        5.98         (0.21)         3.86
                                        --------    --------      --------    --------    --------      --------      --------
Dividends from net investment income          --          --         (0.01)         --          --            --            --
Distributions from net realized gains      (4.59)      (2.26)        (0.32)      (0.41)         --         (0.05)        (0.14)
                                        --------    --------      --------    --------    --------      --------      --------
Total Distributions                        (4.59)      (2.26)        (0.33)      (0.41)         --         (0.05)        (0.14)
                                        --------    --------      --------    --------    --------      --------      --------
Net asset value, end of period          $  32.23    $  28.87      $  24.18    $  21.35    $  19.44      $  13.46      $  13.72
                                        ========    ========      ========    ========    ========      ========      ========
Total Return                               31.85%      30.30%        15.01%      11.90%      44.45%        (1.54%)       38.67%
                                        ========    ========      ========    ========    ========      ========      ========
Ratios and Supplemental Data:
 Net assets, end of period
   (000's omitted)                      $931,397    $689,571      $444,967    $394,847    $185,349      $ 62,178      $ 21,301
                                        ========    ========      ========    ========    ========      ========      ========
 Ratio of expenses to average
   net assets                               0.85%       0.84%         0.84%       0.84%       0.90%         0.97%         1.50%(iii)
                                        ========    ========      ========    ========    ========      ========      ========
 Ratio of net investment income
  (loss) to average net assets             (0.21%)      0.00%        (0.15%)      0.08%      (0.25%)        0.03%        (0.58%)
                                        ========    ========      ========    ========    ========      ========      ========
 Portfolio Turnover Rate                  162.30%     152.21%       151.98%      90.97%     104.74%        83.96%        67.22%
                                        ========    ========      ========    ========    ========      ========      ========
===================================================================================================================================
</TABLE>

(i)   Ratios have been annualized; total return has not been annualized.

(ii)  Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 0.03% due to expense reimbursements.

                                                                              15
<PAGE>


FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.


ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.


DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED




THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>


                                       THE ALGER    |    ONE WORLD TRADE CENTER
                                   AMERICAN FUND    |    SUITE 9333
                                                    |    NEW YORK, NY 10048
        A POOLED FUNDING VEHICLE FOR:               |    1-800-992-3863
                                                    |
        o   VARIABLE ANNUITY CONTRACTS              |
                                                    |
        o   VARIABLE LIFE INSURANCE POLICIES        |
                                                    |
        o   QUALIFIED PENSION PLANS                 |
                                                    |
        o   QUALIFIED RETIREMENT PLANS              |




                                        PROSPECTUS

                                       MAY 1, 2000




     ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
            ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                   ALGER AMERICAN GROWTH PORTFOLIO
         ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO



As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment  in the Fund is not a  deposit  of a bank and is not  insured  or
guaranteed  by  the  Federal  Deposit  Insurance  Corporation  or by  any  other
government agency.
<PAGE>

                                         THE ALGER
                                     AMERICAN FUND

     ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
            ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                   ALGER AMERICAN GROWTH PORTFOLIO
         ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO





                                        PROSPECTUS

                                       MAY 1, 2000




          TABLE OF CONTENTS

3 ........Risk/Return Summary: Investments,
          Risks & Performance

     3 ...Investments

              Alger American Small
                Capitalization Portfolio .........3
              Alger American MidCap
                Growth Portfolio .................3
              Alger American Growth Portfolio ....3
              Alger American Leveraged
                AllCap Portfolio .................3

      4 ......Principal Risks

              Alger American Small
                Capitalization Portfolio .........4
              Alger American MidCap
                Growth Portfolio .................4
              Alger American Growth Portfolio ....4
              Alger American Leveraged
              AllCap Portfolio ...................4

      4 ......Performance

              Alger American Small
                Capitalization Portfolio .........5
              Alger American MidCap
                Growth Portfolio .................5
              Alger American Growth Portfolio ....5
              Alger American Leveraged
                AllCap Portfolio .................5

6 ............Fees and Expenses

6 ............Management & Organization

7 ............Shareholder Information

              Distributor .......................7
              Transfer Agent ....................7

8 ............Financial Highlights

Back Cover:   How to obtain more information

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RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The  investment  goal  and  primary  approach  of each  portfolio  is  discussed
individually below. All of the portfolios invest primarily in equity securities,
such as common or preferred stocks, which are listed on U.S. exchanges or in the
over-the-counter  market.  They invest primarily in "growth" stocks.  The Fund's
Manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o High Unit Volume Growth

  Vital, creative companies which offer goods or services to a rapidly expanding
  marketplace. They include both established and emerging firms, offering new or
  improved  products,  or firms simply  fulfilling  an  increased  demand for an
  existing line.

o Positive Life Cycle Change

  Companies   experiencing   a  major   change  which  is  expected  to  produce
  advantageous  results.  These  changes  may be as  varied  as new  management,
  products  or  technologies;  restructuring  or  reorganization;  or merger and
  acquisition.

The company's market  capitalization  will dictate in which portfolio(s) it will
be  placed.  The  market  capitalization  of a  company  is its  price per share
multiplied by its number of outstanding shares.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO SEEKS LONG-TERM CAPITAL
APPRECIATION.

APPROACH

It focuses on small,  fast-growing  companies  that offer  innovative  products,
services  or  technologies  to a rapidly  expanding  marketplace.  Under  normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization  companies.  A small  capitalization  company  is one  that has a
market  capitalization  within the range of the Russell 2000 Growth  Index(R) or
the S&P SmallCap 600 Index(R).

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

APPROACH

It focuses on midsize  companies with promising growth  potential.  Under normal
circumstances,  the  portfolio  invests  primarily in the equity  securities  of
companies  having a market  capitalization  within the range of companies in the
S&P MidCap 400 Index(R).

ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

APPROACH

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater.

ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

GOAL

THE ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO SEEKS LONG-TERM CAPITAL
APPRECIATION.

APPROACH

Under normal  circumstances,  the portfolio  invests in the equity securities of
companies of any size which demonstrate promising growth potential.

The portfolio can leverage,  that is, borrow money, up to one-third of its total
assets to buy additional  securities.  By borrowing money, the portfolio has the
potential to increase its returns if the increase in the value of the securities
purchased  exceeds the cost of borrowing,  including  interest paid on the money
borrowed.

                                                                               3
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PRINCIPAL RISKS

RISKS APPLICABLE TO ALL PORTFOLIOS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your  investment is a risk of  investing.  A portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also,  a Fund  investment  may not  grow  as  fast as the  rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the portfolios' investment styles and objectives, an investment in them
may be better  suited to investors  who seek  long-term  capital  growth and can
tolerate fluctuations in their investments' values.

A portfolio's trading in some stocks may be relatively  short-term,  meaning the
Fund may buy a  security  and sell it a short time  later to take  advantage  of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific  portfolio because of its
investment approach.

RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater  risk by  investing  in smaller,  less  seasoned
   companies  rather  than  larger,  more  established  companies  owing to such
   factors as inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN
MIDCAP GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the possibility of greater risk by investing in medium-sized companies rather
   than  larger,   more   established   companies   owing  to  such  factors  as
   inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN GROWTH PORTFOLIO

   Theportfolio's  primary risks are those summarized above in "Risks Applicable
   to All Portfolios."

RISKS APPLICABLE TO ALGER AMERICAN
LEVERAGED ALLCAP PORTFOLIO

Additional risks of investing in the portfolio are:

o  the  possibility  of greater risk by  investing in small- and med-  ium-sized
   companies (in addition to larger,  more established  companies) owing to such
   factors as inexperienced management and limited financial resources

o  the risk that the cost of borrowing money to leverage will exceed the returns
   for the securities purchased or that the securities purchased may actually go
   down in value;  thus,  the  portfolio's  net asset  value can  decrease  more
   quickly than if the portfolio had not borrowed


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PERFORMANCE

The following bar charts show the changes in each  portfolio's  performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume reinvestment of dividends and distributions.

The Average  Annual Total Return tables compare a portfolio's  performance  over
several periods with that of an appropriate  benchmark index. The annual returns
assume  reinvestment  of  dividends  and  distributions.  Remember  that  how  a
portfolio has performed in the past is not  necessarily  an indication of how it
will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization companies.

o  S&P  Midcap  400  Index(R):  An  index of  common  stocks  designed  to track
   performance of medium capitalization companies.

4
<PAGE>


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)

8.71    57.54    3.55    13.28    -4.38    44.31    4.18   11.39   15.53   43.42
- --------------------------------------------------------------------------------
 90       91      92       93       94       95      96      97      98      99

Best Quarter:      31.06%     Q4    1999
Worst Quarter:    -20.72%     Q3    1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                         1 Year         5 Years       10 Years       (9/21/88)
- --------------------------------------------------------------------------------
American Small
  Capitalization         43.42%          22.64%        18.22%         20.86%
Russell 2000 Growth
  Index(R)               43.10%          18.99%        13.51%         13.73%
================================================================================


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)

- -1.54          44.45          11.90          15.01        30.30          31.85
- --------------------------------------------------------------------------------
  94             95            96             97            98             99

Best Quarter:     27.07%     Q4     1998
Worst Quarter:   -14.91%     Q3     1998

Average Annual Total Return as of December 31, 1999

                                                                    Since
                                                                  Inception
                                   1 Year          5 Years        (5/3/93)
- --------------------------------------------------------------------------------
American MidCap Growth             31.85%          26.14%          24.72%
S&P Midcap 400 Index(R)            14.72%          23.05%          18.34%
================================================================================


ALGER AMERICAN GROWTH PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)

4.14    40.39    12.38    22.47    1.45    36.37   13.35   25.75   48.07   33.74
- --------------------------------------------------------------------------------
 90       91       92       93      94       95      96      97      98      99

Best Quarter:     25.93%   Q4       1998
Worst Quarter:   -16.21%   Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                       Since
                                                                     Inception
                   1 Year           5 Years         10 Years         (1/9/89)
- --------------------------------------------------------------------------------
American Growth    33.74%            30.94%          22.89%           23.05%
S&P 500 Index(R)   21.04%            28.56%          18.21%           19.22%
================================================================================


ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

================================================================================
Annual Total Return as of December 31 each year (%)

          12.04        19.68         57.83        78.06
- --------------------------------------------------------------------------------
            96           97            98           99

Best Quarter:       40.16%    Q4      1999
Worst Quarter:      -5.70%    Q4      1997

Average Annual Total Return as of December 31, 1999

                                                                   Since
                                                                 Inception
                                       1 Year                    (1/25/95)
- --------------------------------------------------------------------------------
American Leveraged
  AllCap                               78.06%                     46.44%
S&P 500 Index(R)                       21.04%                     28.47%
================================================================================

                                                                               5
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FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the Fund. The following  table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.


================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   Shareholder
                       Fees
                    (fees paid
                     directly                                            Total
                       from                                          Annual Fund
                       your     Management  Distribution    Other      Operating
                   investment)     Fees         Fees      Expenses     Expenses
- --------------------------------------------------------------------------------

Alger American Small   None       .85%          None       .05%         .90%
Capitalization
Portfolio

Alger American         None       .80%          None       .05%         .85%
MidCap Growth
Portfolio

Alger American         None       .75%          None       .04%         .79%
Growth
Portfolio

Alger American         None       .85%          None       .08%*        .93%
Leveraged AllCap
Portfolio
================================================================================

*   Included in Other Expenses is 0.01% of interest expense.

EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Fund for the time  periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the  Fund's  operating  expenses  remain  the same as in the prior
table.  The figures  shown would be the same whether or not you sold your shares
at the end of each  period.  Although  your actual costs may be higher or lower,
based on these assumptions your costs would be:

================================================================================
                               1 Year     3 Years     5 Years    10 Years
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL             $92        $287        $498      $1,108


CAPITALIZATION
PORTFOLIO

ALGER AMERICAN                   $87        $271        $471      $1,049
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN                   $81        $252        $439        $978
GROWTH
PORTFOLIO

ALGER AMERICAN                   $95        $296        $515      $1,143
LEVERAGED ALLCAP
PORTFOLIO
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets  from a  temporary  unacceptable  risk of loss,  rather than
directly to promote the portfolio's investment objective.  The portfolio may not
achieve its objective during such periods.

Other  securities  the  portfolios  may  invest in are  discussed  in the Fund's
Statement of Additional Information (see back cover).


[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

6
<PAGE>


The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion  in  other  assets.   The  Manager  is  responsible  for  managing  each
portfolio's   assets   according  to  its  goal  and  for  placing  orders  with
broker-dealers to purchase and sell securities on behalf of the portfolios.  The
Fund has had the same manager  since  inception  and, for the most recent fiscal
year,  the  portfolios  paid the Manager  fees at these  annual rates based on a
percentage  of average  daily net assets:  Small  Capitalization  and  Leveraged
AllCap Portfolios--.85%; MidCap Growth Portfolio--.80%; Growth Portfolio--.75%.

PORTFOLIO MANAGERS

David Alger, Seilai Khoo and Ron Tartaro are the individuals responsible for the
day-to-day  management of the portfolios'  investments.  Mr. Alger, a manager of
all of the portfolios since their inception, has been employed by the Manager as
Executive  Vice  President and Director of Research since 1971, and as President
since 1995.  Ms. Khoo, a co-manager  of the Small  Capitalization  and Leveraged
AllCap  Portfolios,  has been  employed by the Manager  since 1989,  as a senior
research  analyst until 1995 and as a Senior Vice President and co-manager since
1995. Mr. Tartaro, a co-manager of the MidCap Growth and Growth Portfolios,  has
been employed by the Manager since 1990, as a senior research analyst until 1995
and as a Senior Vice President and co-manager since 1995.


[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The  price of one  share  is its "net  asset  value,"  or NAV.  The NAV for each
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of each  portfolio on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolios are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund  declares  and  pays  dividends  and  distributions  by the  portfolios
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases,  distributions made to
a participant  prior to the  participant's  reaching age 59-1/2 are subject to a
penalty tax  equivalent  to 10% of the  distributed  amount,  in addition to the
ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in a portfolio  directly,  but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               7
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FINANCIAL HIGHLIGHTS

The  financial  highlights  table  is  intended  to  help  you  understand  each
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent  the rate  that an  investor  would  have  earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                         Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------------------
                                               1999                1998            1997                1996              1995
                                             --------          ----------        --------          ----------          --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  43.97          $    43.75        $  40.91          $    39.41          $  27.31
                                             --------          ----------        --------          ----------          --------
Net investment income (loss)                    (0.12)(i)           (0.02)          (0.05)(i)           (0.04)(i)         (0.09)
Net realized and unrealized gain (loss)
 on investments                                 16.98                6.30            4.45                1.70             12.19
                                             --------          ----------        --------          ----------          --------
Total from investment operations                16.86                6.28            4.40                1.66             12.10
                                             --------          ----------        --------          ----------          --------
Dividends from net investment income               --                  --              --                  --                --
Distributions from net realized gains           (5.68)              (6.06)          (1.56)              (0.16)               --
                                             --------          ----------        --------          ----------          --------
Total distributions                             (5.68)              (6.06)          (1.56)              (0.16)               --
                                             --------          ----------        --------          ----------          --------
Net asset value, end of year                 $  55.15          $    43.97        $  43.75          $    40.91          $  39.41
                                             ========          ==========        ========          ==========          ========
Total Return                                    43.42%              15.53%          11.39%               4.18%            44.31%
                                             ========          ==========        ========          ==========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $674,864          $1,216,584        $997,586          $1,469,518          $984,212
                                             ========          ==========        ========          ==========          ========
 Ratio of expenses to average net assets         0.90%               0.89%           0.89%               0.88%             0.92%
                                             ========          ==========        ========          ==========          ========
 Ratio of net investment income (loss)
  to average net assets                         (0.28%)             (0.20%)         (0.12%)             (0.09%)           (0.48%)
                                             ========          ==========        ========          ==========          ========
 Portfolio Turnover Rate                       182.25%             142.90%         104.43%             110.04%            80.66%
                                             ========          ==========        ========          ==========          ========
===================================================================================================================================
</TABLE>

8
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                         Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------------------
                                               1994              1993              1992              1991                1990
                                             --------          --------          --------          --------            --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  30.88          $  27.26          $  26.79          $  17.02            $  15.79
                                             --------          --------          --------          --------            --------
Net investment income (loss)                    (0.03)(i)         (0.05)            (0.06)            (0.03)               0.02
Net realized and unrealized gain (loss)
 on investments                                 (1.45)             3.67              0.91              9.82                1.35
                                             --------          --------          --------          --------            --------
Total from investment operations                (1.48)             3.62              0.85              9.79                1.37
                                             --------          --------          --------          --------            --------
Dividends from net investment income               --                --                --             (0.02)              (0.01)
Distributions from net realized gains           (2.09)               --             (0.38)               --               (0.13)
                                             --------          --------          --------          --------            --------
Total distributions                             (2.09)               --             (0.38)            (0.02)              (0.14)
                                             --------          --------          --------          --------            --------
Net asset value, end of year                 $  27.31          $  30.88          $  27.26          $  26.79            $  17.02
                                             ========          ========          ========          ========            ========
Total Return                                    (4.38%)           13.28%             3.55%            57.54%               8.71%
                                             ========          ========          ========          ========            ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $397,037          $238,850          $135,718          $ 56,798            $  7,149
                                             ========          ========          ========          ========            ========
 Ratio of expenses to average net assets         0.96%             1.03%             0.98%             1.06%               1.50%(ii)
                                             ========          ========          ========          ========            ========
 Ratio of net investment income (loss)
  to average net assets                         (0.10%)           (0.35%)           (0.37%)           (0.12%)              0.50%
                                             ========          ========          ========          ========            ========
 Portfolio Turnover Rate                       117.61%           148.07%           108.06%           125.90%             132.46%
                                             ========          ========          ========          ========            ========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 0.33% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                               9
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                         Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------------------
                                                 1999              1998              1997            1996                1995
                                             ----------        ----------        ----------        --------            --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $    53.22        $    42.76        $    34.33        $  31.16            $  23.13
                                             ----------        ----------        ----------        --------            --------
Net investment income (loss)                      (0.03)             0.09              0.13            0.12                0.02
Net realized and unrealized gain (loss)
 on investments                                   16.66             18.32              8.66            4.00                8.33
                                             ----------        ----------        ----------        --------            --------
Total from investment operations                  16.63             18.41              8.79            4.12                8.35
                                             ----------        ----------        ----------        --------            --------
Dividends from net investment income              (0.08)            (0.13)            (0.13)          (0.02)              (0.07)
Distributions from net realized gains             (5.39)            (7.82)            (0.23)          (0.93)              (0.25)
                                             ----------        ----------        ----------        --------            --------
Total Distributions                               (5.47)            (7.95)            (0.36)          (0.95)              (0.32)
                                             ----------        ----------        ----------        --------            --------
Net asset value, end of year                 $    64.38        $    53.22        $    42.76        $  34.33            $  31.16
                                             ==========        ==========        ==========        ========            ========
Total Return                                      33.74%            48.07%            25.75%          13.35%              36.37%
                                             ==========        ==========        ==========        ========            ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $3,387,526        $1,905,719        $1,072,529        $991,028            $502,974
                                             ==========        ==========        ==========        ========            ========
 Ratio of expenses to average net assets           0.79%             0.79%             0.79%           0.79%               0.85%
                                             ==========        ==========        ==========        ========            ========
 Ratio of net investment income (loss)
  to average net assets                           (0.03%)            0.25%             0.27%           0.50%               0.18%
                                             ==========        ==========        ==========        ========            ========
 Portfolio Turnover Rate                         135.13%           127.38%           129.50%          82.86%             118.33%
                                             ==========        ==========        ==========        ========            ========
===================================================================================================================================
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                         Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------------------
                                               1994             1993              1992              1991               1990
                                             --------          -------           -------           -------             ------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  24.67          $ 20.17           $ 18.00           $ 12.86             $12.41
                                             --------          -------           -------           -------             ------
Net investment income (loss)                     0.07             0.03              0.03              0.08(i)            0.07
Net realized and unrealized gain (loss)
 on investments                                  0.15             4.50              2.19              5.11               0.44
                                             --------          -------           -------           -------             ------
Total from investment operations                 0.22             4.53              2.22              5.19               0.51
                                             --------          -------           -------           -------             ------
Dividends from net investment income            (0.03)           (0.03)            (0.03)            (0.05)             (0.06)
Distributions from net realized gains           (1.73)              --             (0.02)               --                 --
                                             --------          -------           -------           -------             ------
Total Distributions                             (1.76)           (0.03)            (0.05)            (0.05)             (0.06)
                                             --------          -------           -------           -------             ------
Net asset value, end of year                 $  23.13          $ 24.67           $ 20.17           $ 18.00             $12.86
                                             ========          =======           =======           =======             ======
Total Return                                     1.45%           22.47%            12.38%            40.39%              4.14%
                                             ========          =======           =======           =======             ======
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $150,390          $74,878           $30,316           $10,094             $1,228
                                             ========          =======           =======           =======             ======
 Ratio of expenses to average net assets         0.86%            0.97%             0.99%             1.29%              1.50%(ii)
                                             ========          =======           =======           =======             ======
 Ratio of net investment income (loss)
  to average net assets                          0.48%            0.25%             0.33%             0.52%              1.69%
                                             ========          =======           =======           =======             ======
 Portfolio Turnover Rate                       111.76%          112.64%            63.91%            58.95%             86.77%
                                             ========          =======           =======           =======             ======
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 2.31% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                              11
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD

                                                                                                                        From
                                                                                                                  January 25, 1995
                                                                                                                    (commencement
                                                                                                                  of operations) to
                                                                          Year Ended December 31,                    December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                           1999           1998           1997           1996           1995(i)
                                                       ----------     ----------     ----------     ----------        -------
<S>                                                    <C>            <C>            <C>            <C>               <C>
Net asset value, beginning of period                   $    34.90     $    23.17     $    19.36     $    17.43        $ 10.00
                                                       ----------     ----------     ----------     ----------        -------
Net investment income (loss)                                (0.09)         (0.05)         (0.03)         (0.03)(ii)     (0.03)
Net realized and unrealized gain on investments             25.93          12.99           3.84           2.14           7.46
                                                       ----------     ----------     ----------     ----------        -------
Total from investment operations                            25.84          12.94           3.81           2.11           7.43
Distributions from net realized gains                       (2.77)         (1.21)            --          (0.18)            --
                                                       ----------     ----------     ----------     ----------        -------
Net asset value, end of period                         $    57.97     $    34.90     $    23.17     $    19.36        $ 17.43
                                                       ==========     ==========     ==========     ==========        =======
Total Return                                                78.06%         57.83%         19.68%         12.04%         74.30%
                                                       ==========     ==========     ==========     ==========        =======
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)             $  362,500     $  101,710     $   53,488     $   34,925        $ 5,497
                                                       ==========     ==========     ==========     ==========        =======
 Ratio of expenses excluding interest
  to average net assets                                      0.92%          0.93%          0.96%          1.06%          1.50%
                                                       ==========     ==========     ==========     ==========        =======
 Ratio of expenses including interest
  to average net assets                                      0.93%          0.96%          1.00%          1.09%          1.56%(iii)
                                                       ==========     ==========     ==========     ==========        =======
 Ratio of net investment income (loss)
  to average net assets                                     (0.49%)        (0.27%)        (0.17%)        (0.15%)        (0.71%)
                                                       ==========     ==========     ==========     ==========        =======
 Portfolio Turnover Rate                                   155.74%        143.59%        164.27%        102.10%        178.23%
                                                       ==========     ==========     ==========     ==========        =======
 Amount of debt outstanding at end of period                   --             --             --             --             --
                                                       ==========     ==========     ==========     ==========        =======
 Average amount of debt outstanding during the period  $  266,584     $  246,101     $  201,644     $   76,079        $ 8,122
                                                       ==========     ==========     ==========     ==========        =======
 Average daily number of shares outstanding
  during the period                                     4,395,246      2,480,478      2,135,458      1,107,187         75,460
                                                       ==========     ==========     ==========     ==========        =======
 Average amount of debt per share during the period    $     0.06     $     0.10     $     0.09     $     0.07        $  0.11
                                                       ==========     ==========     ==========     ==========        =======
===================================================================================================================================
</TABLE>

(i)   Ratios have been annualized; total return has not been annualized.

(ii)  Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 2.36% due to expense reimbursements.

                                       12
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD

                                                                                                                        From
                                                                                                                  January 25, 1995
                                                                                                                    (commencement
                                                                                                                  of operations) to
                                                                          Year Ended December 31,                    December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                              1999        1998         1997        1996        1995         1994        1993(i)
                                            --------    --------     --------    --------    --------     --------    --------
<S>                                         <C>         <C>          <C>         <C>         <C>          <C>         <C>
Net asset value, beginning of period        $  28.87    $  24.18     $  21.35    $  19.44    $  13.46     $  13.72    $  10.00
                                            --------    --------     --------    --------    --------     --------    --------
Net investment income (loss)                   (0.05)       0.00(ii)     0.03       (0.03)       0.00(ii)
Net realized and unrealized gain (loss)
 on investments                                 8.00        6.95         3.20        2.29        6.01        (0.21)       3.88
                                            --------    --------     --------    --------    --------     --------    --------
Total from investment operations                7.95        6.95         3.16        2.32        5.98        (0.21)       3.86
                                            --------    --------     --------    --------    --------     --------    --------
Dividends from net investment income              --          --        (0.01)         --          --           --          --
Distributions from net realized gains          (4.59)      (2.26)       (0.32)      (0.41)         --        (0.05)      (0.14)
                                            --------    --------     --------    --------    --------     --------    --------
Total Distributions                            (4.59)      (2.26)       (0.33)      (0.41)         --        (0.05)      (0.14)
                                            --------    --------     --------    --------    --------     --------    --------
Net asset value, end of period              $  32.23    $  28.87     $  24.18    $  21.35    $  19.44     $  13.46    $  13.72
                                            ========    ========     ========    ========    ========     ========    ========
Total Return                                   31.85%      30.30%       15.01%      11.90%      44.45%       (1.54%)     38.67%
                                            ========    ========     ========    ========    ========     ========    ========
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)  $931,397    $689,571     $444,967    $394,847    $185,349     $ 62,178    $ 21,301
                                            ========    ========     ========    ========    ========     ========    ========
 Ratio of expenses to average net assets        0.85%       0.84%        0.84%       0.84%       0.90%        0.97%       1.50%(iii)
                                            ========    ========     ========    ========    ========     ========    ========
 Ratio of net investment income (loss)
  to average net assets                        (0.21%)      0.00%       (0.15%)      0.08%      (0.25%)       0.03%      (0.58%)
                                            ========    ========     ========    ========    ========     ========    ========
 Portfolio Turnover Rate                      162.30%     152.21%      151.98%      90.97%     104.74%       83.96%      67.22%
                                            ========    ========     ========    ========    ========     ========    ========
===================================================================================================================================
</TABLE>

(i)   Ratios have been annualized; total return has not been annualized.

(ii)  Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 0.03% due to expense reimbursements.

                                                                              13
<PAGE>

FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report.  You can receive free copies of these reports,  and to make inquiries of
the Fund,  by calling the Fund's  toll-free  number or by writing to the address
above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED



THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>


                                         THE ALGER
                                     AMERICAN FUND

                A POOLED FUNDING VEHICLE FOR:
                o VARIABLE ANNUITY CONTRACTS              ONE WORLD TRADE CENTER
                o VARIABLE LIFE INSURANCE POLICIES        SUITE 9333
                o QUALIFIED PENSION PLANS                 NEW YORK, NY 10048
                o QUALIFIED RETIREMENT PLANS              1-800-992-3863



                                        PROSPECTUS

                                       MAY 1, 2000



     ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
            ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                   ALGER AMERICAN GROWTH PORTFOLIO
          ALGER AMERICAN INCOME & GROWTH PORTFOLIO












AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
DETERMINED IF THE INFORMATION IN THIS PROSPECTUS IS ACCURATE OR COMPLETE, NOR
HAS IT APPROVED OR DISAPPROVED THESE SECURITIES. IT IS A CRIMINAL OFFENSE TO
REPRESENT OTHERWISE.

AN INVESTMENT IN THE FUND IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT
AGENCY.



<PAGE>

                                         THE ALGER
                                     AMERICAN FUND

     ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
            ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                   ALGER AMERICAN GROWTH PORTFOLIO
          ALGER AMERICAN INCOME & GROWTH PORTFOLIO

                                        PROSPECTUS

                                       MAY 1, 2000

TABLE OF CONTENTS

3 ............Risk/Return Summary: Investments,
              Risks & Performance

      3 ......Investments

              Alger American Small
              Capitalization Portfolio ................3
              Alger American Midcap
                Growth Portfolio ......................3
               Alger American Growth Portfolio ........3
              Alger American Income &
                Growth Portfolio ......................3

      3 ......Principal Risks

              Alger American Small
                Capitalization Portfolio ..............4
              Alger American Midcap
                Growth Portfolio ......................4
              Alger American Growth Portfolio .........4
              Alger American Income &
                Growth Portfolio ......................4

      4 ......Performance

              Alger American Small
                Capitalization Portfolio ..............5
              Alger American Midcap
                Growth Portfolio ......................5
              Alger American Growth Portfolio .........5
              Alger American Income &
                Growth Portfolio ......................5

6 ............Fees and Expenses
6 ............Management & Organization
7 ............Shareholder Information

              Distributor .............................7
              Transfer Agent ..........................7
              Purchasing and Redeeming
                Fund Shares ...........................7

8 ............Financial Highlights

Back Cover:   How to obtain more information



<PAGE>

                      [THIS PAGE INTENTIONALLY LEFT BLANK.]



<PAGE>
[GRAPHIC OMITTED]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The investment goal and primary approach of each portfolio is discussed
individually below. All of the portfolios invest primarily in equity securities,
such as common or preferred stocks, which are listed on U.S. exchanges or in the
over-the-counter market. They invest primarily in "growth" stocks. The fund's
manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o  HIGH UNIT VOLUME GROWTH

   Vital, creative companies which offer goods or services to a rapidly
   expanding marketplace. They include both established and emerging firms,
   offering new or improved products, or firms simply fulfilling an increased
   demand for an existing line.

o  POSITIVE LIFE CYCLE CHANGE

   Companies experiencing a major change which is expected to produce
   advantageous results. These changes may be as varied as new management,
   products or technologies; restructuring or reorganization; or merger and
   acquisition.

The company's market capitalization will dictate in which portfolio(s) it will
be placed. The market capitalization of a company is its price per share
multiplied by its number of outstanding shares.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO SEEKS LONG-TERM CAPITAL
APPRECIATION.

APPROACH

It focuses on small, fast-growing companies that offer innovative products,
services or technologies to a rapidly expanding marketplace. Under normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization companies. A small capitalization company is one that has a
market capitalization within the range of the Russell(R) 2000 growth index or
the S&P(R) SmallCap 600 Index.

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

APPROACH

It focuses on midsize companies with promising growth potential. Under normal
circumstances, the portfolio invests primarily in the equity securities of
companies having a market capitalization within the range of companies in the
S&P(R) MidCap 400 Index.

ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It focuses on growing companies that generally have broad product lines,
markets, financial resources and depth of management. Under normal
circumstances, the portfolio invests primarily in the equity securities of large
companies. The portfolio considers a large company to have a market
capitalization of $1 billion or greater.

ALGER AMERICAN INCOME &GROWTH PORTFOLIO
GOAL

The ALGER AMERICAN INCOME & GROWTH PORTFOLIO primarily seeks to provide a high
level of dividend income; its secondary goal is to provide capital appreciation.

APPROACH

The portfolio invests in dividend paying equity securities, such as common or
preferred stocks, preferably those which the manager believes also offer
opportunities for capital appreciation.

[GRAPHIC OMITTED]

PRINCIPAL RISKS

RISKS APPLICABLE TO ALL PORTFOLIOS

As with any fund that invests in stocks, your investment will go up or down in
value, and the loss of your investment is a risk of investing. A portfolio's
price per share will fluctuate due to changes in the market prices of its
investments. Also, a fund investment may



                                                                               3



<PAGE>

not grow as fast as the rate of inflation and stocks tend to be more volatile
than some other investmentsyou could make, such as bonds. Furthermore, the
returns of a fund concentrating on "growth" stocks tend to vary more widely over
time than those of funds that focus on "value" stocks; prices of growth stocks
tend to be higher in relation to their companies' earnings and may be more
sensitive to market, political and economic developments than other stocks,
making their prices more volatile. Based on the portfolios' investment styles
and objectives, an investment in them may be better suited to investors who seek
long-term capital growth and can tolerate fluctuations in their investments'
values.

A portfolio's trading in some stocks may be relatively short-term, meaning the
fund may buy a security and sell it a short time later to take advantage of
current gains if it is believed that an alternative investment may provide
greater future growth. This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific portfolio because of its
investment approach.

RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  The possibility of greater risk by investing in smaller, less seasoned
   companies rather than larger, more established companies owing to such
   factors as inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN
MIDCAP GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  The possibility of greater risk by investing in medium-sized companies rather
   than larger, more established companies owing to such factors as
   inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN GROWTH PORTFOLIO

The portfolio's primary risks are those summarized above in "risks applicable to
all portfolios."

RISKS APPLICABLE TO ALGER AMERICAN
INCOME &GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  The possibility that companies may cut or fail to declare dividends due to
   market downturns or other reasons

[GRAPHIC OMITTED]

Performance

The following bar charts show the changes in each portfolio's performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume reinvestment of dividends and distributions.

The Average Annual Total Return tables compare a portfolio's performance over
several periods with that of an appropriate benchmark index. The annual returns
assume reinvestment of dividends and distributions. Remember that how a
portfolio has performed in the past is not necessarily an indication of how it
will perform in the future.

The performance disclosed in these charts does not reflect separate account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index designed to track a particular
market or market segment. No expenses or fees are reflected in the returns for
the indexes, which are unmanaged. All returns for the indexes assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R): An index of large company common stocks considered to be
   representative of the U.S. Stock market in general.

o  Russell 2000 Growth Index(R): An index of common stocks designed to track
   performance of small capitalization companies.

o  S&P MidCap 400 Index(R): An index of common stocks designed to track
   performance of medium capitalization companies.



4



<PAGE>

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR GRAPH OMITTED]
ANNUAL TOTAL RETURN AS OF DECEMBER 31 EACH YEAR (%)

8.71   57.54   3.55   13.28   -4.38   44.31   4.18   11.39   15.53   43.42
- --------------------------------------------------------------------------
  90     91     92      93      94      95     96     97       98     99

BEST QUARTER:      31.06%     Q4    1999
WORST QUARTER:    -20.72%     Q3    1990

AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1999
                                                      SINCE
                                                    INCEPTION
                       1 YEAR   5 YEARS   10 YEARS   (9/21/88)
- --------------------------------------------------------------
AMERICAN SMALL
  CAPITALIZATION       43.42%    22.64%    18.22%      20.86%
RUSSELL 2000 GROWTH
  INDEX(R)             43.10%    18.99%    13.51%      13.73%


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

[BAR GRAPH OMITTED]
ANNUAL TOTAL RETURN AS OF DECEMBER 31 EACH YEAR (%)

- -1.54       44.45       11.90       15.01       30.30       31.85
- -----------------------------------------------------------------
  94          95          96          97          98          99

BEST QUARTER:     27.07%     Q4     1998
WORST QUARTER:   -14.91%     Q3     1998

AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1999

                                                      SINCE
                                                    INCEPTION
                            1 YEAR      5 YEARS      (5/3/93)
- -------------------------------------------------------------

AMERICAN MIDCAP GROWTH      31.85%       26.14%       24.72%
S&P MIDCAP 400 INDEX(R)     14.72%       23.05%       18.34%


ALGER AMERICAN GROWTH PORTFOLIO

[BAR GRAPH OMITTED]
ANNUAL TOTAL RETURN AS OF DECEMBER 31 EACH YEAR (%)


<TABLE>
<CAPTION>
<S>        <C>        <C>        <C>        <C>       <C>        <C>        <C>        <C>        <C>
 4.14      40.39      12.38      22.47      1.45      36.37      13.35      25.75      48.07      33.74
- --------------------------------------------------------------------------------------------------------
  90         91         92         93        94         95         96         97         98         99
</TABLE>

BEST QUARTER:       25.93%    Q4      1998
WORST QUARTER:     -16.21%    Q3      1990


AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1999

                                                     SINCE
                                                   INCEPTION
                   1 YEAR    5 YEARS    10 YEARS    (1/9/89)
- -------------------------------------------------------------
AMERICAN GROWTH    33.74%     30.94%     22.89%       23.05%
S&P 500 INDEX(R)   21.04%     28.56%     18.21%      019.22%


ALGER AMERICAN INCOME & GROWTH PORTFOLIO

[BAR GRAPH OMITTED]
ANNUAL TOTAL RETURN AS OF DECEMBER 31 EACH YEAR (%)

<TABLE>
<CAPTION>
<S>      <C>       <C>      <C>        <C>      <C>       <C>       <C>       <C>       <C>
0.28     23.51     8.64     10.34     -8.28     35.13     19.68     36.29     32.39     42.45
- ----------------------------------------------------------------------------------------------
  90       91       92        93        94        95        96        97        98        99
</TABLE>


BEST QUARTER:      35.96%      Q4   1999
WORST QUARTER:    -13.94%      Q3   1990

AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1999
                                                       SINCE
                                                     INCEPTION
                    1 YEAR    5 YEARS    10 YEARS    (11/15/88)
- ---------------------------------------------------------------
AMERICAN
  INCOME & GROWTH   42.45%     32.97%     18.93%       17.71%
S&P 500 INDEX(R)    21.04%     28.56%     18.21%       19.23%




<PAGE>


[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors incur certain fees and expenses in connection with an investment in
the Fund. The following table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.

<TABLE>
<CAPTION>
                                                                      ANNUAL FUND OPERATING
                                                                      EXPENSES
                                                                      (EXPENSES THAT ARE DEDUCTED
                                                                      FROM FUND ASSETS)
                                                 ----------------------------------------------------------------
                         SHAREHOLDER FEES
                         (FEES PAID DIRECTLY      MANAGEMENT      DISTRIBUTION      OTHER      TOTAL ANNUAL FUND
                         FROM YOUR INVESTMENT)      FEES              FEES         EXPENSES    OPERATING EXPENSES
- -----------------------------------------------------------------------------------------------------------------
<S>                            <C>                  <C>               <C>            <C>              <C>
ALGER AMERICAN SMALL           NONE                 .85%              NONE           .05%             .90%
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN                 NONE                 .80%              NONE           .05%             .85%
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN                 NONE                 .75%              NONE           .04%             .79%
GROWTH
PORTFOLIO

ALGER AMERICAN                 NONE                 .625%             NONE           .075%            .70%
INCOME &GROWTH
PORTFOLIO
</TABLE>

EXAMPLE

The following example, which reflects the shareholder fees and operating
expenses listed above, is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.

The example assumes that you invest $10,000 in the Fund for the time periods
indicated. The example also assumes that your investment has a 5% return each
year and that the Fund's operating expenses remain the same as in the prior
table. The figures shown would be the same whether or not you sold your shares
at the end of each period. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:

                            1 YEAR    3 YEARS    5 YEARS    10 YEARS
- --------------------------------------------------------------------
  ALGER AMERICAN SMALL        $92       $287       $498       $1,108
  CAPITALIZATION
  PORTFOLIO

  ALGER AMERICAN              $87       $271       $471       $1,049
  MIDCAP GROWTH
  PORTFOLIO

  ALGER AMERICAN              $81       $252       $439         $978
  GROWTH
  PORTFOLIO

  ALGER AMERICAN              $72       $224       $390         $871
  INCOME &GROWTH
  PORTFOLIO

The example above does not reflect charges and deductions which are, or may be,
imposed under variable annuity contracts, variable life insurance policies, or
pension or retirement plans. Such charges and deductions are described in the
prospectus for the contract or policy accompanying this prospectus or in the
plan documents.

ADDITIONAL INFORMATION ABOUT THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash equivalents for temporary defensive reasons if the manager believes that
adverse market or other conditions warrant. This is to attempt to protect the
portfolio's assets from a temporary unacceptable risk of loss, rather than
directly to promote the portfolio's investment objective. The portfolio may not
achieve its objectives during such periods.

Other securities the portfolios may invest in are discussed in the Fund's
statement of additional information (see back cover).

[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

FRED ALGER MANAGEMENT, INC.
ONE WORLD TRADE CENTER
SUITE 9333
NEW YORK, NY 10048

The Manager has been an investment adviser since 1964, and manages investments
totaling (at 12/31/99) $10.69 billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing each
portfolio's assets according to its goal and for placing orders with
broker-dealers



6



<PAGE>

to purchase and sell securities on behalf of the portfolios. The Fund has had
the same manager since inception and, for the most recent fiscal year, the
portfolios paid the manager fees at these annual rates based on a percentage of
average daily net assets: Small Capitalization Portfolio--.85%; MidCap Growth
Portfolio--.80%; Growth Portfolio--.75%; Income & Growth Portfolio--.625%.

PORTFOLIO MANAGERS

David Alger, Seilai Khoo and Ron Tartaro are the individuals responsible for the
day-to-day management of the portfolios' investments. Mr. Alger, a manager of
all of the portfolios since their inception, has been employed by the Manager as
Executive Vice President and Director of Research since 1971, and as President
since 1995. Ms. Khoo, a Co-Manager of the Small Capitalization Portfolio, has
been employed by the Manager since 1989, As a Senior Research Analyst until 1995
and as a Senior Vice President and Co-Manager since 1995. Mr. Tartaro, a
Co-Manager of the Midcap Growth, Income & Growth and Growth Portfolios, has been
employed by the Manager since 1990, As a Senior Research Analyst until 1995 and
as a Senior Vice President and Co-Manager since 1995.

[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR

FRED ALGER & COMPANY, INCORPORATED
30 MONTGOMERY STREET
JERSEY CITY, NJ 07302

TRANSFER AGENT

ALGER SHAREHOLDER SERVICES, INC.
30 MONTGOMERY STREET
JERSEY CITY, NJ 07302

NET ASSET VALUE

The price of one share is its "net asset value," or NAV. The NAV for each
portfolio is calculated as of the close of business (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally, the Exchange is
closed on weekends and various national holidays. It may close on other days
from time to time.

The Fund generally values the assets of each portfolio on the basis of market
quotations or, where market quotations are not readily available, on the basis
of fair value as determined by the manager under procedures adopted by the
Fund's Board of Trustees. Short-term money market instruments held by the
portfolios are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund declares and pays dividends and distributions by the portfolios
annually. the Fund expects that these annual payments to shareholders will
consist of both capital gains and net investment income.

Federal income taxation of separate accounts of insurance companies, variable
annuity contracts and variable life insurance contracts is discussed in the
prospectuses of participating insurance companies. Generally, distributions by
the Fund will not be taxable to holders of variable annuity contracts or
variable life insurance policies if the insurance company separate accounts to
which those distributions are made meet certain requirements, including certain
diversification requirements that the Fund has undertaken to meet, under the
Internal Revenue Code. Participants in qualified pension and retirement plans
ordinarily will not be subject to taxation on dividends from net investment
income and distributions from net realized capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases, distributions made to
a participant prior to the participant's reaching age 59-1/2 are subject to a
penalty tax equivalent to 10% of the distributed amount, in addition to the
ordinary income tax payable on such amount.

Because everyone's tax situation is unique, see a tax advisor about federal,
state and local tax consequences of investing in the Fund.

            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIP'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
             AND THEN DIVIDING THE RESULT BY THE NUMBER
                             OF ITS OUTSTANDING SHARES.

PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment vehicle for variable annuity contracts and variable
life insurance policies offered by the separate accounts of life insurance
companies, as well as qualified pension and retirement plans. An individual
cannot invest in a portfolio directly, but may do so only through one of these
sources. The fund's shares are held in the names of the separate accounts and
plans.

Shares of the Fund can be purchased or redeemed on any day the New York Stock
Exchange is open. They will be processed at the nav next calculated after the
purchase or redemption request is received in good order by the transfer agent.
All orders for purchase of shares are subject to acceptance by the Fund or its
transfer agent. The transfer agent pays for redemptions within 7 days after it
accepts a redemption request.


The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.



                                                                               7



<PAGE>
[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand each
portfolio's financial performance for the periods shown. Certain information
reflects financial results for a single Fund share. The total returns in the
table represent the rate that an investor would have earned or lost on an
investment in the Fund (assuming reinvestment of all dividends and
distributions). The financial highlights have been audited by Arthur Andersen
LLP, the Fund's independent public accountants. Arthur Andersen LLP's report,
along with the Fund's financial statements, are included in the Annual Report,
which is available upon request.

Note that the Financial Highlights do not reflect charges and deductions which
are, or may be, imposed under variable annuity contracts, variable life
insurance policies, or pension or retirement plans. Such charges and deductions
are described in the prospectus for the contract or policy accompanying this
prospectus or in the plan documents.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

For a share outstanding throughout the year


<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- -------------------------------------------------------------------------------------------------------------------
                                                  1999           1998           1997          1996           1995
                                                  -----          -----          -----         -----          -----
<S>                                             <C>          <C>              <C>         <C>              <C>
Net asset value, beginning of year              $  43.97     $    43.75       $  40.91    $    39.41       $  27.31
                                                --------     ----------       --------    ----------       --------
Net investment income (loss)                       (0.12)(i)      (0.02)         (0.05)(i)     (0.04)(i)      (0.09)
Net realized and unrealized gain (loss)
 on investments                                    16.98           6.30           4.45          1.70          12.19
                                                --------     ----------       --------    ----------       --------
Total from investment operations                   16.86           6.28           4.40          1.66          12.10
                                                --------     ----------       --------    ----------       --------
Dividends from net investment income                  --             --             --            --             --
Distributions from net realized gains              (5.68)         (6.06)         (1.56)        (0.16)            --
                                                --------     ----------       --------    ----------       --------
Total distributions                                (5.68)         (6.06)         (1.56)        (0.16)            --
                                                --------     ----------       --------    ----------       --------
Net asset value, end of year                    $  55.15     $    43.97       $  43.75    $    40.91       $  39.41
                                                ========     ==========       ========    ==========       ========
Total Return                                      43.42%         15.53%         11.39%         4.18%         44.31%
                                                ========     ==========       ========    ==========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)        $674,864     $1,216,584       $997,586    $1,469,518       $984,212
                                                ========     ==========       ========    ==========       ========
 Ratio of expenses to average net assets           0.90%          0.89%          0.89%         0.88%          0.92%
                                                ========     ==========       ========    ==========       ========
 Ratio of net investment income (loss)
  to average net assets                           (0.28%)        (0.20%)        (0.12%)       (0.09%)        (0.48%)
                                                ========     ==========       ========    ==========       ========
 Portfolio Turnover Rate                         182.25%        142.90%        104.43%       110.04%         80.66%
                                                ========     ==========       ========    ==========       ========
</TABLE>



8



<PAGE>

<TABLE>
<CAPTION>
                                                                    Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------
                                                 1994           1993           1992           1991           1990
                                                 -----          -----          -----          -----          -----
<S>                                            <C>            <C>            <C>            <C>             <C>
Net asset value, beginning of year             $  30.88       $  27.26       $  26.79       $  17.02       $  15.79
                                               --------       --------       --------       --------       --------
Net investment income (loss)                      (0.03)(i)      (0.05)         (0.06)         (0.03)          0.02
Net realized and unrealized gain (loss)
 on investments                                   (1.45)          3.67           0.91           9.82           1.35
                                               --------       --------       --------       --------       --------
Total from investment operations                  (1.48)          3.62           0.85           9.79           1.37
                                               --------       --------       --------       --------       --------
Dividends from net investment income                 --             --             --          (0.02)         (0.01)
Distributions from net realized gains             (2.09)            --          (0.38)            --          (0.13)
                                               ========       ========       ========       ========       ========
Total distributions                               (2.09)            --          (0.38)         (0.02)         (0.14)
                                               --------       --------       --------       --------       --------
Net asset value, end of year                   $  27.31       $  30.88       $  27.26       $  26.79       $  17.02
                                               ========       ========       ========       ========       ========
Total Return                                     (4.38%)        13.28%          3.55%         57.54%          8.71%
                                               ========       ========       ========       ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)       $397,037       $238,850       $135,718       $ 56,798       $  7,149
                                               ========       ========       ========       ========       ========
 Ratio of expenses to average net assets          0.96%          1.03%          0.98%          1.06%          1.50%(ii)
                                               ========       ========       ========       ========       ========
 Ratio of net investment income (loss)
  to average net assets                          (0.10%)        (0.35%)        (0.37%)        (0.12%)         0.50%
                                               ========       ========       ========       ========       ========
 Portfolio Turnover Rate                        117.61%        148.07%        108.06%        125.90%        132.46%
                                               ========       ========       ========       ========       ========
</TABLE>

  (i)Amount was computed based on average shares outstanding during the year.
 (ii)Ratio has been reduced by 0.33% for the year ended December 31, 1990, due
     to expense reimbursements.



                                                                               9



<PAGE>

ALGER AMERICAN GROWTH PORTFOLIO

For a share outstanding throughout the year

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- ------------------------------------------------------------------------------------------------------------------
                                                 1999           1998           1997          1996           1995
                                                 -----          -----          -----         -----          -----
<S>                                          <C>            <C>            <C>             <C>            <C>
Net asset value, beginning of year           $    53.22     $    42.76     $    34.33      $  31.16       $  23.13
                                             ----------     ----------     ----------      --------       --------
Net investment income (loss)                      (0.03)          0.09           0.13          0.12           0.02
Net realized and unrealized gain (loss)
 on investments                                   16.66          18.32           8.66          4.00           8.33
                                             ----------     ----------     ----------      --------       --------
Total from investment operations                  16.63          18.41           8.79          4.12           8.35
                                             ----------     ----------     ----------      --------       --------
Dividends from net investment income              (0.08)         (0.13)         (0.13)        (0.02)         (0.07)
Distributions from net realized gains             (5.39)         (7.82)         (0.23)        (0.93)         (0.25)
                                             ----------     ----------     ----------      --------       --------
Total Distributions                               (5.47)         (7.95)         (0.36)        (0.95)         (0.32)
                                             ----------     ----------     ----------      --------       --------
Net asset value, end of year                 $    64.38     $    53.22     $    42.76      $  34.33       $  31.16
                                             ==========     ==========     ==========      ========       ========
Total Return                                     33.74%         48.07%         25.75%        13.35%         36.37%
                                             ==========     ==========     ==========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $3,387,526     $1,905,719     $1,072,529      $991,028       $502,974
                                             ==========     ==========     ==========      ========       ========
 Ratio of expenses to average net assets          0.79%          0.79%          0.79%         0.79%          0.85%
                                             ==========     ==========     ==========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                          (0.03%)         0.25%          0.27%         0.50%          0.18%
                                             ==========     ==========     ==========      ========       ========
 Portfolio Turnover Rate                        135.13%        127.38%        129.50%        82.86%        118.33%
                                             ==========     ==========     ==========      ========       ========
</TABLE>



10



<PAGE>

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------
                                                 1994           1993           1992          1991           1990
                                                -----          -----          -----         -----          -----
<S>                                          <C>            <C>            <C>           <C>            <C>
Net asset value, beginning of year           $  24.67       $  20.17       $  18.00      $  12.86       $  12.41
                                             --------       --------       --------      --------       --------
Net investment income (loss)                     0.07           0.03           0.03          0.08(i)        0.07
                                             --------       --------       --------      --------       --------
Net realized and unrealized gain (loss)
 on investments                                  0.15           4.50           2.19          5.11           0.44
                                             --------       --------       --------      --------       --------
Total from investment operations                 0.22           4.53           2.22          5.19           0.51
                                             --------       --------       --------      --------       --------
Dividends from net investment income            (0.03)         (0.03)         (0.03)        (0.05)         (0.06)
Distributions from net realized gains           (1.73)            --          (0.02)           --             --
                                             --------       --------       --------      --------       --------
Total Distributions                             (1.76)         (0.03)         (0.05)        (0.05)         (0.06)
                                             --------       --------       --------      --------       --------
Net asset value, end of year                 $  23.13       $  24.67       $  20.17      $  18.00       $  12.86
                                             ========       ========       ========      ========       ========
Total Return                                    1.45%         22.47%         12.38%        40.39%          4.14%
                                             ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $150,390       $ 74,878       $ 30,316      $ 10,094       $  1,228
                                             ========       ========       ========      ========       ========
 Ratio of expenses to average net assets        0.86%          0.97%          0.99%         1.29%          1.50%(ii)
                                             ========       ========       ========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                         0.48%          0.25%          0.33%         0.52%          1.69%
                                             ========       ========       ========      ========       ========
 Portfolio Turnover Rate                      111.76%        112.64%         63.91%        58.95%         86.77%
                                             ========       ========       ========      ========       ========
</TABLE>

  (i)Amount was computed based on average shares outstanding during the year.

 (ii)Ratio has been reduced by 2.31% for the year ended December 31, 1990, due
     to expense reimbursements.



                                                                              11



<PAGE>

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

For a share outstanding throughout the year

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- ---------------------------------------------------------------------------------------------------------------
                                              1999           1998           1997          1996           1995
                                              -----          -----          -----         -----          -----
<S>                                         <C>            <C>            <C>           <C>            <C>
Net asset value, beginning of year          $  13.12       $  10.99       $   8.42      $  17.79       $  13.30
                                            --------       --------       --------      --------       --------
Net investment income                           0.00           0.03           0.03          0.09(i)        0.11(i)
Net realized and unrealized gain (loss)
 on investments                                 5.26           3.30           2.94          1.87           4.54
                                            --------       --------       --------      --------       --------
Total from investment operations                5.26           3.33           2.97          1.96           4.65
                                            --------       --------       --------      --------       --------
Dividends from net investment income           (0.03)         (0.04)         (0.04)        (0.33)         (0.16)
Distributions from net realized gains          (0.77)         (1.16)         (0.36)       (11.00)            --
                                            --------       --------       --------      --------       --------
Total Distributions                            (0.80)         (1.20)         (0.40)       (11.33)         (0.16)
                                            --------       --------       --------      --------       --------
Net asset value, end of year                $  17.58       $  13.12       $  10.99      $   8.42       $  17.79
                                            ========       ========       ========      ========       ========
Total Return                                  42.45%         32.39%         36.29%        19.68%         35.13%
                                            ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)    $ 91,250       $ 77,926       $ 47,399      $ 20,910       $  8,639
                                            ========       ========       ========      ========       ========
 Ratio of expenses to average net assets       0.70%          0.70%          0.74%         0.81%          0.75%
                                            ========       ========       ========      ========       ========
 Decrease reflected in above expense
  ratios due to expense reimbursements            --             --             --            --             --
                                            ========       ========       ========      ========       ========
 Ratio of net investment income to
  average net assets                           0.03%          0.31%          0.56%         0.94%          0.61%
                                            ========       ========       ========      ========       ========
 Portfolio Turnover Rate                     193.23%        131.67%        150.09%       121.60%        164.05%
                                            ========       ========       ========      ========       ========
</TABLE>



12



<PAGE>

<TABLE>
<CAPTION>
                                                                     Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------
                                              1994           1993           1992          1991           1990
                                              -----          -----          -----         -----          -----
<S>                                        <C>             <C>            <C>           <C>             <C>
Net asset value, beginning of year         $  15.31        $ 13.93        $ 13.08       $ 10.67        $ 10.74
                                           --------       --------       --------      --------       --------
Net investment income                          0.17           0.07           0.08          0.09           0.11
Net realized and unrealized gain (loss)
 on investments                               (1.47)          1.37           1.02          2.41          (0.08)
                                           --------       --------       --------      --------       --------
Total from investment operations              (1.30)          1.44           1.10          2.50           0.03
                                           --------       --------       --------      --------       --------
Dividends from net investment income          (0.15)         (0.06)         (0.12)        (0.09)         (0.10)
Distributions from net realized gains         (0.56)            --          (0.13)           --             --
                                           --------       --------       --------      --------       --------
Total Distributions                           (0.71)         (0.06)         (0.25)        (0.09)         (0.10)
                                           --------       --------       --------      --------       --------
Net asset value, end of year               $  13.30        $ 15.31        $ 13.93       $ 13.08        $ 10.67
                                           ========       ========       ========      ========       ========
Total Return                                 (8.28%)        10.34%          8.64%        23.51%          0.28%
                                           ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)   $ 29,135        $31,895        $ 8,671       $ 2,663         $  436
                                           ========       ========       ========      ========       ========
 Ratio of expenses to average net assets      0.75%          0.97%          1.25%         1.25%          1.25%
                                           ========       ========       ========      ========       ========
 Decrease reflected in above expense
  ratios due to expense reimbursements           --             --          0.01%         0.66%          5.41%
                                           ========       ========       ========      ========       ========
 Ratio of net investment income to
  average net assets                          1.22%          1.51%          1.62%         2.54%          3.61%
                                           ========       ========       ========      ========       ========
 Portfolio Turnover Rate                    177.97%        105.80%        100.62%        61.11%         56.90%
                                           ========       ========       ========      ========       ========
</TABLE>

  (i)Amount was computed based on average shares outstanding during the year.



                                                                              13



<PAGE>

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

For a share outstanding throughout the period
<TABLE>
<CAPTION>
                                                                                                                   From
                                                                                                                May 3, 1993
                                                                                                               (commencement
                                                                                                             of operations) to
                                                                 Year Ended December 31,                       December 31,
- ------------------------------------------------------------------------------------------------------------------------------
                                          1999         1998          1997        1996        1995         1994         1993(i)
                                          -----        -----         -----       -----       -----        -----        -------
<S>                                    <C>          <C>           <C>         <C>         <C>          <C>            <C>
Net asset value, beginning of period   $  28.87     $  24.18      $  21.35    $  19.44    $  13.46     $  13.72       $  10.00
                                       --------     --------      --------    --------    --------     --------       --------
Net investment income (loss)              (0.05)        0.00(ii)     (0.04)       0.03       (0.03)        0.00(ii)      (0.02)
Net realized and unrealized gain
  (loss) on investments                    8.00         6.95          3.20        2.29        6.01        (0.21)          3.88
                                       --------     --------      --------    --------    --------     --------       --------
Total from investment operations           7.95         6.95          3.16        2.32        5.98        (0.21)          3.86
                                       --------     --------      --------    --------    --------     --------       --------
Dividends from net investment income         --           --         (0.01)         --          --           --             --
Distributions from net realized gains     (4.59)       (2.26)        (0.32)      (0.41)         --        (0.05)         (0.14)
                                       --------     --------      --------    --------    --------     --------       --------
Total Distributions                       (4.59)       (2.26)        (0.33)      (0.41)         --        (0.05)         (0.14)
                                       --------     --------      --------    --------    --------     --------       --------
Net asset value, end of period         $  32.23     $  28.87      $  24.18    $  21.35    $  19.44     $  13.46       $  13.72
                                       ========     ========      ========    ========    ========     ========       ========
Total Return                             31.85%       30.30%        15.01%      11.90%      44.45%       (1.54%)        38.67%
                                       ========     ========      ========    ========    ========     ========       ========
Ratios and Supplemental Data:
 Net assets, end of period
  (000's omitted)                      $931,397     $689,571      $444,967    $394,847    $185,349     $ 62,178       $ 21,301
                                       ========     ========      ========    ========    ========     ========       ========
 Ratio of expenses to average
  net assets                              0.85%        0.84%         0.84%       0.84%       0.90%        0.97%          1.50%(iii)
                                       ========     ========      ========    ========    ========     ========       ========
 Ratio of net investment income
   (loss) to average net assets          (0.21%)       0.00%        (0.15%)      0.08%      (0.25%)       0.03%         (0.58%)
                                       ========     ========      ========    ========    ========     ========       ========
 Portfolio Turnover Rate                162.30%      152.21%       151.98%      90.97%     104.74%       83.96%         67.22%
                                       ========     ========      ========    ========    ========     ========       ========
</TABLE>

  (i)Ratios have been annualized; total return has not been annualized.
 (ii)Amount was computed based on average shares outstanding during the year.
(iii)Amount has been reduced by 0.03% due to expense reimbursements.

14



<PAGE>

For Fund Information:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed information about the Fund and its policies, please read the
Statement of Additional Information, which is incorporated by reference into (is
legally made a part of) this Prospectus. You can get a free copy of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional information about the Fund's investments is available in the Fund's
annual and semi-annual reports to shareholders. In the Fund's annual report you
will find a discussion of the market conditions and investment strategies that
significantly affected the Fund's performance during the period covered by the
report. You can receive free copies of these reports, and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another way you can review and copy Fund documents is by visiting the SEC's
Public Reference Room in Washington, D.C. Copies can also be obtained, for a
duplicating fee by E-mail request to [email protected] or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102. Information on the
operation of the Public Reference Room is available by calling 1-202-942-8090.
Fund documents are also available on the EDGAR database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED




























The Alger American Fund
SEC File #811-5550


<PAGE>


                                       THE ALGER   |
                                   AMERICAN FUND   |
                                                   |
              A POOLED FUNDING VEHICLE FOR:        |
              o VARIABLE ANNUITY CONTRACTS         |     ONE WORLD TRADE CENTER
              o VARIABLE LIFE INSURANCE POLICIES   |     SUITE 9333
              o QUALIFIED PENSION PLANS            |     NEW YORK, NY 10048
              o QUALIFIED RETIREMENT PLANS         |     1-800-992-3863

                                    PROSPECTUS

                                   MAY 1, 2000



          ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
                 ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
                        ALGER AMERICAN GROWTH PORTFOLIO


As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment  in the Fund is not a  deposit  of a bank and is not  insured  or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.

<PAGE>


                                   THE ALGER
                               AMERICAN FUND

ALGER AMERICAN SMALLCAPITALIZATION PORTFOLIO
      ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
             ALGER AMERICAN GROWTH PORTFOLIO




                                  PROSPECTUS

                                 MAY 1, 2000


       TABLE OF CONTENTS
- ------------------------------------------------

3 ............. Risk/Return Summary: Investments,
                Risks & Performance

       3 ...... Investments

                Alger American Small
                   Capitalization Portfolio ............................. 3
                Alger American MidCap
                   Growth Portfolio ..................................... 3
                Alger American Growth Portfolio ......................... 3

       3 ...... Principal Risks

                Alger American Small
                   Capitalization Portfolio ............................. 4
                Alger American MidCap
                   Growth Portfolio ..................................... 4
                Alger American Growth Portfolio ......................... 4

       4 ...... Performance

                Alger American Small
                   Capitalization Portfolio ............................. 4
                Alger American MidCap
                   Growth Portfolio ..................................... 5
                Alger American Growth Portfolio ......................... 5

5 ............. Fees and Expenses

6 ............. Management & Organization

7 ............. Shareholder Information

                Distributor ............................................. 7
                Transfer Agent .......................................... 7

8 ............. Financial Highlights

Back Cover:     How to obtain more information

<PAGE>


                      [This page intentionally left blank]

2
<PAGE>


[GRAPHIC OMITTED]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The  investment  goal  and  primary  approach  of each  portfolio  is  discussed
individually below. All of the portfolios invest primarily in equity securities,
such as common or preferred stocks, which are listed on U.S. exchanges or in the
over-the-counter  market.  They invest primarily in "growth" stocks.  The Fund's
Manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o  High Unit Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

The company's market  capitalization  will dictate in which portfolio(s) it will
be  placed.  The  market  capitalization  of a  company  is its  price per share
multiplied by its number of outstanding shares.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER  AMERICAN  SMALL  CAPITALIZATION  PORTFOLIO  SEEKS  LONG-TERM  CAPITAL
APPRECIATION.

APPROACH

It focuses on small,  fast-growing  companies  that offer  innovative  products,
services  or  technologies  to a rapidly  expanding  marketplace.  Under  normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization  companies.  A small  capitalization  company  is one  that has a
market  capitalization  within the range of the Russell(R)  2000 Growth Index or
the S&P(R) SmallCap 600 Index.


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

APPROACH

It focuses on midsize  companies with promising growth  potential.  Under normal
circumstances,  the  portfolio  invests  primarily in the equity  securities  of
companies  having a market  capitalization  within the range of companies in the
S&P(R) MidCap 400 Index.


ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

APPROACH

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater.


[GRAPHIC OMITTED]

PRINCIPAL RISKS

RISKS APPLICABLE TO ALL PORTFOLIOS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your  investment is a risk of  investing.  A portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also,  a Fund  investment  may not  grow  as  fast as the  rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the portfolios' investment styles and objectives, an investment in them
may be better  suited to investors  who seek  long-term  capital  growth and can
tolerate fluctuations in their investments' values.

                                                                               3
<PAGE>


A portfolio's trading in some stocks may be relatively  short-term,  meaning the
Fund may buy a  security  and sell it a short time  later to take  advantage  of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific  portfolio because of its
investment approach.

RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater  risk by  investing  in smaller,  less  seasoned
   companies  rather  than  larger,  more  established  companies  owing to such
   factors as inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN
MIDCAP GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the possibility of greater risk by investing in medium-sized companies rather
   than  larger,   more   established   companies   owing  to  such  factors  as
   inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN GROWTH
PORTFOLIO

The portfolio's primary risks are those summarized above in "Risks Applicable to
All Portfolios."


[GRAPHIC OMITTED]

PERFORMANCE

The following bar charts show the changes in each  portfolio's  performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume reinvestment of dividends and distributions.

The Average  Annual Total Return tables compare a portfolio's  performance  over
several periods with that of an appropriate  benchmark index. The annual returns
assume  reinvestment  of  dividends  and  distributions.  Remember  that  how  a
portfolio has performed in the past is not  necessarily  an indication of how it
will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization companies.

o  S&P  Midcap  400  Index(R):  An  index of  common  stocks  designed  to track
   performance of medium capitalization companies.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

  8.71    57.54    3.55   13.28   -4.38    44.31   4.18   11.39   15.53   43.42
- --------------------------------------------------------------------------------
  90       91       92      93      94       95     96      97      98      99

Best Quarter:          31.06%       Q4     1999
Worst Quarter:        -20.72%       Q3     1990

Average Annual Total Return as of December 31, 1999

                                                                         Since
                                                                       Inception
                               1 Year       5 Years      10 Years      (9/21/88)
- --------------------------------------------------------------------------------
American Small
  Capitalization               43.42%       22.64%        18.22%        20.86%
Russell 2000 Growth
  Index(R)                     43.10%       18.99%        13.51%        13.73%

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

4
<PAGE>


ALGER AMERICAN GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

4.14  40.39   12.38    22.47   1.45   36.37    13.35   25.75   48.07   33.74
- --------------------------------------------------------------------------------
 90    91      92       93      94      95      96      97      98      99

Best Quarter:           25.93%      Q4       1998
Worst Quarter:         -16.21%      Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                         Since
                                                                       Inception
                               1 Year       5 Years      10 Years      (1/9/89)
- --------------------------------------------------------------------------------
American Growth                33.74%       30.94%        22.89%        23.05%
S&P 500 Index(R)               21.04%       28.56%        18.21%        19.22%
================================================================================


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


          -1.54       44.45     11.90     15.01     30.30      31.85
          ----------------------------------------------------------
            94         95        96        97         98        99

Best Quarter:         27.07%      Q4      1998
Worst Quarter:       -14.91%      Q3      1998

Average Annual Total Return as of December 31, 1999

                                                                     Since
                                                                   Inception
                                      1 Year        5 Years        (5/3/93)
- --------------------------------------------------------------------------------
American MidCap Growth                31.85%        26.14%          24.72%
S&P Midcap 400 Index(R)               14.72%        23.05%          18.34%

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


[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the Fund. The following  table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.

================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   SHAREHOLDER
                       FEES
                    (fees paid
                     directly                                            TOTAL
                       from                                          ANNUAL FUND
                       your     Management  Distribution    Other      OPERATING
                   investment)     Fees         Fees      Expenses     EXPENSES
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL   None        .85%         None         .05%        .90%
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN         None        .80%         None         .05%        .85%
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN         None        .75%         None         .04%        .79%
GROWTH
PORTFOLIO
================================================================================

EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Fund for the time  periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the  Fund's  operating  expenses  remain  the same as in the prior
table.  The figures  shown would be the same whether or not you sold your shares
at the end of each  period.  Although  your actual costs may be higher or lower,
based on these assumptions your costs would be:

                                                                               5
<PAGE>


================================================================================
                                  1 Year    3 Years   5 Years     10 Years
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL               $92       $287       $498       $1,108
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN                     $87       $271       $471       $1,049
MIDCAP GROWTH
PORTFOLIO

ALGER AMERICAN                     $81       $252       $439         $978
GROWTH
PORTFOLIO
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT
THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets  from a  temporary  unacceptable  risk of loss,  rather than
directly to promote the portfolio's investment objective.  The portfolio may not
achieve its objective during such periods.

Other  securities  the  portfolios  may  invest in are  discussed  in the Fund's
Statement of Additional Information (see back cover).


[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion  in  other  assets.   The  Manager  is  responsible  for  managing  each
portfolio's   assets   according  to  its  goal  and  for  placing  orders  with
broker-dealers to purchase and sell securities on behalf of the portfolios.  The
Fund has had the same manager  since  inception  and, for the most recent fiscal
year,  the  portfolios  paid the Manager  fees at these  annual rates based on a
percentage of average daily net assets:  Small  Capitalization  Portfolio--.85%;
MidCap Growth Portfolio--.80%; Growth Portfolio--.75%.

PORTFOLIO MANAGERS

David Alger, Seilai Khoo and Ron Tartaro are the individuals responsible for the
day-to-day  management of the portfolios'  investments.  Mr. Alger, a manager of
all of the portfolios  since their inception has been employed by the Manager as
Executive  Vice  President and Director of Research since 1971, and as President
since 1995. Ms. Khoo, a co-manager of the Small  Capitalization  Portfolio,  has
been employed by the Manager since 1989, as a senior research analyst until 1995
and as a Senior Vice  President  and  co-manager  since  1995.  Mr.  Tartaro,  a
co-manager of the MidCap Growth and Growth Portfolios,  has been employed by the
Manager since 1990, as a senior research analyst until 1995 and as a Senior Vice
President and co-manager since 1995.

6
<PAGE>


[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302


NET ASSET VALUE

The  price of one  share  is its "net  asset  value,"  or NAV.  The NAV for each
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of each  portfolio on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolios are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund  declares  and  pays  dividends  and  distributions  by the  portfolios
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases,  distributions made to
a participant  prior to the  participant's  reaching age 59-1/2 are subject to a
penalty tax  equivalent  to 10% of the  distributed  amount,  in addition to the
ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in a portfolio  directly,  but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               7
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The  financial  highlights  table  is  intended  to  help  you  understand  each
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent  the rate  that an  investor  would  have  earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

<TABLE>
<CAPTION>
===================================================================================================================================
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                            Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                               1999                1998            1997                1996              1995
                                             --------          ----------        --------          ----------          --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  43.97          $    43.75        $  40.91          $    39.41          $  27.31
                                             --------          ----------        --------          ----------          --------
Net investment income (loss)                    (0.12)(i)           (0.02)          (0.05)(i)           (0.04)(i)         (0.09)
Net realized and unrealized gain (loss)
 on investments                                 16.98                6.30            4.45                1.70             12.19
                                             --------          ----------        --------          ----------          --------
Total from investment operations                16.86                6.28            4.40                1.66             12.10
                                             --------          ----------        --------          ----------          --------
Dividends from net investment income               --                  --              --                  --                --
Distributions from net realized gains           (5.68)              (6.06)          (1.56)              (0.16)               --
                                             --------          ----------        --------          ----------          --------
Total distributions                             (5.68)              (6.06)          (1.56)              (0.16)               --
                                             --------          ----------        --------          ----------          --------
Net asset value, end of year                 $  55.15          $    43.97        $  43.75          $    40.91          $  39.41
                                             ========          ==========        ========          ==========          ========
Total Return                                    43.42%              15.53%          11.39%               4.18%            44.31%
                                             ========          ==========        ========          ==========          ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $674,864          $1,216,584        $997,586          $1,469,518          $984,212
                                             ========          ==========        ========          ==========          ========
 Ratio of expenses to average net assets         0.90%               0.89%           0.89%               0.88%             0.92%
                                             ========          ==========        ========          ==========          ========
 Ratio of net investment income (loss)
  to average net assets                         (0.28%)             (0.20%)         (0.12%)             (0.09%)           (0.48%)
                                             ========          ==========        ========          ==========          ========
 Portfolio Turnover Rate                       182.25%             142.90%         104.43%             110.04%            80.66%
                                             ========          ==========        ========          ==========          ========
===================================================================================================================================
</TABLE>

8
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                               1994              1993              1992              1991                1990
                                             --------          --------          --------          --------            --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  30.88          $  27.26          $  26.79          $  17.02            $  15.79
                                             --------          --------          --------          --------            --------
Net investment income (loss)                    (0.03)(i)         (0.05)            (0.06)            (0.03)               0.02
Net realized and unrealized gain (loss)
 on investments                                 (1.45)             3.67              0.91              9.82                1.35
                                             --------          --------          --------          --------            --------
Total from investment operations                (1.48)             3.62              0.85              9.79                1.37
                                             --------          --------          --------          --------            --------
Dividends from net investment income               --                --                --             (0.02)              (0.01)
Distributions from net realized gains           (2.09)               --             (0.38)               --               (0.13)
                                             --------          --------          --------          --------            --------
Total distributions                             (2.09)               --             (0.38)            (0.02)              (0.14)
                                             --------          --------          --------          --------            --------
Net asset value, end of year                 $  27.31          $  30.88          $  27.26          $  26.79            $  17.02
                                             ========          ========          ========          ========            ========
Total Return                                    (4.38%)           13.28%             3.55%            57.54%               8.71%
                                             ========          ========          ========          ========            ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $397,037          $238,850          $135,718          $ 56,798            $  7,149
                                             ========          ========          ========          ========            ========
 Ratio of expenses to average net assets         0.96%             1.03%             0.98%             1.06%               1.50%(ii)
                                             ========          ========          ========          ========            ========
 Ratio of net investment income (loss)
  to average net assets                         (0.10%)           (0.35%)           (0.37%)           (0.12%)              0.50%
                                             ========          ========          ========          ========            ========
 Portfolio Turnover Rate                       117.61%           148.07%           108.06%           125.90%             132.46%
                                             ========          ========          ========          ========            ========
===================================================================================================================================
</TABLE>

(i)   Amount was computed based on average shares outstanding during the year.

(ii)  Ratio has been reduced by 0.33% for the year ended  December 31, 1990, due
      to expense reimbursements.

                                                                               9
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                     1999              1998              1997            1996            1995
                                                 ----------        ----------        ----------        --------        --------
<S>                                              <C>               <C>               <C>               <C>             <C>
Net asset value, beginning of year               $    53.22        $    42.76        $    34.33        $  31.16        $  23.13
                                                 ----------        ----------        ----------        --------        --------
Net investment income (loss)                          (0.03)             0.09              0.13            0.12            0.02
Net realized and unrealized gain (loss)
 on investments                                       16.66             18.32              8.66            4.00            8.33
                                                 ----------        ----------        ----------        --------        --------
Total from investment operations                      16.63             18.41              8.79            4.12            8.35
                                                 ----------        ----------        ----------        --------        --------
Dividends from net investment income                  (0.08)            (0.13)            (0.13)          (0.02)          (0.07)
Distributions from net realized gains                 (5.39)            (7.82)            (0.23)          (0.93)          (0.25)
                                                 ----------        ----------        ----------        --------        --------
Total Distributions                                   (5.47)            (7.95)            (0.36)          (0.95)          (0.32)
                                                 ----------        ----------        ----------        --------        --------
Net asset value, end of year                     $    64.38        $    53.22        $    42.76        $  34.33        $  31.16
                                                 ==========        ==========        ==========        ========        ========
Total Return                                          33.74%            48.07%            25.75%          13.35%          36.37%
                                                 ==========        ==========        ==========        ========        ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)         $3,387,526        $1,905,719        $1,072,529        $991,028        $502,974
                                                 ==========        ==========        ==========        ========        ========
 Ratio of expenses to average net assets               0.79%             0.79%             0.79%           0.79%           0.85%
                                                 ==========        ==========        ==========        ========        ========
 Ratio of net investment income (loss)
  to average net assets                               (0.03%)            0.25%             0.27%           0.50%           0.18%
                                                 ==========        ==========        ==========        ========        ========
 Portfolio Turnover Rate                             135.13%           127.38%           129.50%          82.86%         118.33%
                                                 ==========        ==========        ==========        ========        ========
===================================================================================================================================
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                               1994              1993              1992              1991                1990
                                             --------          --------          --------          --------            --------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $  24.67          $  20.17          $  18.00          $  12.86            $  12.41
                                             --------          --------          --------          --------            --------
Net investment income (loss)                     0.07              0.03              0.03              0.08(i)             0.07
Net realized and unrealized gain (loss)
 on investments                                  0.15              4.50              2.19              5.11                0.44
                                             --------          --------          --------          --------            --------
Total from investment operations                 0.22              4.53              2.22              5.19                0.51
                                             --------          --------          --------          --------            --------
Dividends from net investment income            (0.03)            (0.03)            (0.03)            (0.05)              (0.06)
Distributions from net realized gains           (1.73)               --             (0.02)               --                  --
                                             --------          --------          --------          --------            --------
Total Distributions                             (1.76)            (0.03)            (0.05)            (0.05)              (0.06)
                                             --------          --------          --------          --------            --------
Net asset value, end of year                 $  23.13          $  24.67          $  20.17          $  18.00            $  12.86
                                             ========          ========          ========          ========            ========
Total Return                                     1.45%            22.47%            12.38%            40.39%               4.14%
                                             ========          ========          ========          ========            ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $150,390          $ 74,878          $ 30,316          $ 10,094            $  1,228
                                             ========          ========          ========          ========            ========
 Ratio of expenses to average net assets         0.86%             0.97%             0.99%             1.29%               1.50%(ii)
                                             ========          ========          ========          ========            ========
 Ratio of net investment income (loss)
  to average net assets                          0.48%             0.25%             0.33%             0.52%               1.69%
                                             ========          ========          ========          ========            ========
 Portfolio Turnover Rate                       111.76%           112.64%            63.91%            58.95%              86.77%
                                             ========          ========          ========          ========            ========
===================================================================================================================================
</TABLE>

(i)   Amount was computed based on average shares outstanding during the year.

(ii)  Ratio has been reduced by 2.31% for the year ended  December 31, 1990, due
      to expense reimbursements.

                                                                              11
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD

                                                                                                                          From
                                                                                                                      May 3, 1993
                                                                                                                     (commencement
                                                                                                                   of operations) to
                                                                       Year Ended December 31,                       December 31,
- ------------------------------------------------------------------------------------------------------------------------------------
                                              1999        1998         1997        1996        1995        1994         1993(i)
                                            --------    --------     --------    --------    --------    --------     --------
<S>                                         <C>         <C>          <C>         <C>         <C>         <C>          <C>
Net asset value, beginning of period        $  28.87    $  24.18     $  21.35    $  19.44    $  13.46    $  13.72     $  10.00
                                            --------    --------     --------    --------    --------    --------     --------
Net investment income (loss)                   (0.05)       0.00(ii)    (0.04)       0.03       (0.03)       0.00(ii)    (0.02)
Net realized and unrealized gain (loss)
 on investments                                 8.00        6.95         3.20        2.29        6.01       (0.21)        3.88
                                            --------    --------     --------    --------    --------    --------     --------
Total from investment operations                7.95        6.95         3.16        2.32        5.98       (0.21)        3.86
                                            --------    --------     --------    --------    --------    --------     --------
Dividends from net investment income              --          --        (0.01)         --          --          --           --
Distributions from net realized gains          (4.59)      (2.26)       (0.32)      (0.41)         --       (0.05)       (0.14)
                                            --------    --------     --------    --------    --------    --------     --------
Total Distributions                            (4.59)      (2.26)       (0.33)      (0.41)         --       (0.05)       (0.14)
                                            --------    --------     --------    --------    --------    --------     --------
Net asset value, end of period              $  32.23    $  28.87     $  24.18    $  21.35    $  19.44    $  13.46     $  13.72
                                            ========    ========     ========    ========    ========    ========     ========
Total Return                                   31.85%      30.30%       15.01%      11.90%      44.45%      (1.54%)      38.67%
                                            ========    ========     ========    ========    ========    ========     ========
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)  $931,397    $689,571     $444,967    $394,847    $185,349    $ 62,178     $ 21,301
                                            ========    ========     ========    ========    ========    ========     ========
 Ratio of expenses to average net assets        0.85%       0.84%        0.84%       0.84%       0.90%       0.97%        1.50%(iii)
                                            ========    ========     ========    ========    ========    ========     ========
 Ratio of net investment income (loss)
  to average net assets                        (0.21%)      0.00%       (0.15%)      0.08%      (0.25%)      0.03%       (0.58%)
                                            ========    ========     ========    ========    ========    ========     ========
 Portfolio Turnover Rate                      162.30%     152.21%      151.98%      90.97%     104.74%      83.96%       67.22%
                                            ========    ========     ========    ========    ========    ========     ========
===================================================================================================================================
</TABLE>

(i)   Ratios have been annualized; total return has not been annualized.

(ii)  Amount was computed based on average shares outstanding during the year.

(iii) Amount has been reduced by 0.03% due to expense reimbursements.

                                       12
<PAGE>


FOR FUND INFORMATION:

By telephone:     1-800-992-3863


By mail:          The Alger American Fund
                  One World Trade Center
                  Suite 9333
                  New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report.  You can receive free copies of these reports,  and to make inquiries of
the Fund,  by calling the Fund's  toll-free  number or by writing to the address
above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED



THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>

                                      THE ALGER    |
                                   AMERICAN FUND   |
                                                   |
              A POOLED FUNDING VEHICLE FOR:        |
              o VARIABLE ANNUITY CONTRACTS         |     ONE WORLD TRADE CENTER
              o VARIABLE LIFE INSURANCE POLICIES   |     SUITE 9333
              o QUALIFIED PENSION PLANS            |     NEW YORK, NY 10048
              o QUALIFIED RETIREMENT PLANS         |     1-800-992-3863

                                    PROSPECTUS

                                   MAY 1, 2000



 ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
               ALGER AMERICAN GROWTH PORTFOLIO
      ALGER AMERICAN INCOME & GROWTH PORTFOLIO

As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment  in the Fund is not a  deposit  of a bank and is not  insured  or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.
<PAGE>


                                                    THE ALGER
                                                AMERICAN FUND

                ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
                              ALGER AMERICAN GROWTH PORTFOLIO
                     ALGER AMERICAN INCOME & GROWTH PORTFOLIO





                                                   PROSPECTUS

                                                  MAY 1, 2000


      TABLE OF CONTENTS
- ----------------------------------------------------------------------------

3 ............. Risk/Return Summary: Investments, Risks & Performance
       3 ...... Investments

                Alger American Small
                   Capitalization Portfolio ............................. 3
                Alger American Growth Portfolio ......................... 3
                Alger American Income &
                   Growth Portfolio ..................................... 3

       3 ...... Principal Risks

                Alger American Small
                   Capitalization Portfolio ............................. 4
                Alger American Growth Portfolio ......................... 4
                Alger American Income &
                   Growth Portfolio ..................................... 4

       4 ...... Performance

                Alger American Small
                   Capitalization Portfolio ............................. 4
                Alger American Growth Portfolio ......................... 4
                Alger American Income &
                   Growth Portfolio ..................................... 5

5 ............. Fees and Expenses
6 ............. Management & Organization
6 ............. Shareholder Information

                Distributor ............................................. 6
                Transfer Agent .......................................... 6

8 ............. Financial Highlights

Back Cover:     How to obtain more information


<PAGE>


                     [This page intentionally left blank.]
<PAGE>


[Graphic Omitted]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENTS: THE ALGER AMERICAN FUND

The  investment  goal  and  primary  approach  of each  portfolio  is  discussed
individually below. All of the portfolios invest primarily in equity securities,
such as common or preferred stocks, which are listed on U.S. exchanges or in the
over-the-counter  market.  They invest primarily in "growth" stocks.  The Fund's
Manager, Fred Alger Management, Inc., believes that these companies tend to fall
into one of two categories:

o  High Unit Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

The company's market  capitalization  will dictate in which portfolio(s) it will
be  placed.  The  market  capitalization  of a  company  is its  price per share
multiplied by its number of outstanding shares.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

GOAL

THE ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO SEEKS LONG-TERM CAPITAL
APPRECIATION.

APPROACH

It focuses on small,  fast-growing  companies  that offer  innovative  products,
services  or  technologies  to a rapidly  expanding  marketplace.  Under  normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization  companies.  A small  capitalization  company  is one  that has a
market  capitalization  within the range of the Russell(R)  2000 Growth Index or
the S&P(R) SmallCap 600 Index.

ALGER AMERICAN GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.


APPROACH

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater.

ALGER AMERICAN INCOME &GROWTH PORTFOLIO

GOAL

THE ALGER AMERICAN  INCOME &GROWTH  PORTFOLIO  PRIMARILY SEEKS TO PROVIDE A HIGH
LEVEL OF DIVIDEND INCOME; ITS SECONDARY GOAL IS TO PROVIDE CAPITAL APPRECIATION.

APPROACH

The portfolio  invests in dividend paying equity  securities,  such as common or
preferred  stocks,  preferably  those  which the  Manager  believes  also  offer
opportunities for capital appreciation.


[Graphic Omitted]

PRINCIPAL RISKS

RISKS APPLICABLE TO ALL PORTFOLIOS

As with any fund that invests in stocks, your investment will go up or down in
value, and the loss of your investment is a risk of investing. A portfolio's
price per share will fluctuate due to changes in the market prices of its
investments. Also, a Fund investment may not grow as fast as the rate of
inflation and stocks tend to be more volatile than some other investments you
could make, such as bonds. Furthermore, the returns of a fund concentrating on
"growth" stocks tend to vary more widely over time than those of funds that
focus on "value" stocks; prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market, political and
economic developments than other stocks, making their prices more volatile.
Based on the portfolios' investment styles and objectives, an investment in them
may be better suited to investors who seek long-term capital growth and can
tolerate fluctuations in their investments' values.

                                                                               3
<PAGE>


A portfolio's trading in some stocks may be relatively  short-term,  meaning the
Fund may buy a  security  and sell it a short time  later to take  advantage  of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

There may be additional risks applicable to a specific  portfolio because of its
investment approach.

RISKS APPLICABLE TO ALGER AMERICAN
SMALL CAPITALIZATION PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  of greater  risk by  investing  in smaller,  less  seasoned
   companies  rather  than  larger,  more  established  companies  owing to such
   factors as inexperienced management and limited financial resources

RISKS APPLICABLE TO ALGER AMERICAN
GROWTH PORTFOLIO

The portfolio's primary risks are those summarized above in "Risks Applicable to
All Portfolios."

RISKS APPLICABLE TO ALGER AMERICAN
INCOME &GROWTH PORTFOLIO

An additional risk of investing in the portfolio is:

o  the  possibility  that companies may cut or fail to declare  dividends due to
   market downturns or other reasons


[Graphic Omitted]

PERFORMANCE

The following bar charts show the changes in each  portfolio's  performance from
year to year and give you some indication of the risks of investing in the Fund.
They assume reinvestment of dividends and distributions.

The Average  Annual Total Return tables compare a portfolio's  performance  over
several periods with that of an appropriate  benchmark index. The annual returns
assume  reinvestment  of  dividends  and  distributions.  Remember  that  how  a
portfolio has performed in the past is not  necessarily  an indication of how it
will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

Each index used in the tables is a broad index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the respective index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization companies.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

8.71   57.54   3.55   13.28    -4.38    44.31   4.18   11.39   15.53   43.42
- --------------------------------------------------------------------------------
  90    91      92      93       94       95     96      97      98      99

Best Quarter:          31.06%       Q4     1999
Worst Quarter:        -20.72%       Q3     1990

Average Annual Total Return as of December 31, 1999

                                                       Since
                                                     Inception
                       1 Year     5 Years  10 Years  (9/21/88)
- --------------------------------------------------------------
American Small
  Capitalization       43.42%     22.64%    18.22%    20.86%
Russell 2000 Growth
  Index(R)             43.10%     18.99%    13.51%    13.73%
================================================================================

ALGER AMERICAN GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)


4.14    40.39   12.38   22.47   1.45   36.37   13.35   25.75   48.07   33.74
- --------------------------------------------------------------------------------
 90       91      92     93      94      95      96      97      98      99

Best Quarter:           25.93%      Q4       1998
Worst Quarter:         -16.21%      Q3       1990

Average Annual Total Return as of December 31, 1999

                                                        Since
                                                      Inception
                       1 Year    5 Years   10 Years   (1/9/89)
- --------------------------------------------------------------------------------
American Growth        33.74%    30.94%     22.89%     23.05%
S&P 500 Index(R)       21.04%    28.56%     18.21%     19.22%
================================================================================

4
<PAGE>


ALGER AMERICAN INCOME & GROWTH PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

0.28    23.51   8.64   10.34   -8.28   35.13    19.68   36.29   32.39   42.45
- --------------------------------------------------------------------------------
 90      91      92      93      94      95       96      97      98      99

Best Quarter:         35.96%   Q4         1999
Worst Quarter:       -13.94%   Q3         1990

Average Annual Total Return as of December 31, 1999

                                                       Since
                                                     Inception
                        1 Year  5 Years  10 Years    (11/15/88)
- --------------------------------------------------------------------------------
American
  Income & Growth       42.45%   32.97%   18.93%      17.71%
S&P 500 Index(R)        21.04%   28.56%   18.21%      19.23%
================================================================================


[Graphic Omitted]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the Fund. The following  table shows the fees and expenses that you may incur if
you buy and hold shares of the portfolios.

================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   Shareholder
                       Fees
                    (fees paid
                     directly                                            Total
                       from                                          Annual Fund
                       your     Management  Distribution    Other      Operating
                   investment)     Fees         Fees      Expenses     Expenses
- --------------------------------------------------------------------------------
ALGER AMERICAN SMALL  None         .85%         None        .05%         .90%
CAPITALIZATION
PORTFOLIO

ALGER AMERICAN        None         .75%         None        .04%         .79%
GROWTH
PORTFOLIO

ALGER AMERICAN        None         .625%        None        .075%        .70%
INCOME &GROWTH
PORTFOLIO
================================================================================

EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.

The example  assumes  that you invest  $10,000 in the Fund for the time  periods
indicated.  The example also assumes that your  investment  has a 5% return each
year and that the  Fund's  operating  expenses  remain  the same as in the prior
table.  The figures  shown would be the same whether or not you sold your shares
at the end of each  period.  Although  your actual costs may be higher or lower,
based on these assumptions your costs would be:

================================================================================
                             1 Year        3 Years       5 Years        10 Years
- --------------------------------------------------------------------------------

  ALGER AMERICAN SMALL         $92           $287          $498         $1,108
  CAPITALIZATION
  PORTFOLIO

  ALGER AMERICAN               $81           $252          $439           $978
  GROWTH
  PORTFOLIO

  ALGER AMERICAN               $72           $224          $390           $871
  INCOME &GROWTH
  PORTFOLIO
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT
THE FUND'S INVESTMENTS

Each portfolio may invest up to 100% of its assets in cash, high-grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets  from a  temporary  unacceptable  risk of loss,  rather than
directly to promote the portfolio's investment objective.  The portfolio may not
achieve its objective during such periods.

Other  securities  the  portfolios  may  invest in are  discussed  in the Fund's
Statement of Additional Information (see back cover).

                                                                               5
<PAGE>


[Graphic Omitted]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion  in  other  assets.   The  Manager  is  responsible  for  managing  each
portfolio's   assets   according  to  its  goal  and  for  placing  orders  with
broker-dealers to purchase and sell securities on behalf of the portfolios.  The
Fund has had the same manager  since  inception  and, for the most recent fiscal
year,  the  portfolios  paid the Manager  fees at these  annual rates based on a
percentage of daily net assets:  Small  Capitalization  Portfolio--.85%;  Growth
Portfolio--.75%; Income & Growth Portfolio--.625%.

PORTFOLIO MANAGERS

David Alger, Seilai Khoo and Ron Tartaro are the individuals responsible for the
day-to-day  management of the portfolios'  investments.  Mr. Alger, a manager of
all of the portfolios since their inception, has been employed by the Manager as
Executive  Vice  President and Director of Research since 1971, and as President
since 1995. Ms. Khoo, a co-manager of the Small  Capitalization  Portfolio,  has
been employed by the Manager since 1989, as a senior research analyst until 1995
and as a Senior Vice  President  and  co-manager  since  1995.  Mr.  Tartaro,  a
co-manager  of the Growth and Income & Growth  Portfolios,  has been employed by
the Manager since 1990, as a senior research  analyst until 1995 and as a Senior
Vice President and co-manager since 1995.

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302


NET ASSET VALUE

The  price of one  share  is its "net  asset  value,"  or NAV.  The NAV for each
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of each  portfolio on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolios are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund  declares  and  pays  dividends  and  distributions  by the  portfolios
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal Revenue Code.

6
<PAGE>


Participants in qualified  pension and retirement  plans  ordinarily will not be
subject to taxation on dividends  from net investment  income and  distributions
from net  realized  capital  gains  until  they  receive a  distribution  of the
dividends from their plan accounts. Generally,  distributions from plan accounts
are taxable as ordinary income at the rate applicable to each participant at the
time of distribution.In certain cases, distributions made to a participant prior
to the participant's reaching age 59-1/2 are subject to a penalty tax equivalent
to 10% of the distributed amount, in addition to the ordinary income tax payable
on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in a portfolio  directly,  but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               7
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The  financial  highlights  table  is  intended  to  help  you  understand  each
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent  the rate  that an  investor  would  have  earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

<TABLE>
<CAPTION>
===================================================================================================================================
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                1999              1998              1997              1996                1995
                                             ----------        ----------        ----------        ----------          ----------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $    43.97        $    43.75        $    40.91        $    39.41          $    27.31
                                             ----------        ----------        ----------        ----------          ----------
Net investment income (loss)                      (0.12)(i)         (0.02)            (0.05)(i)         (0.04)(i)           (0.09)
Net realized and unrealized gain (loss)
 on investments                                   16.98              6.30              4.45              1.70               12.19
                                             ----------        ----------        ----------        ----------          ----------
Total from investment operations                  16.86              6.28              4.40              1.66               12.10
                                             ----------        ----------        ----------        ----------          ----------
Dividends from net investment income                 --                --                --                --                  --
Distributions from net realized gains             (5.68)            (6.06)            (1.56)            (0.16)                 --
                                             ----------        ----------        ----------        ----------          ----------
Total distributions                               (5.68)            (6.06)            (1.56)            (0.16)                 --
                                             ----------        ----------        ----------        ----------          ----------
Net asset value, end of year                 $    55.15        $    43.97        $    43.75        $    40.91          $    39.41
                                             ==========        ==========        ==========        ==========          ==========
Total Return                                      43.42%            15.53%            11.39%             4.18%              44.31%
                                             ==========        ==========        ==========        ==========          ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $  674,864        $1,216,584        $  997,586        $1,469,518          $  984,212
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of expenses to average net assets           0.90%             0.89%             0.89%             0.88%               0.92%
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of net investment income (loss)
  to average net assets                           (0.28%)           (0.20%)           (0.12%)           (0.09%)             (0.48%)
                                             ==========        ==========        ==========        ==========          ==========
 Portfolio Turnover Rate                         182.25%           142.90%           104.43%           110.04%              80.66%
                                             ==========        ==========        ==========        ==========          ==========
===================================================================================================================================
</TABLE>

8
<PAGE>


<TABLE>
<CAPTION>
===================================================================================================================================

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                 1994              1993              1992              1991              1990
                                             ----------        ----------        ----------        ----------        ----------
<S>                                          <C>               <C>               <C>               <C>               <C>
Net asset value, beginning of year           $    30.88        $    27.26        $    26.79        $    17.02        $    15.79
                                             ----------        ----------        ----------        ----------        ----------
Net investment income (loss)                      (0.03)(i)         (0.05)            (0.06)            (0.03)             0.02
Net realized and unrealized gain (loss)
 on investments                                   (1.45)             3.67              0.91              9.82              1.35
                                             ----------        ----------        ----------        ----------        ----------
Total from investment operations                  (1.48)             3.62              0.85              9.79              1.37
                                             ----------        ----------        ----------        ----------        ----------
Dividends from net investment income                 --                --                --             (0.02)            (0.01)
Distributions from net realized gains             (2.09)               --             (0.38)               --             (0.13)
                                             ----------        ----------        ----------        ----------        ----------
Total distributions                               (2.09)               --             (0.38)            (0.02)            (0.14)
                                             ----------        ----------        ----------        ----------        ----------
Net asset value, end of year                 $    27.31        $    30.88        $    27.26        $    26.79        $    17.02
                                             ==========        ==========        ==========        ==========        ==========
Total Return                                      (4.38%)           13.28%             3.55%            57.54%             8.71%
                                             ==========        ==========        ==========        ==========        ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $  397,037        $  238,850        $  135,718        $   56,798        $    7,149
                                             ==========        ==========        ==========        ==========        ==========
 Ratio of expenses to average net assets           0.96%             1.03%             0.98%             1.06%             1.50%(ii)
                                             ==========        ==========        ==========        ==========        ==========
 Ratio of net investment income (loss)
  to average net assets                           (0.10%)           (0.35%)           (0.37%)           (0.12%)            0.50%
                                             ==========        ==========        ==========        ==========        ==========
 Portfolio Turnover Rate                         117.61%           148.07%           108.06%           125.90%           132.46%
                                             ==========        ==========        ==========        ==========        ==========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 0.33% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                               9
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                 1999              1998              1997              1996                1995
                                             ----------        ----------        ----------        ----------          ----------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $    53.22        $    42.76        $    34.33        $    31.16          $    23.13
                                             ----------        ----------        ----------        ----------          ----------
Net investment income (loss)                      (0.03)             0.09              0.13              0.12                0.02
Net realized and unrealized gain (loss)
 on investments                                   16.66             18.32              8.66              4.00                8.33
                                             ----------        ----------        ----------        ----------          ----------
Total from investment operations                  16.63             18.41              8.79              4.12                8.35
                                             ----------        ----------        ----------        ----------          ----------
Dividends from net investment income              (0.08)            (0.13)            (0.13)            (0.02)              (0.07)
Distributions from net realized gains             (5.39)            (7.82)            (0.23)            (0.93)              (0.25)
                                             ----------        ----------        ----------        ----------          ----------
Total Distributions                               (5.47)            (7.95)            (0.36)            (0.95)              (0.32)
                                             ----------        ----------        ----------        ----------          ----------
Net asset value, end of year                 $    64.38        $    53.22        $    42.76        $    34.33          $    31.16
                                             ==========        ==========        ==========        ==========          ==========
Total Return                                      33.74%            48.07%            25.75%            13.35%              36.37%
                                             ==========        ==========        ==========        ==========          ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $3,387,526        $1,905,719        $1,072,529        $  991,028          $  502,974
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of expenses to average net assets           0.79%             0.79%             0.79%             0.79%               0.85%
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of net investment income (loss)
  to average net assets                           (0.03%)            0.25%             0.27%             0.50%               0.18%
                                             ==========        ==========        ==========        ==========          ==========
 Portfolio Turnover Rate                         135.13%           127.38%           129.50%            82.86%             118.33%
                                             ==========        ==========        ==========        ==========          ==========
===================================================================================================================================
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                 1994              1993              1992              1991              1990
                                             ----------        ----------        ----------        ----------        ----------
<S>                                          <C>               <C>               <C>               <C>               <C>
Net asset value, beginning of year           $    24.67        $    20.17        $    18.00        $    12.86        $    12.41
                                             ----------        ----------        ----------        ----------        ----------
Net investment income (loss)                       0.07              0.03              0.03              0.08(i)           0.07
Net realized and unrealized gain (loss)
 on investments                                    0.15              4.50              2.19              5.11              0.44
                                             ----------        ----------        ----------        ----------        ----------
Total from investment operations                   0.22              4.53              2.22              5.19              0.51
                                             ----------        ----------        ----------        ----------        ----------
Dividends from net investment income              (0.03)            (0.03)            (0.03)            (0.05)            (0.06)
Distributions from net realized gains             (1.73)               --             (0.02)               --                --
                                             ----------        ----------        ----------        ----------        ----------
Total Distributions                               (1.76)            (0.03)            (0.05)            (0.05)            (0.06)
                                             ----------        ----------        ----------        ----------        ----------
Net asset value, end of year                 $    23.13        $    24.67        $    20.17        $    18.00        $    12.86
                                             ==========        ==========        ==========        ==========        ==========
Total Return                                       1.45%            22.47%            12.38%            40.39%             4.14%
                                             ==========        ==========        ==========        ==========        ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $  150,390        $   74,878        $   30,316        $   10,094        $    1,228
                                             ==========        ==========        ==========        ==========        ==========
 Ratio of expenses to average net assets           0.86%             0.97%             0.99%             1.29%             1.50%(ii)
                                             ==========        ==========        ==========        ==========        ==========
 Ratio of net investment income (loss)
  to average net assets                            0.48%             0.25%             0.33%             0.52%             1.69%
                                             ==========        ==========        ==========        ==========        ==========
 Portfolio Turnover Rate                         111.76%           112.64%            63.91%            58.95%            86.77%
                                             ==========        ==========        ==========        ==========        ==========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

(ii) Ratio has been reduced by 2.31% for the year ended  December 31, 1990,  due
     to expense reimbursements.

                                                                              11
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                 1999              1998              1997              1996                1995
                                             ----------        ----------        ----------        ----------          ----------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $    13.12        $    10.99        $     8.42        $    17.79          $    13.30
                                             ----------        ----------        ----------        ----------          ----------
Net investment income                              0.00              0.03              0.03              0.09(i)             0.11(i)
Net realized and unrealized gain  (loss)
 on investments                                    5.26              3.30              2.94              1.87                4.54
                                             ----------        ----------        ----------        ----------          ----------
Total from investment operations                   5.26              3.33              2.97              1.96                4.65
                                             ----------        ----------        ----------        ----------          ----------
Dividends from net investment income              (0.03)            (0.04)            (0.04)            (0.33)              (0.16)
Distributions from net realized gains             (0.77)            (1.16)            (0.36)           (11.00)                 --
                                             ----------        ----------        ----------        ----------          ----------
Total Distributions                               (0.80)            (1.20)            (0.40)           (11.33)              (0.16)
                                             ----------        ----------        ----------        ----------          ----------
Net asset value, end of year                 $    17.58        $    13.12        $    10.99        $     8.42          $    17.79
                                             ==========        ==========        ==========        ==========          ==========
Total Return                                      42.45%            32.39%            36.29%            19.68%              35.13%
                                             ==========        ==========        ==========        ==========          ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $   91,250        $   77,926        $   47,399        $   20,910          $    8,639
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of expenses to average net assets           0.70%             0.70%             0.74%             0.81%               0.75%
                                             ==========        ==========        ==========        ==========          ==========
 Decrease reflected in above expense
  ratios due to expense reimbursements               --                --                --                --                  --
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of net investment income to
  average net assets                               0.03%             0.31%             0.56%             0.94%               0.61%
                                             ==========        ==========        ==========        ==========          ==========
 Portfolio Turnover Rate                         193.23%           131.67%           150.09%           121.60%             164.05%
                                             ==========        ==========        ==========        ==========          ==========
===================================================================================================================================
</TABLE>

12
<PAGE>

<TABLE>
<CAPTION>
===================================================================================================================================

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                 1994              1993              1992              1991                1990
                                             ----------        ----------        ----------        ----------          ----------
<S>                                          <C>               <C>               <C>               <C>                 <C>
Net asset value, beginning of year           $    15.31        $    13.93        $    13.08        $    10.67          $    10.74
                                             ----------        ----------        ----------        ----------          ----------
Net investment income                              0.17              0.07              0.08              0.09                0.11
Net realized and unrealized gain (loss)
 on investments                                   (1.47)             1.37              1.02              2.41               (0.08)
                                             ----------        ----------        ----------        ----------          ----------
Total from investment operations                  (1.30)             1.44              1.10              2.50                0.03
                                             ----------        ----------        ----------        ----------          ----------
Dividends from net investment income              (0.15)            (0.06)            (0.12)            (0.09)              (0.10)
Distributions from net realized gains             (0.56)               --             (0.13)               --                  --
                                             ----------        ----------        ----------        ----------          ----------
Total Distributions                               (0.71)            (0.06)            (0.25)            (0.09)              (0.10)
                                             ----------        ----------        ----------        ----------          ----------
Net asset value, end of year                 $    13.30        $    15.31        $    13.93        $    13.08          $    10.67
                                             ==========        ==========        ==========        ==========          ==========
Total Return                                      (8.28%)           10.34%             8.64%            23.51%               0.28%
                                             ==========        ==========        ==========        ==========          ==========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)     $   29,135        $   31,895        $    8,671        $    2,663          $      436
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of expenses to average net assets           0.75%             0.97%             1.25%             1.25%               1.25%
                                             ==========        ==========        ==========        ==========          ==========
 Decrease reflected in above expense
  ratios due to expense reimbursements               --                --              0.01%             0.66%               5.41%
                                             ==========        ==========        ==========        ==========          ==========
 Ratio of net investment income to
  average net assets                               1.22%             1.51%             1.62%             2.54%               3.61%
                                             ==========        ==========        ==========        ==========          ==========
 Portfolio Turnover Rate                         177.97%           105.80%           100.62%            61.11%              56.90%
                                             ==========        ==========        ==========        ==========          ==========
===================================================================================================================================
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.

                                                                              13
<PAGE>


FOR FUND INFORMATION:

By telephone:     1-800-992-3863


By mail:          The Alger American Fund
                  One World Trade Center
                  Suite 9333
                  New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED



THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>


                                      THE ALGER    |
                                   AMERICAN FUND   |
                                                   |
              A POOLED FUNDING VEHICLE FOR:        |
                                                   |
              o VARIABLE ANNUITY CONTRACTS         |     ONE WORLD TRADE CENTER
                                                   |
              o VARIABLE LIFE INSURANCE POLICIES   |     SUITE 9333
                                                   |
              o QUALIFIED PENSION PLANS            |     NEW YORK, NY 10048
                                                   |
              o QUALIFIED RETIREMENT PLANS         |     1-800-992-3863



                                   PROSPECTUS

                                   MAY 1, 2000


 ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
















AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
DETERMINED IF THE INFORMATION IN THIS PROSPECTUS IS ACCURATE OR COMPLETE, NOR
HAS IT APPROVED OR DISAPPROVED THESE SECURITIES. IT IS A CRIMINAL OFFENSE TO
REPRESENT OTHERWISE.

AN INVESTMENT IN THE PORTFOLIO IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENT AGENCY.

<PAGE>


                                    THE ALGER
                                AMERICAN FUND

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

                                   PROSPECTUS

                                  MAY 1, 2000

TABLE OF CONTENTS

2 ............Risk/Return Summary: Investments, Risks & Performance

3 ............Fees and Expenses

4 ............Management & Organization

4 ............Shareholder Information

              Distributor .............................4
              Transfer Agent ..........................4
              Purchasing and Redeeming Fund Shares ....5

6 ............Financial Highlights

Back Cover:   How to obtain more information

<PAGE>


[GRAPHIC OMITTED]

THE ALGER AMERICAN FUND--
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENT GOAL AND APPROACH

THE ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO SEEKS LONG-TERM CAPITAL
APPRECIATION.

It invests primarily in equity securities, such as common or preferred stocks,
which are listed on U.S. exchanges or in the over-the-counter market. The
portfolio invests primarily in "growth" stocks. The portfolio's Manager, Fred
Alger Management, Inc., believes that these companies tend to fall into one of
two categories:

o  High Unit  Volume Growth

   Vital, creative companies which offer goods or services to a rapidly
   expanding marketplace. They include both established and emerging firms,
   offering new or improved products, or firms simply fulfilling an increased
   demand for an existing line.

o Positive Life Cycle Change

   Companies experiencing a major change which is expected to produce
   advantageous results. These changes may be as varied as new management,
   products or technologies; restructuring or reorganization; or merger and
   acquisition.

It focuses on small, fast-growing companies that offer innovative products,
services or technologies to a rapidly expanding marketplace. Under normal
circumstances, the portfolio invests primarily in the equity securities of small
capitalization companies. A small capitalization company is one that has a
market capitalization within the range of the Russell 2000 Growth Index(R) or
the S&P SmallCap 600 Index(R). The market capitalization of a company is its
price per share multiplied by its number of outstanding shares.

[GRAPHIC OMITTED]

PRINCIPAL RISKS

As with any fund that invests in stocks, your investment will go up or down in
value, and the loss of your investment is a risk of investing. The portfolio's
price per share will fluctuate due to changes in the market prices of its
investments. Also, a portfolio investment may not grow as fast as the rate of
inflation and stocks tend to be more volatile than some other investments you
could make, such as bonds. Furthermore, the returns of a fund concentrating on
"growth" stocks tend to vary more widely over time than those of funds that
focus on "value" stocks; prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market, political and
economic developments than other stocks, making their prices more volatile.
Based on the portfolio's investment style and objective, an investment in it may
be better suited to investors who seek long-term capital growth and can tolerate
fluctuations in their investments' values.

In addition, there is the possibility of greater risk because the portfolio
invests in smaller, less seasoned companies rather than larger, more established
companies. Increased risk may result from such factors as inexperienced
management and limited financial resources.

The portfolio's trading in some stocks may be relatively short-term, meaning
that it may buy a security and sell it a short time later to take advantage of
current gains if it is believed that an alternative investment may provide
greater future growth. This activity may create higher transaction costs due to
commissions and other expenses.



2
<PAGE>


[GRAPHIC OMITTED]

PERFORMANCE

The following bar chart shows the changes in the portfolio's performance from
year to year and gives you some indication of the risks of investing in the
portfolio. It assumes reinvestment of dividends and distributions. The Average
Annual Total Return Table beneath it compares the portfolio's performance over
several periods with that of a broad measure of market performance. The annual
returns assume reinvestment of dividends and distributions. Remember that the
portfolio's performance in the past is not necessarily an indication of how it
will perform in the future.

The performance disclosed in these charts does not reflect separate account
charges which, if reflected, would lower returns.

o  Russell 2000 Growth  Index(R):  An index of common  stocks  designed to track
   performance of small capitalization  companies. The index is unmanaged and no
   expenses or fees are reflected in the returns for the index.  The returns for
   the index assume reinvestment of dividends of the underlying  securities that
   make up the index.


ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

[BAR CHART OMITTED]

================================================================================
Annual Total Return as of December 31 each year (%)

8.71   57.54    3.55    13.28    -4.38    44.31    4.18   11.39    15.53   43.42
- --------------------------------------------------------------------------------
  90    91       92      93        94      95        96     97       98      99

Best Quarter:       31.06%         Q4        1999
Worst Quarter      -20.72          Q3        1990

Average Annual Total Return as of December 31, 1999

                                                                    Since
                                                                  Inception
                           1 Year       5 Years     10 Years       (9/21/88)
- ----------------------------------------------------------------------------
American Small
  Capitalization            43.42%       22.64%       18.22%       20.86%
Russel 2000 Growth
  Index(R)                  43.10%       18.99%       13.51%       13.73%
================================================================================

[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors  incur certain fees and expenses in connection  with an investment in
the  portfolio.  The  following  table shows the fees and expenses that you may
incur if you buy and hold shares of the portfolio.


<TABLE>
<CAPTION>
                                                                             ANNUAL FUND OPERATING
                                                                             EXPENSES
                                                                             (expenses that are deducted
                                                                             from Fund assets)
                                                 -------------------------------------------------------------------------

                         SHAREHOLDER FEES                                                                   TOTAL ANNUAL
                         (fees paid directly                                                                FUND OPERATING
                         from your investment)    Management Fees    Distribution Fees    Other Expenses    EXPENSES
- --------------------------------------------------------------------------------------------------------------------------
<S>                              <C>                    <C>                 <C>                <C>               <C>
Alger American                   None                   .85%                None               .05%              .90%
Small Capitalization
Portfolio
</TABLE>

EXAMPLE

The following example, which reflects the shareholder fees and operating
expenses listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The example assumes that you invest $10,000 in the portfolio for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio's operating expenses remain the same as in the
prior table. The figures shown would be the same whether or not you sold your
shares at the end of each period. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:

                         1 Year    3 Years   5 Years   10 Years
- ---------------------------------------------------------------
ALGER AMERICAN SMALL       $92       $287      $498     $1,108
CAPITALIZATION
PORTFOLIO

The example above does not reflect charges and deductions which are, or may be,
imposed under variable annuity contracts, variable life insurance policies, or
pension or retirement plans. Such charges and deductions are described in the
prospectus for the contract or policy accompanying this prospectus or in the
Plan documents.

                                                                               3
<PAGE>

ADDITIONAL INFORMATION ABOUT THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash, high grade bonds, or
cash equivalents for temporary defensive reasons if the Manager believes that
adverse market or other conditions warrant. This is to attempt to protect the
portfolio's assets from loss, rather than directly to promote the portfolio's
investment objective. The portfolio may not achieve its objective during such
periods.

Other securities the portfolio may invest in are discussed in the Fund's
Statement of Additional Information (see back cover).

[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment adviser since 1964, and manages investments
totaling (at 12/31/99) $10.69 billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing the portfolio's
assets according to its goal and for placing orders with broker-dealers to
purchase and sell securities on behalf of the portfolio. The portfolio has had
the same manager since inception and, for the most recent fiscal year, the
portfolio paid the Manager a fee at the annual rate based on a percentage of
average daily net assets of .85%.

PORTFOLIO MANAGERS

David Alger and Seilai Khoo are the individuals responsible for the day-to-day
management of the portfolio's investments. Mr. Alger, a manager of the portfolio
since its inception, has been employed by the Manager as Executive Vice
President and Director of Research since 1971, and as President since 1995. Ms.
Khoo has been employed by the Manager since 1989, as a senior research analyst
until 1995 and as a Senior Vice President and co-manager since 1995.

[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR

Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The price of one share is its "net asset value," or NAV. The NAV for the
portfolio is calculated as of the close of business (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally, the Exchange is
closed on weekends and various national holidays. It may close on other days
from time to time.

The Fund  generally  values the assets of the  portfolio  on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolio are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund declares and pays dividends and distributions by the portfolio
annually. The Fund expects that these annual payments to shareholders will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal Revenue Code.

4
<PAGE>

Participants in qualified pension and retirement plans ordinarily will not be
subject to taxation on dividends from net investment income and distributions
from net realized capital gains until they receive a distribution of the
dividends from their plan accounts. Generally, distributions from plan accounts
are taxable as ordinary income at the rate applicable to each participant at the
time of distribution.In certain cases, distributions made to a participant prior
to the participant's reaching age 59-1/2 are subject to a penalty tax equivalent
to 10% of the distributed amount, in addition to the ordinary income tax payable
on such amount.

Because everyone's tax situation is unique, see a tax advisor about federal,
state and local tax consequences of investing in the Fund.

                  NAV (NET ASSET VALUE IS COMPUTED BY ADDING
           TOGETHER THE VALUE OF THE PORTFOLIP'S INVESTMENTS
     PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
                  AND THEN DIVIDING THE RESULT BY THE NUMBER
                                  OF ITS OUTSTANDING SHARES.

PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment vehicle for variable annuity contracts and variable
life insurance policies offered by the separate accounts of life insurance
companies, as well as qualified pension and retirement plans. An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources. The Fund's shares are held in the names of the separate accounts and
plans.

Shares of the Fund can be purchased or redeemed on any day the New York Stock
Exchange is open. They will be processed at the NAV next calculated after the
purchase or redemption request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to acceptance by the Fund or its
Transfer Agent. The Transfer Agent pays for redemptions within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                              5
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand the
portfolio's financial performance for the periods shown. Certain information
reflects financial results for a single portfolio share. The total returns in
the table represent the rate that an investor would have earned or lost on an
investment in the portfolio (assuming reinvestment of all dividends and
distributions). The financial highlights have been audited by Arthur Andersen
LLP, the Fund's independent public accountants. Arthur Andersen LLP's report,
along with the Fund's financial statements, are included in the Annual Report,
which is available upon request.

Note that the Financial Highlights do not reflect charges and deductions which
are, or may be, imposed under variable annuity contracts, variable life
insurance policies, or pension or retirement plans. Such charges and deductions
are described in the prospectus for the contract or policy accompanying this
prospectus or in the plan documents.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- -------------------------------------------------------------------------------------------------------------
                                            1999           1998           1997          1996           1995
<S>                                        <C>            <C>            <C>           <C>             <C>
                                            -----          -----          -----         -----          -----
Net asset value, beginning of year         $ 43.97  $       43.75     $    40.91 $       39.41     $    27.31
                                          --------     ----------       --------    ----------       --------
Net investment income (loss)                 (0.12)(i)      (0.02)         (0.05)(i)     (0.04)(i)      (0.09)
Net realized and unrealized gain (loss)
 on investments                              16.98           6.30           4.45          1.70          12.19
                                          --------     ----------       --------    ----------       --------
Total from investment operations             16.86           6.28           4.40          1.66          12.10
                                          --------     ----------       --------    ----------       --------
Dividends from net investment income           --              --             --            --             --
Distributions from net realized gains        (5.68)         (6.06)         (1.56)        (0.16)            --

                                          --------     ----------       --------    ----------       --------
Total distributions                          (5.68)         (6.06)         (1.56)        (0.16)            --
                                          --------     ----------       --------    ----------       --------
Net asset value, end of year               $ 55.15  $       43.97     $    43.75    $    40.91        $ 39.41
                                          ========     ==========       ========    ==========       ========
Total Return                                43.42%         15.53%         11.39%         4.18%         44.31%
                                          ========     ==========       ========    ==========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)  $674,864     $1,216,584       $997,586    $1,469,518       $984,212
                                          ========     ==========       ========    ==========       ========
 Ratio of expenses to average net assets     0.90%          0.89%          0.89%         0.88%          0.92%
                                          ========     ==========       ========    ==========       ========
 Ratio of net investment income (loss)
  to average net assets                     (0.28%)        (0.20%)        (0.12%)       (0.09%)        (0.48%)
                                          ========     ==========       ========    ==========       ========
 Portfolio Turnover Rate                   182.25%        142.90%        104.43%       110.04%         80.66%
                                          ========     ==========       ========    ==========       ========
</TABLE>



6
<PAGE>

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------
                                            1994           1993           1992          1991           1990
                                            -----          -----          -----         -----          -----
<S>                                       <C>            <C>            <C>           <C>             <C>
Net asset value, beginning of year        $  30.88      $   27.26        $ 26.79       $ 17.02        $ 15.79
                                          --------       --------       --------      --------       --------
Net investment income (loss)                 (0.03)(i)      (0.05)         (0.06)        (0.03)          0.02
Net realized and unrealized gain (loss)
 on investments                              (1.45)          3.67           0.91          9.82           1.35
                                          --------       --------       --------      --------       --------
Total from investment operations             (1.48)          3.62           0.85          9.79           1.37
                                          --------       --------     ----------      --------       --------
Dividends from net investment income            --             --             --         (0.02)         (0.01)
Distributions from net realized gains        (2.09)            --          (0.38)           --          (0.13)
                                          --------       --------       --------      --------       --------
Total distributions                          (2.09)            --          (0.38)        (0.02)         (0.14)
                                          --------       --------       --------      --------       --------
Net asset value, end of year                $27.31     $    30.88        $ 27.26    $    26.79        $ 17.02
                                          ========       ========       ========      ========       ========
Total Return                                (4.38%)        13.28%          3.55%        57.54%          8.71%
                                          ========       ========       ========      ========       ========
Ratios and Supplemental Data:

 Net assets, end of year (000's omitted)  $397,037       $238,850       $135,718      $ 56,798        $ 7,149
                                          ========       ========       ========      ========       ========
 Ratio of expenses to average net assets     0.96%          1.03%          0.98%         1.06%          1.50%(ii)
                                          ========       ========       ========      ========       ========
 Ratio of net investment income (loss)

  to average net assets                     (0.10%)        (0.35%)        (0.37%)       (0.12%)         0.50%
                                          ========       ========       ========      ========       ========
 Portfolio Turnover Rate                   117.61%        148.07%        108.06%       125.90%        132.46%
                                          ========       ========       ========      ========       ========
</TABLE>

(i)   Amount was computed based on average shares outstanding during the year.

(ii)  Ratio has been reduced by 0.33% for the year ended  December 31, 1990, due
      to expense reimbursements.

                                                                              7
<PAGE>

FOR FUND INFORMATION:

By telephone:   1-800-992-3863

By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048

STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional information about the Fund's investments is available in the Fund's
annual and semi-annual reports to shareholders. In the Fund's annual report you
will find a discussion of the market conditions and investment strategies that
significantly affected the Fund's performance during the period covered by the
report. You can receive free copies of these reports, and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another way you can review and copy Fund documents is by visiting the SEC's
Public Reference Room in Washington, D.C. Copies can also be obtained, for a
duplicating fee by E-mail request to [email protected] or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102. Information on the
operation of the Public Reference Room is available by calling 1-202-942-8090.
Fund documents are also available on the EDGAR database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED

THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>

                                      THE ALGER       |
                                  AMERICAN FUND       |
                                                      |
                A POOLED  FUNDING  VEHICLE  FOR:      |
                O VARIABLE ANNUITY CONTRACTS          |  ONE WORLD TRADE CENTER
                O VARIABLE LIFE INSURANCE POLICIES    |  SUITE 9333
                O QUALIFIED PENSION PLANS             |  NEW YORK, NY 10048
                O QUALIFIED RETIREMENT PLANS          |  1-800-992-3863


                                   PROSPECTUS

                                   MAY 1, 2000




                               ALGER AMERICAN GROWTH PORTFOLIO



AS WITH ALL  MUTUAL  FUNDS,  THE  SECURITIES  AND  EXCHANGE  COMMISSION  HAS NOT
DETERMINED IF THE  INFORMATION IN THIS  PROSPECTUS IS ACCURATE OR COMPLETE,  NOR
HAS IT APPROVED OR DISAPPROVED  THESE  SECURITIES.  IT IS A CRIMINAL  OFFENSE TO
REPRESENT OTHERWISE.

AN  INVESTMENT IN THE PORTFOLIO IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE  CORPORATION OR ANY OTHER GOVERNMENT
AGENCY.

<PAGE>

    THE ALGER
AMERICAN FUND

                                  TABLE OF CONTENTS
                                  ---------------------------------------------
                                  2 ....  Risk/Return Summary: Investments,
                                          Risks & Performance

ALGER AMERICAN GROWTH PORTFOLIO   3 ....  FEES AND EXPENSES

                                  4 ....  Management & Organization

  PROSPECTUS                      4 ....  Shareholder Information

 MAY 1, 2000                              Distributor .....................  4
                                          Transfer Agent ..................  4
                                          Net Asset Value .................  4
                                          Dividends and Distributions .....  4
                                          Purchasing and Redeeming
                                          Fund Shares .....................  5

                                  6 ....  Financial Highlights

                                  Back Cover:   How to obtain more information


<PAGE>

[Graphic Omitted]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS &
PERFORMANCE

THE ALGER AMERICAN FUND--
ALGER AMERICAN GROWTH PORTFOLIO


INVESTMENT GOAL AND APPROACH

THE ALGER AMERICAN GROWTH PORTFOLIO SEEKS LONG-TERM
CAPITAL APPRECIATION.

It invests primarily in equity  securities,  such as common or preferred stocks,
which are  listed  on U.S.  exchanges  or in the  over-the-counter  market.  The
portfolio invests primarily in "growth" stocks.  The portfolio's  Manager,  Fred
Alger Management,  Inc.,  believes that these companies tend to fall into one of
two categories:

o High Unit Volume Growth

  Vital, creative companies which offer goods or services to a rapidly expanding
  marketplace. They include both established and emerging firms, offering new or
  improved  products,  or firms simply  fulfilling  an  increased  demand for an
  existing line.

o Positive Life Cycle Change

  Companies   experiencing   a  major   change  which  is  expected  to  produce
  advantageous  results.  These  changes  may be as  varied  as new  management,
  products  or  technologies;  restructuring  or  reorganization;  or merger and
  acquisition.

It  focuses on growing  companies  that  generally  have  broad  product  lines,
markets,   financial   resources   and  depth  of   management.   Under   normal
circumstances, the portfolio invests primarily in the equity securities of large
companies.   The   portfolio   considers  a  large  company  to  have  a  market
capitalization of $1 billion or greater. The market  capitalization of a company
is its price per share multiplied by its number of shares outstanding.

[Graphic Omitted]

PRINCIPAL RISKS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your investment is a risk of investing.  The portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also, a portfolio  investment  may not grow as fast as the rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the portfolio's investment style and objective, an investment in it may
be better suited to investors who seek long-term capital growth and can tolerate
fluctuations in their investments' values.

The  portfolio's  trading in some stocks may be relatively  short-term,  meaning
that it may buy a security  and sell it a short time later to take  advantage of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

[Graphic Omitted]

PERFORMANCE

The following bar chart shows changes in the portfolio's  performance  from year
to year  and  gives  you  some  indication  of the  risks  of  investing  in the
portfolio.

The Average  Annual  Total  Return  Table  beneath it compares  the  portfolio's
performance  over  several  periods  with  that of a  broad  measure  of  market
performance.   The  annual   returns  assume   reinvestment   of  dividends  and
distributions.  Remember that how the portfolio has performed in the past is not
necessarily an indication of how it will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

2

<PAGE>


o S&P 500(R)  Index:  An index of large company  common stocks  considered to be
  representative of the U.S. stock market in general. The index is unmanaged and
  no expenses or fees are  reflected  in the returns for the index.  The returns
  for the index assume  reinvestment  of dividends of the underlying  securities
  that make up the index.

ALGER AMERICAN GROWTH PORTFOLIO

[Bar Chart Represented Below in Text Form]

Annual Total Return as of December 31 each year (%)

 4.14 40.39 12.38 22.47 1.45 36.37 13.35 25.75 48.07 33.74
  90    91    92    93   94    95    96   97    98     99

Best Quarter:       25.93%    Q4      1998
Worst Quarter:     -16.21%    Q3      1990

Average Annual Total Return as of December 31, 1999

                                               Since
                                             Inception
                   1 Year   5 Years 10 Years (1/9/89)
- --------------------------------------------------------

American Growth    33.74%   30.94%   22.89%   23.05%
S&P 500 Index(R)   21.04%   28.56%   18.21%   19.22%

[Graphic Omitted]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the  portfolio.  The  following  table shows the fees and expenses  that you may
incur if you buy and hold shares of the portfolio.

                                         ALGER AMERICAN GROWTH PORTFOLIO

ANNUAL FUND OPERATING
EXPENSES
(expenses that are deducted
 from Fund assets)
- --------------------------------------------------------------------------------
SHAREHOLDER FEES
(fees paid directly from
your investment)                         None
- --------------------------------------------------------------------------------
Management Fees                          .75%
- --------------------------------------------------------------------------------
Distribution Fees                        None
- --------------------------------------------------------------------------------
Other Expenses                           .04%
- --------------------------------------------------------------------------------
TOTAL ANNUAL FUND
OPERATING EXPENSES                       .79%


EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The  example  assumes  that you  invest  $10,000 in the  portfolio  for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio's  operating expenses remain the same as in the
prior  table.  The figures  shown would be the same whether or not you sold your
shares at the end of each  period.  Although  your actual costs may be higher or
lower, based on these assumptions your costs would be:


                           1 Year   3 Years  5 Years 10 Years
- --------------------------------------------------------------------------------
  ALGER AMERICAN             $81      $252     $439     $978
  GROWTH
  PORTFOLIO

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT
THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash,  high grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets from loss,  rather than directly to promote the  portfolio's
investment  objective.  The portfolio may not achieve its objective  during such
periods.

Other  securities  the  portfolio  may  invest in are  discussed  in the  Fund's
Statement of Additional Information (see back cover).

                                                                               3

<PAGE>

[Graphic Omitted]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing the portfolio's
assets  according  to its goal and for  placing  orders with  broker-dealers  to
purchase and sell  securities on behalf of the portfolio.  The portfolio has had
the same  manager  since  inception  and, for the most recent  fiscal year,  the
portfolio  paid the  Manager a fee at the annual rate based on a  percentage  of
average daily net assets of .75%.


PORTFOLIO MANAGERS

David Alger and Ron Tartaro are the  individuals  responsible for the day-to-day
management of the portfolio's investments. Mr. Alger, a manager of the portfolio
since  its  inception,  has been  employed  by the  Manager  as  Executive  Vice
President and Director of Research since 1971, and as President  since 1995. Mr.
Tartaro  has been  employed  by the Manager  since  1990,  as a senior  research
analyst until 1995 and as a Senior Vice President and co-manager since 1995.

[Graphic Omitted]

SHAREHOLDER INFORMATION
DISTRIBUTOR

Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT

Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302


NET ASSET VALUE

The  price of one  share  is its  "net  asset  value,"  or NAV.  The NAV for the
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends and various national holidays.

The Fund  generally  values the assets of the  portfolio  on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolio are valued on the basis of amortized cost.


DIVIDENDS AND DISTRIBUTIONS

The  Fund  declares  and  pays  dividends  and  distributions  by the  portfolio
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal Revenue Code.

4
<PAGE>


Participants in qualified  pension and retirement  plans  ordinarily will not be
subject to taxation on dividends  from net investment  income and  distributions
from net  realized  capital  gains  until  they  receive a  distribution  of the
dividends from their plan accounts. Generally,  distributions from plan accounts
are taxable as ordinary income at the rate applicable to each participant at the
time of distribution.In certain cases, distributions made to a participant prior
to the participant's reaching age 59-1/2 are subject to a penalty tax equivalent
to 10% of the distributed amount, in addition to the ordinary income tax payable
on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.

NAV  (NET  ASSET  VALUE)  IS  COMPUTED  BY  ADDING  TOGETHER  THE  VALUE  OF THE
PORTFOLIO'S INVESTMENTS PLUS CASH AND OTHER ASSETS,  SUBTRACTING ITS LIABILITIES
AND THEN DIVIDING THE RESULT BYTHE NUMBER OF ITS OUTSTANDING SHARES.

PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                              5
<PAGE>

[Graphic Omitted]

FINANCIAL HIGHLIGHTS


The  financial   highlights  table  is  intended  to  help  you  understand  the
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single  portfolio share. The total returns in
the table  represent  the rate that an investor  would have earned or lost on an
investment  in  the  portfolio  (assuming  reinvestment  of  all  dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.


ALGER AMERICAN GROWTH PORTFOLIO

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- --------------------------------------------------------------------------------------------------------------------
                                             1999           1998           1997          1996           1995
                                             -----          -----          -----         -----          -----
<S>                                        <C>        <C>                 <C>           <C>            <C>
Net asset value, beginning of year         $  53.22   $      42.76        $ 34.33       $ 31.16        $ 23.13
                                         ----------     ----------     ----------      --------       --------
Net investment income (loss)                  (0.03)          0.09           0.13          0.12           0.02
Net realized and unrealized gain (loss)
 on investments                               16.66          18.32           8.66          4.00           8.33
                                         ----------     ----------     ----------      --------       --------
Total from investment operations              16.63          18.41           8.79          4.12           8.35
                                         ----------     ----------     ----------      --------       --------
Dividends from net investment income          (0.08)         (0.13)         (0.13)        (0.02)         (0.07)
Distributions from net realized gains         (5.39)         (7.82)         (0.23)        (0.93)         (0.25)
                                         ----------     ----------     ----------      --------       --------
Total Distributions                           (5.47)         (7.95)         (0.36)        (0.95)         (0.32)
                                         ----------     ----------     ----------      --------       --------
Net asset value, end of year               $  64.38   $      53.22        $ 42.76       $ 34.33        $ 31.16
                                         ==========     ==========     ==========      ========       ========
Total Return                                 33.74%         48.07%         25.75%        13.35%         36.37%
                                         ==========     ==========     ==========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted) $3,387,526     $1,905,719     $1,072,529      $991,028       $502,974
                                         ==========     ==========     ==========      ========       ========
 Ratio of expenses to average net assets      0.79%          0.79%          0.79%         0.79%          0.85%
                                         ==========     ==========     ==========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                      (0.03%)         0.25%          0.27%         0.50%          0.18%
                                         ==========     ==========     ==========      ========       ========
 Portfolio Turnover Rate                    135.13%        127.38%        129.50%        82.86%        118.33%
                                         ==========     ==========     ==========      ========       ========
</TABLE>

6
<PAGE>

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
- -------------------------------------------------------------------------------------------------------------------
                                            1994           1993           1992          1991           1990
                                            -----          -----          -----         -----          -----
<S>                                        <C>            <C>            <C>           <C>            <C>
Net asset value, beginning of year         $ 24.67        $ 20.17        $ 18.00       $ 12.86        $ 12.41
                                          --------       --------       --------      --------       --------
Net investment income (loss)                  0.07           0.03           0.03          0.08(i)        0.07
Net realized and unrealized gain (loss)
 on investments                               0.15           4.50           2.19          5.11           0.44
                                          --------       --------       --------      --------       --------
Total from investment operations              0.22           4.53           2.22          5.19           0.51
                                          --------       --------       --------      --------       --------
Dividends from net investment income         (0.03)         (0.03)         (0.03)        (0.05)         (0.06)
Distributions from net realized gains        (1.73)            --          (0.02)           --             --
                                          --------       --------       --------      --------       --------
Total Distributions                          (1.76)         (0.03)         (0.05)        (0.05)         (0.06)
                                          --------       --------       --------      --------       --------
Net asset value, end of year               $ 23.13        $ 24.67        $ 20.17       $ 18.00        $ 12.86
                                          ========       ========       ========      ========       ========
Total Return                                 1.45%         22.47%         12.38%        40.39%          4.14%
                                          ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)   150,390       $ 74,878       $ 30,316      $ 10,094        $ 1,228
                                          ========       ========       ========      ========       ========
 Ratio of expenses to average net assets     0.86%          0.97%          0.99%         1.29%          1.50%(ii)
                                          ========       ========       ========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                      0.48%          0.25%          0.33%         0.52%          1.69%
                                          ========       ========       ========      ========       ========
 Portfolio Turnover Rate                   111.76%        112.64%         63.91%        58.95%         86.77%
                                          ========       ========       ========      ========       ========
</TABLE>

(i)  Amount was computed based on average shares outstanding during the year.
(ii) Ratio has  been reduced by 2.31% for  the year ended December 31, 1990, due
     to expense reimbursements.

                                                                               7
<PAGE>

FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.


ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.


DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED


THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>

                                       THE ALGER    |     ONE WORLD TRADE CENTER
                                   AMERICAN FUND    |     SUITE 9333
                                                    |     NEW YORK, NY 10048
           A POOLED FUNDING VEHICLE FOR:            |     1-800-992-3863
                                                    |
           o  VARIABLE ANNUITY CONTRACTS            |
                                                    |
           o  VARIABLE LIFE INSURANCE POLICIES      |
                                                    |
           o  QUALIFIED PENSION PLANS               |
                                                    |
           o  QUALIFIED RETIREMENT PLANS            |


                                      PROSPECTUS

                                     MAY 1, 2000




        ALGER AMERICAN INCOME & GROWTH PORTFOLIO


As with all  mutual  funds,  the  Securities  and  Exchange  Commission  has not
determined if the  information in this  Prospectus is accurate or complete,  nor
has it approved or disapproved  these  securities.  It is a criminal  offense to
represent otherwise.

An  investment in the Portfolio is not a deposit of a bank and is not insured or
guaranteed by the Federal Deposit Insurance  Corporation or any other government
agency.
<PAGE>


                                       THE ALGER
                                   AMERICAN FUND


                         ALGER AMERICAN INCOME &
                                GROWTH PORTFOLIO



                                      PROSPECTUS

                                     MAY 1, 2000


TABLE OF CONTENTS
- --------------------------------------------------------------------------------

3 ........... Risk/Return Summary: Investments, Risks & Performance

4 ........... Fees and Expenses

4 ........... Management & Organization

5 ........... Shareholder Information

              Distributor ........................................ 5
              Transfer Agent ..................................... 5
              Purchasing and Redeeming Fund Shares ............... 5

6 ........... Financial Highlights

Back Cover:   How to obtain more information

<PAGE>


                      [This page intentionally left blank]



<PAGE>


[GRAPHIC OMITTED]

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

THE ALGER AMERICAN FUND--
ALGER AMERICAN INCOME & GROWTH PORTFOLIO

INVESTMENT GOAL AND APPROACH

THE ALGER AMERICAN  INCOME & GROWTH  PORTFOLIO  SEEKS TO PROVIDE A HIGH LEVEL OF
DIVIDEND INCOME; ITS SECONDARY GOAL IS TO PROVIDE CAPITAL APPRECIATION.

It invests primarily in equity  securities,  such as common or preferred stocks,
which are  listed  on U.S.  exchanges  or in the  over-the-counter  market.  The
portfolio invests primarily in "growth" stocks.  The portfolio's  Manager,  Fred
Alger Management,  Inc.,  believes that these companies tend to fall into one of
two categories:

o  High Unit  Volume  Growth  Vital,  creative  companies  which  offer goods or
   services to a rapidly  expanding  marketplace.  They include both established
   and  emerging  firms,  offering  new or improved  products,  or firms  simply
   fulfilling an increased demand for an existing line.

o  Positive  Life Cycle Change  Companies  experiencing  a major change which is
   expected to produce advantageous  results.  These changes may be as varied as
   new management, products or technologies; restructuring or reorganization; or
   merger and acquisition.

   The portfolio invests in dividend paying equity securities, such as common or
   preferred  stocks,  preferably  those which the Manager  believes  also offer
   opportunities for capital appreciation.


[GRAPHIC OMITTED]

PRINCIPAL RISKS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your investment is a risk of investing.  The portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also, a portfolio  investment  may not grow as fast as the rate of
inflation.  Furthermore,  the returns of a fund concentrating on "growth" stocks
tend to vary more  widely  over time than  those of funds  that focus on "value"
stocks;  prices  of  growth  stocks  tend to be  higher  in  relation  to  their
companies' earnings and may be more sensitive to market,  political and economic
developments than other stocks, making their prices more volatile.  Based on the
portfolio's investment styles and objectives,  an investment in it may be better
suited  to  investors  who  seek  long-term  capital  growth  and  can  tolerate
fluctuations in their investments' values.

In addition,  there is the possibility that companies may cut or fail to declare
dividends due to market downturns or other reasons.

The  portfolio's  trading in some stocks may be relatively  short-term,  meaning
that it may buy a security  and sell it a short time later to take  advantage of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.


[GRAPHIC OMITTED]

PERFORMANCE

The following bar chart shows the changes in the  portfolio's  performance  from
year to year and gives you some  indication  of the  risks of  investing  in the
portfolio. It assumes reinvestment of dividends and distributions.

The Average  Annual  Total  Return  Table  beneath it compares  the  portfolio's
performance  over  several  periods  with  that of a  broad  measure  of  market
performance.   The   performance   reflects   reinvestment   of  dividends   and
distributions.  Remember  that the  portfolio's  performance  in the past is not
necessarily an indication of how it will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

S&P 500  Index(R):  An index of large  company  common  stocks  considered to be
representative  of the U.S. stock market in general.  The index is unmanaged and
no expenses or fees are reflected in the returns for the index.  The returns for
the index assume  reinvestment  of dividends of the underlying  securities  that
make up the index.

                                       3
<PAGE>


ALGER AMERICAN INCOME & GROWTH PORTFOLIO



================================================================================
Annual Total Return as of December 31 each year (%)

0.28   23.51   8.64   10.34   -8.28   35.13   19.68   36.29   32.39   42.45
- --------------------------------------------------------------------------------
 90      91     92     93       94      95      96      97      98      99

Best Quarter:     35.96%   Q4       1999
Worst Quarter:   -13.94%   Q3       1990

Average Annual Total Return as of December 31, 1999

                                                                  Since
                                                                Inception
                         1 Year       5 Years      10 Years     (11/15/88)
- --------------------------------------------------------------------------------

American
  Income & Growth        42.45%       32.97%        18.93%       17.71%
S&P 500 Index(R)         21.04%       28.56%        18.21%       19.23%
================================================================================


[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the  portfolio.  The  following  table shows the fees and expenses  that you may
incur if you buy and hold shares of the portfolio.

================================================================================
                                 ANNUAL FUND OPERATING
                                 EXPENSES
                                 (expenses that are deducted
                                 from Fund assets)
                               -------------------------------------------------
                   Shareholder
                       Fees
                    (fees paid
                     directly                                            Total
                       from                                          Annual Fund
                       your     Management  Distribution    Other      Operating
                   investment)     Fees         Fees      Expenses     Expenses
- --------------------------------------------------------------------------------
Alger American        None        .625%         None       .075%         .70%
Income & Growth
Portfolio
================================================================================


EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The  example  assumes  that you  invest  $10,000 in the  portfolio  for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio's  operating expenses remain the same as in the
prior  table.  The figures  shown would be the same whether or not you sold your
shares at the end of each  period.  Although  your actual costs may be higher or
lower, based on these assumptions your costs would be:

================================================================================
                             1 Year      3 Years     5 Years      10 Years
- --------------------------------------------------------------------------------
  Alger American              $72         $224         $390         $871
  Income & Growth
  Portfolio
================================================================================

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

ADDITIONAL INFORMATION ABOUT THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash,  high grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets from loss,  rather than directly to promote the  portfolio's
investment  objective.  The portfolio may not achieve its objective  during such
periods.

Other  securities  the  portfolio  may  invest in are  discussed  in the  Fund's
Statement of Additional Information (see back cover).


[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling (at 12/31/99) $10.69 billion in

                                       4
<PAGE>


mutual  fund  assets as well as $6.75  billion in other  assets.  The Manager is
responsible  for managing the portfolio's  assets  according to its goal and for
placing orders with  broker-dealers to purchase and sell securities on behalf of
the portfolio.  The portfolio has had the same manager since  inception and, for
the most recent fiscal year,  the portfolio paid the Manager a fee at the annual
rate based on a percentage of average daily net assets of .625%.

PORTFOLIO MANAGERS

David Alger and Ron Tartaro are the  individuals  responsible for the day-to-day
management of the portfolio's investments. Mr. Alger, a manager of the portfolio
since  its  inception,  has been  employed  by the  Manager  as  Executive  Vice
President and Director of Research since 1971, and as President  since 1995. Mr.
Tartaro  has been  employed  by the Manager  since  1990,  as a senior  research
analyst until 1995 and as a Senior Vice President and co-manager since 1995.


[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT
Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The  price of one  share  is its  "net  asset  value,"  or NAV.  The NAV for the
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of the  portfolio  on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolio are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The  Fund  declares  and  pays  dividends  and  distributions  by the  portfolio
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases,  distributions made to
a participant  prior to the  participant's  reaching age 59-1/2 are subject to a
penalty tax  equivalent  to 10% of the  distributed  amount,  in addition to the
ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


=======================================================
            NAV (NET ASSET VALUE) IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIO'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
          AND THEN DIVIDING THE RESULT BY THE NUMBER OF
                                ITS OUTSTANDING SHARES.
=======================================================


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                       5
<PAGE>


[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The  financial   highlights  table  is  intended  to  help  you  understand  the
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single  portfolio share. The total returns in
the table  represent  the rate that an investor  would have earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.


<TABLE>
<CAPTION>
===================================================================================================================================

ALGER AMERICAN INCOME & GROWTH PORTFOLIO

For a share outstanding throughout the year

                                                                              Year Ended December 31,
- ----------------------------------------------------------------------------------------------------------------------------------
                                                        1999            1998            1997            1996              1995
                                                     -------         -------         -------         -------           -------
<S>                                                  <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                   $ 13.12         $ 10.99         $  8.42         $ 17.79           $ 13.30
                                                     -------         -------         -------         -------           -------
Net investment income                                   0.00            0.03            0.03            0.09(i)           0.11(i)
Net realized and unrealized gain (loss)
 on investments                                         5.26            3.30            2.94            1.87              4.54
                                                     -------         -------         -------         -------           -------
Total from investment operations                        5.26            3.33            2.97            1.96              4.65
                                                     -------         -------         -------         -------           -------
Dividends from net investment income                   (0.03)          (0.04)          (0.04)          (0.33)            (0.16)

Distributions from net realized gains                  (0.77)          (1.16)          (0.36)         (11.00)               --
                                                     -------         -------         -------         -------           -------
Total Distributions                                    (0.80)          (1.20)          (0.40)         (11.33)            (0.16)
                                                     -------         -------         -------         -------           -------
Net asset value, end of year                         $ 17.58         $ 13.12         $ 10.99         $  8.42           $ 17.79
                                                     =======         =======         =======         =======           =======
Total Return                                           42.45%          32.39%          36.29%          19.68%            35.13%
                                                     =======         =======         =======         =======           =======
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)             $91,250         $77,926         $47,399         $20,910           $ 8,639
                                                     =======         =======         =======         =======           =======
 Ratio of expenses to average net assets                0.70%           0.70%           0.74%           0.81%             0.75%
                                                     =======         =======         =======         =======           =======
 Decrease reflected in above expense
  ratios due to expense reimbursements                    --              --              --              --                --
                                                     =======         =======         =======         =======           =======
 Ratio of net investment income to
  average net assets                                    0.03%           0.31%           0.56%           0.94%             0.61%
                                                     =======         =======         =======         =======           =======
 Portfolio Turnover Rate                              193.23%         131.67%         150.09%         121.60%           164.05%
                                                     =======         =======         =======         =======           =======
===================================================================================================================================
</TABLE>

6
<PAGE>


<TABLE>
<CAPTION>
===================================================================================================================================

                                                                Year Ended December 31,
- ---------------------------------------------------------------------------------------------------------------------------------
                                                        1994            1993            1992            1991              1990
                                                     -------         -------         -------         -------           -------
<S>                                                  <C>             <C>             <C>             <C>               <C>
Net asset value, beginning of year                   $ 15.31         $ 13.93         $ 13.08         $ 10.67           $ 10.74
                                                     -------         -------         -------         -------           -------
Net investment income                                   0.17            0.07            0.08            0.09              0.11
Net realized and unrealized gain (loss)
 on investments                                        (1.47)           1.37            1.02            2.41             (0.08)
                                                     -------         -------         -------         -------           -------
Total from investment operations                       (1.30)           1.44            1.10            2.50              0.03
                                                     -------         -------         -------         -------           -------
Dividends from net investment income                   (0.15)          (0.06)          (0.12)          (0.09)            (0.10)
Distributions from net realized gains                  (0.56)             --           (0.13)             --                --
                                                     -------         -------         -------         -------           -------
Total Distributions                                    (0.71)          (0.06)          (0.25)          (0.09)            (0.10)
                                                     -------         -------         -------         -------           -------
Net asset value, end of year                         $ 13.30         $ 15.31         $ 13.93         $ 13.08           $ 10.67
                                                     =======         =======         =======         =======           =======
Total Return                                           (8.28%)         10.34%           8.64%          23.51%             0.28%
                                                     =======         =======         =======         =======           =======
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)             $29,135         $31,895         $ 8,671         $ 2,663           $   436
                                                     =======         =======         =======         =======           =======
 Ratio of expenses to average net assets                0.75%           0.97%           1.25%           1.25%             1.25%
                                                     =======         =======         =======         =======           =======
 Decrease reflected in above expense
  ratios due to expense reimbursements                    --              --            0.01%           0.66%             5.41%
                                                     =======         =======         =======         =======           =======
 Ratio of net investment income to
  average net assets                                    1.22%           1.51%           1.62%           2.54%             3.61%
                                                     =======         =======         =======         =======           =======
 Portfolio Turnover Rate                              177.97%         105.80%         100.62%          61.11%            56.90%
                                                     =======         =======         =======         =======           =======
===================================================================================================================================
</TABLE>

(i) Amount was computed based on average shares outstanding during the year.

                                                                               7
<PAGE>


FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.


ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.


DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED



THE ALGER AMERICAN FUND
SEC FILE #811-5550


<PAGE>

                                      THE ALGER
                                   AMERICAN FUND

              A POOLED FUNDING VEHICLE FOR:
              o VARIABLE ANNUITY CONTRACTS               ONE WORLD TRADE CENTER
              o VARIABLE LIFE INSURANCE POLICIES         SUITE 9333
              o QUALIFIED PENSION PLANS                  NEW YORK, NY 10048
              o QUALIFIED RETIREMENT PLANS               1-800-992-3863



                                   PROSPECTUS

                                   MAY 1, 2000


                        ALGER AMERICAN MIDCAP GROWTH PORTFOLIO













AS WITH ALL MUTUAL FUNDS, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
DETERMINED IF THE INFORMATION IN THIS PROSPECTUS IS ACCURATE OR COMPLETE, NOR
HAS IT APPROVED OR DISAPPROVED THESE SECURITIES. IT IS A CRIMINAL OFFENSE TO
REPRESENT OTHERWISE.

AN INVESTMENT IN THE PORTFOLIO IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT
AGENCY.

<PAGE>

                               THE ALGER
                           AMERICAN FUND

  ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

                              PROSPECTUS

                             MAY 1, 2000

TABLE OF CONTENTS

2 ............Risk/Return Summary: Investments,
              Risks & Performance

3 ............Fees and Expenses

4 ............Management & Organization

4 ............Shareholder Information

              Distributor .............................4
              Transfer Agent ..........................4

6 ............Financial Highlights

Back Cover:   How to obtain more information



<PAGE>

[GRAPHIC OMITTED]

THE ALGER AMERICAN FUND-
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE

INVESTMENT GOAL AND APPROACH

THE ALGER AMERICAN MIDCAP GROWTH PORTFOLIO SEEKS LONG-TERM CAPITAL APPRECIATION.

It invests primarily in equity securities, such as common or preferred stocks,
which are listed on U.S. exchanges or in the over-the-counter market. The
portfolio invests primarily in "growth" stocks. The portfolio's Manager, Fred
Alger Management, Inc., believes that these companies tend to fall into one of
two categories:

o High Unit Volume Growth

   Vital, creative companies which offer goods or services to a rapidly
   expanding marketplace. They include both established and emerging firms,
   offering new or improved products, or firms simply fulfilling an increased
   demand for an existing line.

o Positive Life Cycle Change

   Companies experiencing a major change which is expected to produce
   advantageous results. These changes may be as varied as new management,
   products or technologies; restructuring or reorganization; or merger and
   acquisition.

It focuses on midsize companies with promising growth potential. Under normal
circumstances, the portfolio invests primarily in the equity securities of
companies having a market capitalization within the range of companies in the
S&P(R) MidCap 400 Index. The market capitalization of a company is its price per
share multiplied by its number of outstanding shares.


[GRAPHIC OMITTED]

PRINCIPAL RISKS

As with any fund that invests in stocks, your investment will go up or down in
value, and the loss of your investment is a risk of investing. The portfolio's
price per share will fluctuate due to changes in the market prices of its
investments. Also, a portfolio investment may not grow as fast as the rate of
inflation and stocks tend to be more volatile than some other investments you
could make, such as bonds. Furthermore, the returns of a fund concentrating on
"growth" stocks tend to vary more widely over time than those of funds that
focus on "value" stocks; prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market, political and
economic developments than other stocks, making their prices more volatile.
Based on the portfolio's investment style and objective, an investment in it may
be better suited to investors who seek long-term capital growth and can tolerate
fluctuations in their investments' values.

In addition, there is the possibility of greater risk because the portfolio
invests in medium-sized companies rather than larger, more established
companies. Increased risk may result from such factors as inexperienced
management and limited financial resources.

The portfolio's trading in some stocks may be relatively short-term, meaning
that it may buy a security and sell it a short time later to take advantage of
current gains if it is believed that an alternative investment may provide
greater future growth. This activity may create higher transaction costs due to
commissions and other expenses.



2
<PAGE>

[GRAPHIC OMITTED]

PERFORMANCE

The following bar chart shows the changes in the portfolio's performance from
year to year and gives you some indication of the risks of investing in the
portfolio. It assumes reinvestment of dividends and distributions.

The Average Annual Total Return Table beneath it compares the portfolio's
performance over several periods with that of a broad measure of market
performance. The annual returns assume reinvestment of dividends and
distributions. Remember that the portfolio's performance in the past is not
necessarily an indication of how it will perform in the future.

The performance disclosed in these charts does not reflect separate account
charges which, if reflected, would lower returns.

o  S&P MidCap 400 Index(R): An index of common stocks designed to track
   performance of medium capitalization companies. The index is unmanaged and no
   expenses or fees are reflected in the returns for the index. The returns for
   the index assume reinvestment of dividends of the underlying securities that
   make up the index.


ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

[BAR GRAPH OMITTED]

Annual Total Return as of December 31 each year (%)

- -1.54    44.45    11.90    15.01    30.30    31.85
- --------------------------------------------------
  94       95       96      97       98       99

Best Quarter:     27.07%     Q4     1998
Worst Quarter:   -14.91%     Q3     1998

Average Annual Total Return as of December 31, 1999
                                                Since
                                             Inception
                             1 Year   5 Years (5/3/93)
- -------------------------------------------------------

American MidCap Growth       31.85%   26.14%   24.72%
S&P Midcap 400 Index(R)      14.72%   23.05%   18.34%

[GRAPHIC OMITTED]

FEES AND EXPENSES

Investors incur certain fees and expenses in connection with an investment in
the portfolio. The following table shows the fees and expenses that you may
incur if you buy and hold shares of the portfolio.



<TABLE>
<CAPTION>
                                                                                ANNUAL FUND OPERATING
                                                                                EXPENSES
                                                                                (EXPENSES THAT ARE DEDUCTED
                                                                                FROM FUND ASSETS)
                                                 -------------------------------------------------------------------------------

                    SHAREHOLDER FEES
                    (FEES PAID DIRECTLY FROM                                                                  TOTAL ANNUAL FUND
                    YOUR INVESTMENT)             MANAGEMENT FEES     DISTRIBUTION FEES     OTHER EXPENSES     OPERATING EXPENSES
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>                                          <C>                  <C>
ALGER AMERICAN                None                .80%                    None                 .05%                 .85%
MIDCAP GROWTH
PORTFOLIO
</TABLE>





EXAMPLE

The following example, which reflects the shareholder fees and operating
expenses listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The example assumes that you invest $10,000 in the portfolio for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio operating expenses remain the same as in the
prior table. The figures shown would be the same whether or not you sold your
shares at the end of each period. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:




                       1 Year    3 Years    5 Years     10 Years
- ----------------------------------------------------------------

  ALGER AMERICAN         $87       $271       $471       $1,049
  MIDCAP GROWTH
  PORTFOLIO

The example above does not reflect charges and deductions which are, or may be,
imposed under variable annuity contracts, variable life insurance policies, or
pension or retirement plans. Such charges and deductions are described in the
prospectus for the contract or policy accompanying this prospectus or in the
Plan documents.



                                                                               3



<PAGE>

ADDITIONAL INFORMATION ABOUT THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash, high grade bonds, or
cash equivalents for temporary defensive reasons if the Manager believes that
adverse market or other conditions warrant. This is to attempt to protect the
portfolio's assets from loss, rather than directly to promote the portfolio's
investment objective. The portfolio may not achieve its objective during such
periods.

Other securities the portfolio may invest in are discussed in the Fund's
Statement of Additional Information (see back cover).

[GRAPHIC OMITTED]

MANAGEMENT AND ORGANIZATION

MANAGER
Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment adviser since 1964, and manages investments
totaling (at 12/31/99) $10.69 billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing the portfolio's
assets according to its goal and for placing orders with broker-dealers to
purchase and sell securities on behalf of the portfolio. The Fund has had the
same manager since inception and, for the most recent fiscal year, the portfolio
paid the Manager a fee at the annual rate based on a percentage of average daily
net assets of .80%.

PORTFOLIO MANAGERS

David Alger and Ron Tartaro are the individuals responsible for the day-to-day
management of the portfolio's investments. Mr. Alger, a manager of the portfolio
since its inception, has been employed by the Manager as Executive Vice
President and Director of Research since 1971, and as President since 1995. Mr.
Tartaro has been employed by the Manager since 1990, as a senior research
analyst until 1995 and as a Senior Vice President and co-manager since 1995.

[GRAPHIC OMITTED]

SHAREHOLDER INFORMATION

DISTRIBUTOR

Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT

Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The price of one share is its "net asset value," or NAV. The NAV for the
portfolio is calculated as of the close of business (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally, the Exchange is
closed on weekends and various national holidays. It may close on other days
from time to time.

The Fund generally values the assets of the portfolio on the basis of market
quotations or, where market quotations are not readily available, on the basis
of fair value as determined by the Manager under procedures adopted by the
Fund's Board of Trustees. Short-term money market instruments held by the
portfolio are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The Fund declares and pays dividends and distributions by the portfolio
annually. The Fund expects that these annual payments to shareholders will
consist of both capital gains and net investment income.



4
<PAGE>

Federal income taxation of separate accounts of insurance companies, variable
annuity contracts and variable life insurance contracts is discussed in the
prospectuses of participating insurance companies. Generally, distributions by
the Fund will not be taxable to holders of variable annuity contracts or
variable life insurance policies if the insurance company separate accounts to
which those distributions are made meet certain requirements, including certain
diversification requirements that the Fund has undertaken to meet, under the
Internal Revenue Code. Participants in qualified pension and retirement plans
ordinarily will not be subject to taxation on dividends from net investment
income and distributions from net realized capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases, distributions made to
a participant prior to the participant's reaching age 59-1/2 are subject to a
penalty tax equivalent to 10% of the distributed amount, in addition to the
ordinary income tax payable on such amount.

Because everyone's tax situation is unique, see a tax advisor about federal,
state and local tax consequences of investing in the Fund.


             NAV (NET ASSET VALUE IS COMPUTED BY ADDING
      TOGETHER THE VALUE OF THE PORTFOLIP'S INVESTMENTS
PLUS CASH AND OTHER ASSETS, SUBTRACTING ITS LIABILITIES
             AND THEN DIVIDING THE RESULT BY THE NUMBER
                             OF ITS OUTSTANDING SHARES.


PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment vehicle for variable annuity contracts and variable
life insurance policies offered by the separate accounts of life insurance
companies, as well as qualified pension and retirement plans. An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources. The Fund's shares are held in the names of the separate accounts and
plans.

Shares of the Fund can be purchased or redeemed on any day the New York Stock
Exchange is open. They will be processed at the NAV next calculated after the
purchase or redemption request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to acceptance by the Fund or its
Transfer Agent. The Transfer Agent pays for redemptions within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.



5



<PAGE>

[GRAPHIC OMITTED]

FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand the
portfolio's financial performance for the periods shown. Certain information
reflects financial results for a single portfolio share. The total returns in
the table represent the rate that an investor would have earned or lost on an
investment in the Fund (assuming reinvestment of all dividends and
distributions). The financial highlights have been audited by Arthur Andersen
LLP, the Fund's independent public accountants. Arthur Andersen LLP's report,
along with the Fund's financial statements, are included in the Annual Report,
which is available upon request.

Note that the Financial Highlights do not reflect charges and deductions which
are, or may be, imposed under variable annuity contracts, variable life
insurance policies, or pension or retirement plans. Such charges and deductions
are described in the prospectus for the contract or policy accompanying this
prospectus or in the plan documents.

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO

For a share outstanding throughout the period

<TABLE>
<CAPTION>
                                                                                                                      From
                                                                                                                   May 3, 1993
                                                                                                                  (commencement
                                                                                                                of operations) to
                                                                 Year Ended December 31,                          December 31,
- ---------------------------------------------------------------------------------------------------------------------------------
                                              1999         1998         1997        1996         1995         1994        1993(i)
                                             -----        -----        -----       -----        -----        -----       -------
<S>                                       <C>          <C>          <C>         <C>          <C>           <C>         <C>
Net asset value, beginning of period      $  28.87     $  24.18     $  21.35    $  19.44     $  13.46      $ 13.72     $ 10.00
                                          --------     --------     --------    --------     --------      -------     -------
Net investment income (loss)                 (0.05)        0.00(ii)    (0.04)       0.03        (0.03)        0.00(ii)   (0.02)
Net realized and unrealized
  gain (loss) on investments                  8.00         6.95         3.20        2.29         6.01        (0.21)       3.88
                                          --------     --------     --------    --------     --------      -------     -------
Total from investment operations              7.95         6.95         3.16        2.32         5.98        (0.21)       3.86
                                          --------     --------     --------    --------     --------      -------     -------
Dividends from net investment income            --           --        (0.01)         --           --           --          --
Distributions from net realized gains        (4.59)       (2.26)       (0.32)      (0.41)          --        (0.05)      (0.14)
                                          --------     --------     --------    --------     --------      -------     -------
Total Distributions                          (4.59)       (2.26)       (0.33)      (0.41)          --        (0.05)      (0.14)
                                          --------     --------     --------    --------     --------      -------     -------
Net asset value, end of period            $  32.23     $  28.87     $  24.18    $  21.35     $  19.44      $ 13.46     $ 13.72
                                          ========     ========     ========    ========     ========      =======     =======
Total Return                                31.85%       30.30%       15.01%      11.90%       44.45%       (1.54%)     38.67%
                                          ========     ========     ========    ========     ========      =======     =======
Ratios and Supplemental Data:
 Net assets, end of period
 (000's omitted)                          $931,397     $689,571     $444,967    $394,847     $185,349      $62,178     $21,301
                                          ========     ========     ========    ========     ========      =======     =======
 Ratio of expenses to                        0.85%        0.84%        0.84%       0.84%        0.90%        0.97%       1.50%(iii)
 average net assets                          0.85%        0.84%        0.84%       0.84%        0.90%        0.97%       1.50%(iii)
                                          ========     ========     ========    ========     ========      =======     =======
 Ratio of net investment
  income (loss) to average
  net assets                                (0.21%)       0.00%       (0.15%)      0.08%       (0.25%)       0.03%      (0.58%)
                                          ========     ========     ========    ========     ========      =======     =======
 Portfolio Turnover Rate                   162.30%      152.21%      151.98%      90.97%      104.74%       83.96%      67.22%
                                          ========     ========     ========    ========     ========      =======     =======
</TABLE>

  (i)Ratios have been annualized; total return has not been annualized.
 (ii)Amount was computed based on average shares outstanding during the year.
(iii)Amount has been reduced by 0.03% due to expense reimbursements.



                                       6
<PAGE>



FOR FUND INFORMATION:

By telephone:   1-800-992-3863


By mail:        The Alger American Fund
                One World Trade Center

                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed information about the Fund and its policies, please read the
Statement of Additional Information, which is incorporated by reference into (is
legally made a part of) this Prospectus. You can get a free copy of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional information about the Fund's investments is available in the Fund's
annual and semi-annual reports to shareholders. In the Fund's annual report you
will find a discussion of the market conditions and investment strategies that
significantly affected the Fund's performance during the period covered by the
report. You can receive free copies of these reports, and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another way you can review and copy Fund documents is by visiting the SEC's
Public Reference Room in Washington, D.C. Copies can also be obtained, for a
duplicating fee by E-mail request to [email protected] or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102. Information on the
operation of the Public Reference Room is available by calling 1-202-942-8090.
Fund documents are also available on the EDGAR database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED

























THE ALGER AMERICAN FUND
SEC FILE #811-5550


<PAGE>

THE ALGER
AMERICAN FUND

A POOLED FUNDING VEHICLE FOR:
o VARIABLE ANNUITY CONTRACTS
o VARIABLE LIFE INSURANCE POLICIES
o QUALIFIED PENSION PLANS
o QUALIFIED RETIREMENT PLANS

ONE WORLD TRADE CENTER
SUITE 9333
NEW YORK, NY 10048
1-800-992-3863

PROSPECTUS

MAY 1, 2000



ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO


AS WITH ALL  MUTUAL  FUNDS,  THE  SECURITIES  AND  EXCHANGE  COMMISSION  HAS NOT
DETERMINED IF THE  INFORMATION IN THIS  PROSPECTUS IS ACCURATE OR COMPLETE,  NOR
HAS IT APPROVED OR DISAPPROVED  THESE  SECURITIES.  IT IS A CRIMINAL  OFFENSE TO
REPRESENT OTHERWISE.

AN  INVESTMENT IN THE PORTFOLIO IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE  CORPORATION OR ANY OTHER GOVERNMENT
AGENCY.
<PAGE>

THE ALGER
AMERICAN FUND

ALGER AMERICAN LEVERAGED
ALLCAP PORTFOLIO

PROSPECTUS

MAY 1, 2000



TABLE OF CONTENTS
- --------------------------------------------------------------------------------

2 ......  Risk/Return Summary: Investments, Risks & Performance

3 ......  Fees and Expenses

4 ......  Management & Organization

4 ......  Shareholder Information

          Distributor ................   4
          Transfer Agent .............   4

6 ......  Financial Highlights

Back Cover: How to obtain more information

<PAGE>

[GRAPHIC]

THE ALGER AMERICAN FUND--
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

RISK/RETURN SUMMARY: INVESTMENTS,
RISKS & PERFORMANCE

INVESTMENT GOAL AND APPROACH

THE  ALGER  AMERICAN   LEVERAGED  ALLCAP   PORTFOLIO  SEEKS  LONG-TERM   CAPITAL
APPRECIATION.

It invests primarily in equity  securities,  such as common or preferred stocks,
which are  listed  on U.S.  exchanges  or in the  over-the-counter  market.  The
portfolio invests primarily in "growth" stocks.  The portfolio's  Manager,  Fred
Alger Management,  Inc.,  believes that these companies tend to fall into one of
two categories:

o  High Unit Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

Under normal  circumstances,  the portfolio  invests in the equity securities of
companies of any size which demonstrate promising growth potential.

The portfolio can leverage,  that is, borrow money, up to one-third of its total
assets to buy additional  securities.  By borrowing money, the portfolio has the
potential to increase its returns if the increase in the value of the securities
purchased exceeds the cost of borrowing,  including  interest paid for the money
borrowed.


[GRAPHIC]

PRINCIPAL RISKS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your investment is a risk of investing.  The portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also, a portfolio  investment  may not grow as fast as the rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the portfolio's investment style and objective, an investment in it may
be better suited to investors who seek long-term capital growth and can tolerate
fluctuations in their investments' values.

There is the possibility of greater risk by investing in small- and medium-sized
companies  (in  addition to large,  more  established  companies)  owing to such
factors as inexperienced management and limited financial resources.

In addition, there is the risk that the cost of borrowing money to leverage will
exceed the returns for the security purchased or that the security purchased may
actually go down in value;  thus, the  portfolio's  net asset value can decrease
more quickly than if the portfolio had not borrowed.

The  portfolio's  trading in some stocks may be relatively  short-term,  meaning
that it may buy a security  and sell it a short time later to take  advantage of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.





2
<PAGE>
[GRAPHIC]

PERFORMANCE

The following bar chart shows the changes in the  portfolio's  performance  from
year to year and gives you some  indication  of the  risks of  investing  in the
portfolio. It assumes reinvestment of dividends and distributions.

The Average Annual Return Table beneath it compares the portfolio's  performance
over several  periods with that of a broad  measure of market  performance.  The
performance reflects reinvestment of dividends and distributions.  Remember that
the portfolio's  performance in the past is not necessarily an indication of how
it will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected, would lower returns.

o S&P 500  Index(R):  An index of large company  common stocks  considered to be
  representative of the U.S. stock market in general. The index is unmanaged and
  no expenses or fees are  reflected  in the returns for the index.  The returns
  for the index assume  reinvestment  of dividends of the underlying  securities
  that make up the index.


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

ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO

Annual Total Return as of December 31 each year (%)

[The following table represents a chart in the printed piece.]


     12.04           19.68         57.83        78.06

       96              97            98           99


Best Quarter:          40.16%       Q4       1999
Worst Quarter:         -5.70%       Q4       1997

Average Annual Total Return as of December 31, 1999

                                                Since
                                              Inception
                                  1 Year       (1/25/95)
- --------------------------------------------------------------------------------
American Leveraged
  AllCap                          78.06%        46.44%
S&P 500 Index(R)                  21.04%        28.47%

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


[GRAPHIC]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the  portfolio.  The  following  table shows the fees and expenses  that you may
incur if you buy and hold shares of the portfolio.


ANNUAL FUND OPERATING
EXPENSES
(expenses that are deducted
from Fund assets)

                             ALGER AMERICAN
                             LEVERAGED ALLCAP
                             PORTFOLIO

- -----------------------------------------
SHAREHOLDER FEES
(fees paid directly from
your investment)                     None
- -----------------------------------------
Management Fees                      .85%
- -----------------------------------------
Distribution Fees                    None
- -----------------------------------------
Other Expenses*                      .08%
- -----------------------------------------
TOTAL ANNUAL FUND
OPERATING EXPENSES                   .93%
- -----------------------------------------

*Included in Other Expenses is 0.01% of interest expense.


EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The  example  assumes  that you  invest  $10,000 in the  portfolio  for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio's  operating expenses remain the same as in the
prior  table.  The figures  shown would be the same whether or not you sold your
shares at the end of each  period.  Although  your actual costs may be higher or
lower, based on these assumptions your costs would be:

                     1 YEAR     3 YEARS   5 YEARS   10 YEARS
- --------------------------------------------------------------------------------
  ALGER AMERICAN         $95       $296      $515     $1,143
  LEVERAGED ALLCAP
  PORTFOLIO

The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.


                                                                               3
<PAGE>

ADDITIONAL INFORMATION ABOUT THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash,  high grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets from loss,  rather than directly to promote the  portfolio's
investment  objective.  The portfolio may not achieve its objective  during such
periods.

Other  securities  the  portfolio  may  invest in are  discussed  in the  Fund's
Statement of Additional Information (see back cover).


[GRAPHIC]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing the portfolio's
assets  according  to its goal and for  placing  orders with  broker-dealers  to
purchase and sell  securities on behalf of the portfolio.  The portfolio has had
the same  manager  since  inception  and, for the most recent  fiscal year,  the
portfolio  paid the  Manager a fee at the annual rate based on a  percentage  of
average daily net assets of .85%.

PORTFOLIO MANAGERS

David Alger and Selai Khoo are the  individuals  responsible  for the day-to-day
management of the portfolio's investments. Mr. Alger, a manager of the portfolio
since  its  inception,  has been  employed  by the  Manager  as  Executive  Vice
President and Director of Research since 1971, and as President  since 1995. Ms.
Khoo has been employed by the Manager since 1989, as a senior  research  analyst
until 1995 and as a Senior Vice President and co-manager since 1995.


[GRAPHIC]

SHAREHOLDER INFORMATION

DISTRIBUTOR

Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT

Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302

NET ASSET VALUE

The  price of one  share  is its  "net  asset  value,"  or NAV.  The NAV for the
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of the  portfolio  on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolio are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The  Fund  declares  and  pays  dividends  and  distributions  by the  portfolio
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and distributions from net realized capital gains until

4
<PAGE>

they  receive  a  distribution  of  the  dividends  from  their  plan  accounts.
Generally,  distributions  from plan accounts are taxable as ordinary  income at
the rate applicable to each participant at the time of distribution.  In certain
cases,  distributions made to a participant prior to the participant's  reaching
age 59-1/2 are subject to a penalty  tax  equivalent  to 10% of the  distributed
amount, in addition to the ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.


- --------------------------------------------------------------------------------
NAV  (NET  ASSET  VALUE)  IS  COMPUTED  BY  ADDING  TOGETHER  THE  VALUE  OF THE
PORTFOLIO'S INVESTMENTS PLUS CASH AND OTHER ASSETS,  SUBTRACTING ITS LIABILITIES
AND THEN DIVIDING THE RESULT BY THE NUMBER OF ITS OUTSTANDING SHARES.
- --------------------------------------------------------------------------------



PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               5


<PAGE>

[GRAPHIC]

FINANCIAL HIGHLIGHTS

The  financial   highlights  table  is  intended  to  help  you  understand  the
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single  portfolio share. The total returns in
the table  represent  the rate that an investor  would have earned or lost on an
investment   in  the  Fund   (assuming   reinvestment   of  all   dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

- --------------------------------------------------------------------------------
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
For a share outstanding throughout the period
<TABLE>
<CAPTION>
                                                                                                                         From
                                                                                                                   January 25, 1995
                                                                                                                    (commencement
                                                                                                                  of operations) to
                                                                                     Year Ended December 31,        December 31,
- -----------------------------------------------------------------------------------------------------------------------------------
                                                                  1999          1998         1997          1996         1995(i)
                                                                  -----         -----        -----         -----        -------
<S>                                                           <C>            <C>           <C>           <C>           <C>
Net asset value, beginning of period                          $    34.90     $   23.17     $   19.36     $   17.43     $  10.00
                                                              ----------     ---------     ---------     ---------     --------
Net investment income (loss)                                       (0.09)        (0.05)        (0.03)        (0.03)(ii)   (0.03)
Net realized and unrealized gain on investments                    25.93         12.99          3.84          2.14         7.46
                                                              ----------     ---------     ---------     ---------     --------
Total from investment operations                                   25.84         12.94          3.81          2.11         7.43
Distributions from net realized gains                              (2.77)        (1.21)           --         (0.18)          --
                                                              ----------     ---------     ---------     ---------     --------
Net asset value, end of period                                $    57.97     $   34.90     $   23.17     $   19.36     $  17.43
                                                              ==========     =========     =========     =========     ========
Total Return                                                      78.06%        57.83%        19.68%        12.04%       74.30%
                                                              ==========     =========     =========     =========     ========
Ratios and Supplemental Data:
 Net assets, end of period (000's omitted)                    $  362,500     $ 101,710     $  53,488     $  34,925     $  5,497
                                                              ==========     =========     =========     =========     ========
 Ratio of expenses excluding interest to average net assets        0.92%         0.93%         0.96%         1.06%        1.50%
                                                              ==========     =========     =========     =========     ========
 Ratio of expenses including interest to average net assets        0.93%         0.96%         1.00%         1.09%        1.56%(iii)
                                                              ==========     =========     =========     =========     ========
 Ratio of net investment income (loss) to average net assets      (0.49%)       (0.27%)       (0.17%)       (0.15%)      (0.71%)
                                                              ==========     =========     =========     =========     ========
 Portfolio Turnover Rate                                         155.74%       143.59%       164.27%       102.10%      178.23%
                                                              ==========     =========     =========     =========     ========
 Amount of debt outstanding at end of period                          --            --            --            --           --
                                                              ==========     =========     =========     =========     ========
 Average amount of debt outstanding during the period         $  266,584     $ 246,101     $ 201,644     $  76,079     $  8,122
                                                              ==========     =========     =========     =========     ========
 Average daily number of shares outstanding
  during the period                                            4,395,246     2,480,478     2,135,458     1,107,187       75,460
                                                              ==========     =========     =========     =========     ========
 Average amount of debt per share during the period           $     0.06     $    0.10     $    0.09     $    0.07     $   0.11
                                                              ==========     =========     =========     =========     ========
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

  (i) Ratios have been annualized; total return has not been annualized.
 (ii) Amount was computed based on average shares outstanding during the year.
(iii) Amount has been reduced by 2.36% due to expense reimbursements.

6
<PAGE>


FOR FUND INFORMATION:

By telephone:     1-800-992-3863


By mail:          The Alger American Fund
                  One World Trade Center

                  Suite 9333
                  New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.

ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report.  You can receive free copies of these reports,  and to make inquiries of
the Fund,  by calling the Fund's  toll-free  number or by writing to the address
above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.

DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED

THE ALGER AMERICAN FUND
SEC FILE #811-5550


<PAGE>

                                     THE ALGER         |
                                  AMERICAN FUND         |
                                                        |
                  A POOLED FUNDING VEHICLE FOR:         |
                  O VARIABLE ANNUITY CONTRACTS          | ONE WORLD TRADE CENTER
                  O VARIABLE LIFE INSURANCE POLICIES    | SUITE 9333
                  O QUALIFIED PENSION PLANS             | NEW YORK, NY 10048
                  O QUALIFIED RETIREMENT PLANS          | 1-800-992-3863


                                   PROSPECTUS

                                  MAY 1, 2000

                        ALGER AMERICAN BALANCED PORTFOLIO


AS WITH ALL  MUTUAL  FUNDS,  THE  SECURITIES  AND  EXCHANGE  COMMISSION  HAS NOT
DETERMINED IF THE  INFORMATION IN THIS  PROSPECTUS IS ACCURATE OR COMPLETE,  NOR
HAS IT APPROVED OR DISAPPROVED  THESE  SECURITIES.  IT IS A CRIMINAL  OFFENSE TO
REPRESENT OTHERWISE.

AN  INVESTMENT IN THE PORTFOLIO IS NOT A DEPOSIT OF A BANK AND IS NOT INSURED OR
GUARANTEED  BY  THE  FEDERAL  DEPOSIT  INSURANCE  CORPORATION  OR BY  ANY  OTHER
GOVERNMENT AGENCY.

<PAGE>


                        THE ALGER
                    AMERICAN FUND

ALGER AMERICAN BALANCED PORTFOLIO    TABLE OF CONTENTS
                                    -----------------------------------------
                                    2 ...  Risk/Return Summary: Investments,
                       PROSPECTUS          Risks & Performance

                      MAY 1, 2000   3 ...  Fees and Expenses

                                    4 ...  Management & Organization

                                    4 ...  Shareholder Information

                                           Distributor ...................  4
                                           Transfer Agent ................  4
                                           Purchasing and Redeeming
                                           Fund Shares ...................  5

                                    6 ...  Financial Highlights

                                    Back Cover:   How to obtain more information




<PAGE>

[Graphic Omitted]

THE ALGER AMERICAN FUND--
ALGER AMERICAN BALANCED PORTFOLIO

RISK/RETURN SUMMARY: INVESTMENTS, RISKS & PERFORMANCE


INVESTMENT GOAL AND APPROACH

THE ALGER AMERICAN BALANCED PORTFOLIO SEEKS CURRENT INCOME AND LONG-TERM CAPITAL
APPRECIATION.

The equity portion of the portfolio invests primarily in equity securities, such
as common or  preferred  stocks,  which are listed on U.S.  exchanges  or in the
over-the-counter market. The portfolio invests primarily in "growth" stocks. The
portfolio's Manager,  FredAlger Management,  Inc., believes that these companies
tend to fall into one of two categories:

o  High Unit  Volume Growth

   Vital,  creative  companies  which  offer  goods  or  services  to a  rapidly
   expanding  marketplace.  They include both  established  and emerging  firms,
   offering new or improved  products,  or firms simply  fulfilling an increased
   demand for an existing line.

o  Positive Life Cycle Change

   Companies   experiencing   a  major  change  which  is  expected  to  produce
   advantageous  results.  These  changes  may be as varied  as new  management,
   products or  technologies;  restructuring  or  reorganization;  or merger and
   acquisition.

The  portfolio  focuses  on  stocks  of  companies  with  growth  potential  and
fixed-income  securities,  with emphasis on income-  producing  securities which
appear  to  have  some   potential  for  capital   appreciation.   Under  normal
circumstances,   the  portfolio   invests  in  common  stocks  and  fixed-income
securities,  which include commercial paper and bonds rated within the 4 highest
rating  categories by an  established  rating agency or if not rated,  which are
determined by the Fund's  Manager to be of comparable  quality.  Ordinarily,  at
least 25% of the portfolio's net assets are invested in fixed-income securities.

[Graphic Omitted]

PRINCIPAL RISKS

As with any fund that invests in stocks,  your  investment will go up or down in
value,  and the loss of your investment is a risk of investing.  The portfolio's
price per share  will  fluctuate  due to  changes  in the  market  prices of its
investments.  Also, a portfolio  investment  may not grow as fast as the rate of
inflation and stocks tend to be more volatile  than some other  investments  you
could make, such as bonds.  Furthermore,  the returns of a fund concentrating on
"growth"  stocks  tend to vary more  widely  over time than  those of funds that
focus on "value"  stocks;  prices of growth stocks tend to be higher in relation
to their companies' earnings and may be more sensitive to market,  political and
economic  developments  than other  stocks,  making their prices more  volatile.
Based on the equity portion of the portfolio's  investment  style and objective,
an investment in it may be better suited to investors who seek long-term capital
growth and can tolerate fluctuations in their investments' values.

The  fixed-income  portion of the  portfolio  is subject  to  additional  risks,
including  fixed income  securities'  sensitivity to interest rate movements and
the potential for a decline in the  portfolio's  market value in the event of an
issuer's falling credit rating or actual default.

The  portfolio's  trading in some stocks may be relatively  short-term,  meaning
that it may buy a security  and sell it a short time later to take  advantage of
current  gains if it is  believed  that an  alternative  investment  may provide
greater future growth.  This activity may create higher transaction costs due to
commissions and other expenses.

2

<PAGE>

[Graphic Omitted]

PERFORMANCE

The following bar chart shows the changes in the  portfolio's  performance  from
year to year and gives you some  indication  of the  risks of  investing  in the
portfolio.  It assumes reinvestment of dividends and distributions.

The Average  Annual  Total  Return  Table  beneath it compares  the  portfolio's
performance  over  several  periods  with  that of a  broad  measure  of  market
performance.   The  annual   returns  assume   reinvestment   of  dividends  and
distributions.  Remember  that the  portfolio's  performance  in the past is not
necessarily an indication of how it will perform in the future.

The  performance  disclosed  in these charts does not reflect  separate  account
charges which, if reflected,  would lower returns.

Each index used in the table is a broad  index  designed  to track a  particular
market or market  segment.  No expenses or fees are reflected in the returns for
the  indexes,   which  are  unmanaged.   All  returns  for  the  indexes  assume
reinvestment of dividends and interest on the underlying securities that make up
the  respective  index.

o  S&P 500 Index(R):  An index of large company  common stocks  considered to be
   representative of the U.S. stock market in general.

o  Lehman  Brothers  Government/Corporate  Bond  Index(R):  An index designed to
   track  performance  of  government  and corporate  bonds.  Since the Balanced
   Portfolio  invests in both  equity and fixed  income  securities,  you should
   compare its performance to both indexes presented.



ALGER AMERICAN BALANCED PORTFOLIO

Annual Total Return as of December 31 each year (%)
[The figures below represent chart in printed piece]

6.53 4.7 9.48 7.79 -4.27 28.62 10.17 19.82 31.51 29.21
  90  91  92   93    94    95    96    97    98    99

Best Quarter:      16.94%     Q4    1998
Worst Quarter:     -5.70%     Q1    1994

Average Annual Total Return as of December 31, 1999

                                                 Since
                                               Inception
                        1 Year 5 Years 10 years (9/5/89)
- ---------------------------------------------------------
Alger American
  Balanced              29.21%  23.60%  13.78%   13.61%
S&P 500 Index(R)        21.04%  28.56%  18.21%   17.78%
Lehman Brothers Gov't/
Corp Bond Index(R)      (2.14%)  7.60%   7.66%    7.82%

[Graphic Omitted]

FEES AND EXPENSES

Investors  incur certain fees and expenses in  connection  with an investment in
the  portfolio.  The  following  table shows the fees and expenses  that you may
incur if you buy and hold shares of the portfolio.

ANNUAL FUND OPERATING                 ALGER AMERICAN
EXPENSES                              BALANCED
(expenses that are deducted           PORTFOLIO
from Fund assets)
- --------------------------------------------------------------------------------
SHAREHOLDER FEES                      None
(fees paid directly from
your investment)
- --------------------------------------------------------------------------------
Management Fees                       .75%
- --------------------------------------------------------------------------------
Distribution Fees                     None
- --------------------------------------------------------------------------------
Other Expenses                        .18%
- --------------------------------------------------------------------------------
TOTAL ANNUAL FUND
OPERATING EXPENSES                    .93%


EXAMPLE

The  following  example,  which  reflects  the  shareholder  fees and  operating
expenses  listed above, is intended to help you compare the cost of investing in
the portfolio with the cost of investing in other mutual funds.

The  example  assumes  that you  invest  $10,000 in the  portfolio  for the time
periods indicated. The example also assumes that your investment has a 5% return
each year and that the portfolio's  operating expenses remain the same as in the
prior  table.  The figures  shown would be the same whether or not you sold your
shares at the end of each  period.  Although  your actual costs may be higher or
lower, based on these assumptions your costs would be:


                           1 Year  3 Years  5 Years  10 Years
- --------------------------------------------------------------------------------
  ALGER AMERICAN             $95     $296     $515    $1,143
  BALANCED PORTFOLIO


The example above does not reflect charges and deductions  which are, or may be,
imposed under variable annuity contracts,  variable life insurance policies,  or
pension or retirement  plans.  Such charges and  deductions are described in the
prospectus  for the contract or policy  accompanying  this  prospectus or in the
Plan documents.

                                                                               3

<PAGE>


ADDITIONAL INFORMATION ABOUT THE PORTFOLIO'S INVESTMENTS

The portfolio may invest up to 100% of its assets in cash,  high grade bonds, or
cash  equivalents for temporary  defensive  reasons if the Manager believes that
adverse market or other  conditions  warrant.  This is to attempt to protect the
portfolio's  assets from loss,  rather than directly to promote the  portfolio's
investment  objective.  The portfolio may not achieve its objective  during such
periods.

Other  securities  the  portfolio  may  invest in are  discussed  in the  Fund's
Statement of Additional Information (see back cover).

[Graphic Omitted]

MANAGEMENT AND ORGANIZATION

MANAGER

Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, NY 10048

The Manager has been an investment  adviser since 1964, and manages  investments
totaling  (at  12/31/99)  $10.69  billion in mutual fund assets as well as $6.75
billion in other assets. The Manager is responsible for managing the portfolio's
assets  according  to its goal and for  placing  orders with  broker-dealers  to
purchase and sell  securities on behalf of the portfolio.  The portfolio has had
the same  manager  since  inception  and, for the most recent  fiscal year,  the
portfolio  paid the  Manager a fee at the annual rate based on a  percentage  of
average daily net assets of .75%.

PORTFOLIO MANAGERS

David Alger, Ron Tartaro and Steve Thumm are the individuals responsible for the
day-to-day  management of the portfolio's  investments.  Mr. Alger, a manager of
the portfolio since its inception, has been employed by the Manager as Executive
Vice President and Director of Research since 1971, and as President since 1995.
Mr.  Tartaro has been employed by the Manager  since 1990, as a senior  research
analyst until 1995 and as a Senior Vice President and co-manager since 1995. Mr.
Thumm  serves as  co-manager.  He has been  employed  by the  Manager as a fixed
income analyst since 1991.

[Graphic Omitted]

SHAREHOLDER INFORMATION

DISTRIBUTOR

Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, NJ 07302

TRANSFER AGENT

Alger Shareholder Services, Inc.
30 Montgomery Street
Jersey City, NJ 07302


NET ASSET VALUE

The  price of one  share  is its  "net  asset  value,"  or NAV.  The NAV for the
portfolio is calculated as of the close of business  (normally 4:00 p.m. Eastern
time) every day the New York Stock Exchange is open. Generally,  the Exchange is
closed on weekends  and various  national  holidays.  It may close on other days
from time to time.

The Fund  generally  values the assets of the  portfolio  on the basis of market
quotations or, where market quotations are not readily  available,  on the basis
of fair value as  determined  by the  Manager  under  procedures  adopted by the
Fund's  Board of  Trustees.  Short-term  money  market  instruments  held by the
portfolio are valued on the basis of amortized cost.

DIVIDENDS AND DISTRIBUTIONS

The  Fund  declares  and  pays  dividends  and  distributions  by the  portfolio
annually.  The Fund  expects  that these annual  payments to  shareholders  will
consist of both capital gains and net investment income.

Federal income taxation of separate  accounts of insurance  companies,  variable
annuity  contracts  and variable  life  insurance  contracts is discussed in the
prospectuses of participating insurance companies.  Generally,  distributions by
the Fund will not be  taxable  to  holders  of  variable  annuity  contracts  or
variable life insurance  policies if the insurance  company separate accounts to
which those distributions are made meet certain requirements,  including certain
diversification  requirements  that the Fund has  undertaken to meet,  under the
Internal  Revenue Code.  Participants in qualified  pension and retirement plans
ordinarily  will not be subject to taxation  on  dividends  from net  investment
income and  distributions  from net realized  capital gains until they receive a
distribution of the dividends from their plan accounts. Generally, distributions
from plan accounts are taxable as ordinary income at the rate applicable to each
participant at the time of distribution.In certain cases,  distributions made to
a participant  prior to the  participant's  reaching age 59 1/2 are subject to a
penalty tax equivalent to 10% of the distributed

4

<PAGE>


amount, in addition to the ordinary income tax payable on such amount.

Because  everyone's  tax situation is unique,  see a tax advisor about  federal,
state and local tax consequences of investing in the Fund.

NAV  (NET  ASSET  VALUE)  IS  COMPUTED  BY  ADDING  TOGETHER  THE  VALUE  OF THE
PORTFOLIO'S INVESTMENTS PLUS CASH AND OTHER ASSETS,  SUBTRACTING ITS LIABILITIES
AND THEN DIVIDING THE RESULT BY THE NUMBER OF ITS OUTSTANDING SHARES.

PURCHASING AND REDEEMING FUND SHARES

The Fund is an investment  vehicle for variable  annuity  contracts and variable
life  insurance  policies  offered by the  separate  accounts of life  insurance
companies,  as well as qualified  pension and  retirement  plans.  An individual
cannot invest in the portfolio directly, but may do so only through one of these
sources.  The Fund's  shares are held in the names of the separate  accounts and
plans.

Shares of the Fund can be  purchased  or  redeemed on any day the New York Stock
Exchange is open.  They will be processed at the NAV next  calculated  after the
purchase or redemption  request is received in good order by the Transfer Agent.
All orders for purchase of shares are subject to  acceptance  by the Fund or its
Transfer Agent.  The Transfer Agent pays for redemptions  within 7 days after it
accepts a redemption request.

The Fund may redeem some shares "in kind," which means that some of the proceeds
will be paid with securities the Fund owns instead of cash.

                                                                               5

<PAGE>

[Graphic Omitted]

FINANCIAL HIGHLIGHTS

The  financial   highlights  table  is  intended  to  help  you  understand  the
portfolio's  financial  performance for the periods shown.  Certain  information
reflects  financial  results for a single  portfolio share. The total returns in
the table  represent  the rate that an investor  would have earned or lost on an
investment  in  the  portfolio  (assuming  reinvestment  of  all  dividends  and
distributions).  The financial  highlights  have been audited by Arthur Andersen
LLP, the Fund's  independent public  accountants.  Arthur Andersen LLP's report,
along with the Fund's financial  statements,  are included in the Annual Report,
which is available upon request.

Note that the Financial  Highlights do not reflect charges and deductions  which
are,  or may  be,  imposed  under  variable  annuity  contracts,  variable  life
insurance policies,  or pension or retirement plans. Such charges and deductions
are described in the  prospectus  for the contract or policy  accompanying  this
prospectus or in the plan documents.

<TABLE>
<CAPTION>

ALGER AMERICAN BALANCED PORTFOLIO (I)

For a share outstanding throughout the year

                                                                 Year Ended December 31,

- -------------------------------------------------------------------------------------------------------------------
                                            1999           1998           1997          1996           1995
                                            -----          -----          -----         -----          -----
<S>                                     <C>              <C>              <C>          <C>            <C>
Net asset value, beginning of year      $    12.98       $  10.76         $ 9.24       $ 13.64        $ 10.80
                                          --------       --------       --------      --------       --------
Net investment income (loss)                  0.15           0.19           0.17          0.21(ii)       0.33(ii)
Net realized and unrealized gain (loss)
 on investments                               3.45           3.02           1.63          1.01           2.73
                                          --------       --------       --------      --------       --------
Total from investment operations              3.60           3.21           1.80          1.22           3.06
                                          --------       --------       --------      --------       --------
Dividends from net investment income         (0.17)         (0.18)         (0.12)        (0.73)         (0.22)
Distributions from net realized gains        (0.84)         (0.81)         (0.16)        (4.89)            --
                                          --------       --------       --------      --------       --------
Total Distributions                          (1.01)         (0.99)         (0.28)        (5.62)         (0.22)
                                          --------       --------       --------      --------       --------
Net asset value, end of year               $ 15.57       $  12.98        $ 10.76        $ 9.24        $ 13.64
                                          ========       ========       ========      ========       ========
Total Return                                 29.21%        31.51%         19.82%        10.17%         28.62%
                                          ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)   $56,327        $28,208        $16,614       $10,486        $ 3,671
                                          ========       ========       ========      ========       ========
 Ratio of expenses to average net assets     0.93%          0.92%          1.01%         1.14%          1.00%
                                          ========       ========       ========      ========       ========
 Decrease reflected in above expense
  ratios due to expense reimbursements          --             --             --            --             --
                                          ========       ========       ========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                      1.66%          2.09%          2.14%         2.06%          2.49%
                                          ========       ========       ========      ========       ========
 Portfolio Turnover Rate                   118.74%         94.64%        105.01%        68.66%        113.02%
                                          ========       ========       ========      ========       ========
</TABLE>

6

<PAGE>

<TABLE>
<CAPTION>

                                                                Year Ended December 31,

- -------------------------------------------------------------------------------------------------------------------
                                            1994           1993           1992          1991           1990
                                            -----          -----          -----         -----         -------
<S>                                        <C>          <C>            <C>             <C>            <C>
Net asset value, beginning of year         $ 11.58      $   10.77      $   10.02       $ 10.01        $ 10.04
                                          --------       --------       --------      --------       --------
Net investment income (loss)                  0.20           0.15           0.22          0.45           0.66
Net realized and unrealized gain (loss)
 on investments                              (0.70)          0.69           0.72          0.01          (0.03)
                                          --------       --------       --------      --------       --------
Total from investment operations             (0.50)          0.84           0.94          0.46           0.63
                                          --------       --------       --------      --------       --------
Dividends from net investment income         (0.13)         (0.03)         (0.19)        (0.45)         (0.66)
Distributions from net realized gains        (0.15)            --             --            --             --
                                          --------       --------       --------      --------       --------
Total Distributions                          (0.28)         (0.03)         (0.19)        (0.45)         (0.66)
                                          --------       --------       --------      --------       --------
Net asset value, end of year               $ 10.80      $   11.58      $   10.77       $ 10.02        $ 10.01
                                          ========       ========       ========      ========       ========
Total Return                                (4.27)%         7.79%          9.48%         4.70%          6.53%
                                          ========       ========       ========      ========       ========
Ratios and Supplemental Data:
 Net assets, end of year (000's omitted)  $ 10,394      $   7,848      $   4,009       $ 1,487          $ 365
                                          ========       ========       ========      ========       ========
 Ratio of expenses to average net assets     1.08%          1.25%          1.25%         1.25%          1.25%
                                          ========       ========       ========      ========       ========
 Decrease reflected in above expense
  ratios due to expense reimbursements          --          0.19%          0.42%         1.37%          4.81%
                                          ========       ========       ========      ========       ========
 Ratio of net investment income (loss)
  to average net assets                      2.30%          2.05%          1.99%         4.22%          6.60%
                                          ========       ========       ========      ========       ========
 Portfolio Turnover Rate                    78.80%         85.46%         15.27%            --        132.55%
                                          ========       ========       ========      ========       ========
</TABLE>

(i)  Prior to October 1, 1992, the  Alger American  Balanced  Portfolio was  the
     Alger American Fixed Income Portfolio.
(ii) Amount was computed based on average shares outstanding during the year.

                                                                               7

<PAGE>


FOR FUND INFORMATION:

By telephone:   1-800-992-3863

By mail:        The Alger American Fund
                One World Trade Center
                Suite 9333
                New York, NY 10048


STATEMENT OF ADDITIONAL INFORMATION

For more detailed  information about the Fund and its policies,  please read the
Statement of Additional Information, which is incorporated by reference into (is
legally  made a part  of)  this  Prospectus.  You  can  get a free  copy  of the
Statement of Additional Information by calling the Fund's toll-free number or by
writing to the address above. The Statement of Additional Information is on file
with the Securities and Exchange Commission.


ANNUAL AND SEMI-ANNUAL REPORTS

Additional  information about the Fund's  investments is available in the Fund's
annual and semi-annual reports to shareholders.  In the Fund's annual report you
will find a discussion of the market  conditions and investment  strategies that
significantly  affected the Fund's  performance during the period covered by the
report. You can receive free copies of these reports,  and make inquiries of the
Fund, by calling the Fund's toll-free number or by writing to the address above.

Another  way you can review and copy Fund  documents  is by  visiting  the SEC's
Public  Reference Room in Washington,  D.C.  Copies can also be obtained,  for a
duplicating  fee by E-mail  request to  [email protected]  or by writing to the
SEC's Public Reference Section,  Washington,  DC 20549-0102.  Information on the
operation of the Public  Reference Room is available by calling  1-202-942-8090.
Fund  documents are also  available on the EDGAR  database on the SEC's internet
site at http://www.sec.gov.


DISTRIBUTOR: FRED ALGER & COMPANY, INCORPORATED

THE ALGER AMERICAN FUND
SEC FILE #811-5550

<PAGE>

                                     THE
                                   ALGER
                                AMERICAN
                                    FUND

                               Statement
                            of Additional     May 1, 2000
                             Information

                                 Alger American
                               Balanced Portfolio

                                 Alger American
                           Income and Growth Portfolio

                                 Alger American
                         Small Capitalization Portfolio

                                 Alger American
                                Growth Portfolio

                                 Alger American
                             MidCap Growth Portfolio

                                 Alger American
                           Leveraged AllCap Portfolio

     This Statement of Additional Information is not a Prospectus. This
document contains additional information about the Fund and supplements
information in the Prospectus dated May 1, 2000. It should be read together
with the Prospectus which may be obtained free of charge by writing or calling
the Fund at (800) 992-3863.



<PAGE>

                                                                    May 1, 2000

                                  THE   One World  Trade  Center
                                ALGER   Suite 9333
                             AMERICAN   New York, New York 10048
                                 FUND   (800) 992-3863

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

The Alger American Fund (the "Fund") is a registered investment company -- a
mutual fund - that presently offers interests in the following six portfolios
(the "Portfolios"):

                             * Alger American Balanced Portfolio

                             * Alger American Income & Growth Portfolio

                             * Alger American Small Capitalization Portfolio

                             * Alger American Growth Portfolio

                             * Alger American MidCap Growth Portfolio

                             * Alger American Leveraged AllCap Portfolio

The Fund is designed to permit insurance companies that issue variable annuity
contracts ("VA contracts") and variable life insurance policies ("VLI
policies") to offer VA contract and VLI policy holders the opportunity to
participate in the performance of one or more of the Portfolios. The Fund also
offers participation to qualified pension and retirement plans (the "Plans")
which elect to make the Fund an investment option for plan participants.

SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR
ENDORSED BY ANY BANK, AND THE SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.

                                    CONTENTS

The Portfolios ............................................................    2
Investment Strategies and Policies ........................................    3
Net Asset Value ...........................................................   12
Purchases and Redemptions .................................................   12
Participating Insurance Companies and Plans ...............................   13
Management ................................................................   13
Expenses ..................................................................   16
Dividends and Distributions ...............................................   16
Taxes .....................................................................   16
Custodian .................................................................   17
Transfer Agent ............................................................   17
Counsel to the Fund .......................................................   18
Certain Shareholders ......................................................   18
Organization ..............................................................   21
Determination of Performance ..............................................   22
Investor and Shareholder Information ......................................   23
Financial Statements ......................................................  F-1
Appendix ..................................................................  A-1

<PAGE>

THE PORTFOLIOS

The Fund is a diversified, open-end management investment company that offers a
selection of six portfolios, each having distinct investment objectives and
policies.

ALGER AMERICAN BALANCED PORTFOLIO
The investment objectives of the Portfolio are current income and long-term
capital appreciation. The Portfolio intends to invest based on combined
considerations of risk, income, capital appreciation and protection of capital
value. Normally, it will invest in common stocks and investment grade fixed
income securities (preferred stock and debt securities), as well as securities
convertible into common stocks. Except during tem-porary defensive periods, the
Portfolio will maintain at least 25% of its net assets in fixed income senior
securities. With respect to debt securities, the Portfolio will invest only in
instruments which are rated in one of the four highest rating categories by any
established rating agency, or if not rated, which are determined by Fred Alger
Management, Inc. ("Alger Management"), the Fund's investment manager, to be of
comparable quality to instruments so rated.

The Portfolio may invest up to 35% of its total assets in money market
instruments and repurchase agreements, and in excess of that amount (up to 100%
of its total assets) during temporary defensive periods.

ALGER AMERICAN INCOME & GROWTH PORTFOLIO
The primary investment objective of the Portfolio is to provide a high level of
dividend income. Capital appreciation is a secondary investment objective of
the Portfolio. Except during temporary defensive periods, the Portfolio
attempts to invest 100%, and it is a fundamental policy of the Portfolio to
invest at least 65%, of its total assets in dividend paying equity securities.
In selecting among dividend paying equity securities, Alger Management will
favor securities it believes also offer opportunities for capital appreciation.
The Portfolio may invest up to 35% of its total assets in money market
instruments and repurchase agreements and in excess of that amount (up to 100%
of its total assets) during temporary defensive periods.

ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
The investment objective of the Portfolio is long-term capital appreciation.
Except during temporary defensive periods, the Portfolio invests at least 65%
of its total assets in equity securities of companies that, at the time of
purchase, have "total market capitalization"--present market value per share
multiplied by the total number of shares outstanding--within the range of
companies included in the Russell 2000 Growth Index ("Russell Index") or the
S&P SmallCap 600 Index ("S&P Index"), updated quarterly. Both indexes are broad
indexes of small capitalization stocks. The Portfolio may invest up to 35% of
its total assets in equity securities of companies that, at the time of
purchase, have total market capitalization outside of this combined range, and
in excess of that amount (up to 100% of its assets) during temporary defensive
periods.

ALGER AMERICAN GROWTH PORTFOLIO
The investment objective of the Portfolio is long-term capital appreciation.
Except during temporary defensive periods, the Portfolio invests at least 65%
of its total assets in equity securities of companies that, at the time of
purchase of the securities, have total market capitalization of $1 billion or
greater. The Portfolio may invest up to 35% of its total assets in equity
securities of companies that, at the time of purchase, have total market
capitalization of less than $1 billion.

ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
The investment objective of the Portfolio is long-term capital appreciation.
Except during temporary defensive periods, the Portfolio invests at least 65%
of its total assets in equity securities of companies that, at the time of
purchase of the securities, have total market capitalization within the range
of companies included in the S&P MidCap 400 Index, updated quarterly. The S&P
MidCap 400 Index is designed to track the performance of medium capitalization
companies. The Portfolio may invest up to 35% of its total assets in equity
securities of companies that, at the time of purchase, have total market
capitalization outside the range of companies included in the S&P MidCap 400
Index and in excess of that amount (up to 100% of its assets) during temporary
defensive periods.

ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
The investment objective of the Portfolio is long-term capital appreciation.
Except during temporary defensive periods, the Portfolio invests at least 85%
of its net assets in equity securities of companies of any size.

The Portfolio may purchase put and call options and sell (write) covered call
and put options on securities and securities indexes to increase gains and to
hedge against the risk of unfavorable price movements, and may enter into
futures contracts on securities indexes and purchase and sell call and put
options on these futures contracts. The Portfolio may also borrow money for the
purchase of additional securities. The Portfolio



                                      -2-
<PAGE>

may borrow only from banks and may not borrow in excess of one-third of the
market value of its total assets, less liabilities other than such borrowing.
These practices are deemed to be speculative and may cause the Portfolio's net
asset value to be more volatile than the net asset value of a fund that does
not engage in these activities.

IN GENERAL
In order to afford the Portfolios the flexibility to take advantage of new
opportunities for investments in accordance with their investment objectives or
to meet redemptions, they may each hold up to 15% (or a higher percentage where
so stated) of their total assets in money market instruments and repurchase
agreements and in excess of that amount (up to 100% of their total assets)
during temporary defensive periods. These amounts may be higher than those
maintained by other funds with similar investment objectives.

INVESTMENT Strategies AND POLICIES

CERTAIN SECURITIES AND INVESTMENT TECHNIQUES
The Prospectus discusses the investment objectives of each Portfolio and the
primary strategies to be employed to achieve those objectives. This section
contains supplemental information concerning the types of securities and other
instruments in which the Portfolios may invest, the investment policies and
portfolio strategies that the Portfolios may utilize and certain risks
attendant to those investments, policies and strategies. There is no guarantee
that any Portfolio's objectives will be achieved.

Investing in smaller, newer issuers generally involves greater risk than
investing in larger, more established issuers. Companies in which Alger
American Small Capitalization Portfolio is likely to invest may have limited
product lines, markets or financial resources and may lack management depth.
The securities of such companies may have limited marketability and may be
subject to more abrupt or erratic market movements than securities of larger,
more established companies or the market averages in general. Accordingly, an
investment in the Portfolio may not be appropriate for all investors. These
risks may also apply to investments in smaller companies by all other
Portfolios.

U.S. GOVERNMENT OBLIGATIONS
Bills, notes, bonds and other debt securities issued by the U.S. Treasury are
direct obligations of the U.S. Government and differ mainly in the length of
their maturities.

U.S. GOVERNMENT AGENCY SECURITIES
These securities are issued or guaranteed by U.S. Government-sponsored
enterprises and federal agencies. These include securities issued by the
Federal National Mortgage Association, Government National Mortgage
Association, Federal Home Loan Bank, Federal Land Banks, Farmers Home
Administration, Banks for Cooperatives, Federal Intermediate Credit Banks,
Federal Financing Bank, Farm Credit Banks, the Small Business Administration,
Federal Housing Administration and Maritime Administration. Some of these
securities are supported by the full faith and credit of the U.S. Treasury; and
the remainder are supported only by the credit of the instrumentality, which
may or may not include the right of the issuer to borrow from the Treasury.

Certain of these securities may have volatility risks, prepayment risks and
extension risk, which could have a negative impact on the investing portfolio's
net asset value.

BANK OBLIGATIONS
These are certificates of deposit, bankers' acceptances and other short-term
debt obligations. Certificates of deposit are short-term obligations of
commercial banks. A bankers' acceptance is a time draft drawn on a commercial
bank by a borrower, usually in connection with international commercial
transactions. Certificates of deposit may have fixed or variable rates.

The Portfolios will not invest in any debt security issued by a commercial bank
unless (i) the bank has total assets of at least $1 billion, or the equivalent
in other currencies, or, in the case of domestic banks which do not have total
assets of at least $1 billion, the aggregate investment made in any one such
bank is limited to $100,000 and the principal amount of such investment is
insured in full by the Federal Deposit Insurance Corporation, (ii) in the case
of U.S. banks, it is a member of the Federal Deposit Insurance Corporation, and
(iii) in the case of foreign banks, the security is, in the opinion of Alger
Management, the Fund's investment manager, of an investment quality comparable
to other debt securities which may be purchased by the Portfolios. These
limitations do not prohibit investments in securities issued by foreign



                                      -3-
<PAGE>

branches of U.S. banks, provided such U.S. banks meet the foregoing
requirements.

FOREIGN BANK OBLIGATIONS
Investments by the Portfolios in foreign bank obligations and obligations of
foreign branches of domestic banks present certain risks, including the impact
of future political and economic developments, the possible imposition of
withholding taxes on interest income, the possible seizure or nationalization
of foreign deposits, the possible establishment of exchange controls and/or the
addition of other foreign governmental restrictions that might affect adversely
the payment of principal and interest on these obligations. In addition, there
may be less publicly available and reliable information about a foreign bank
than about domestic banks owing to different accounting, auditing, reporting
and recordkeeping standards. In view of these risks, Alger Management will
carefully evaluate these investments on a case-by-case basis.

SHORT-TERM CORPORATE DEBT SECURITIES
These are outstanding nonconvertible corporate debt securities (e.g., bonds and
debentures) which have one year or less remaining to maturity. Corporate notes
may have fixed, variable or floating rates.

COMMERCIAL PAPER
These are short-term promissory notes issued by corporations primarily to
finance short-term credit needs.

VARIABLE RATE MASTER DEMAND NOTES
These are unsecured instruments that permit the indebtedness thereunder to vary
and provide for periodic adjustments in the interest rate. Because these notes
are direct lending arrangements between the Portfolio and the issuer, they are
not normally traded. Although no active secondary market may exist for these
notes, the Portfolio may demand payment of principal and accrued interest at
any time or may resell the note to a third party. While the notes are not
typically rated by credit rating agencies, issuers of variable rate master
demand notes must satisfy Alger Management that the same criteria for issuers
of commercial paper are met. In addition, when purchasing variable rate master
demand notes, Alger Management will consider the earning power, cash flows and
other liquidity ratios of the issuers of the notes and will continuously
monitor their financial status and ability to meet payment on demand. In the
event an issuer of a variable rate master demand note were to default on its
payment obligations, the Portfolio might be unable to dispose of the note
because of the absence of a secondary market and could, for this or other
reasons, suffer a loss to the extent of the default.

REPURCHASE AGREEMENTS
Under the terms of a repurchase agreement, a Portfolio would acquire a high
quality money market instrument for a relatively short period (usually not more
than one week) subject to an obligation of the seller to repurchase, and the
Portfolio to resell, the instrument at an agreed price (including accrued
interest) and time, thereby determining the yield during the Portfolio's
holding period. Repurchase agreements may be seen to be loans by the Portfolio
collateralized by the underlying instrument. This arrangement results in a
fixed rate of return that is not subject to market fluctuations during the
Portfolio's holding period and not necessarily related to the rate of return on
the underlying instrument. The value of the underlying securities, including
accrued interest, will be at least equal at all times to the total amount of
the repurchase obligation, including interest. A Portfolio bears a risk of loss
in the event that the other party to a repurchase agreement defaults on its
obligations and the Portfolio is delayed in or prevented from exercising its
rights to dispose of the collateral securities, including the risk of a
possible decline in the value of the underlying securities during the period in
which the Portfolio seeks to assert these rights, the risk of incurring
expenses associated with asserting these rights and the risk of losing all or
part of the income from the agreement. Alger Management, acting under the
supervision of the Fund's Board of Trustees, reviews the credit worthiness of
those banks and dealers with which the Portfolios enter into repurchase
agreements to evaluate these risks and monitors on an ongoing basis the value
of the securities subject to repurchase agreements to ensure that the value is
maintained at the required level.

REVERSE REPURCHASE AGREEMENTS
(ALGER AMERICAN BALANCED PORTFOLIO)
Reverse repurchase agreements are the same as repurchase agreements except
that, in this instance, the Portfolio would assume the role of seller/borrower
in the transaction. The Portfolio will maintain segregated accounts consisting
of cash or liquid securities that at all times are in an amount equal to their
obligations under reverse repurchase agreements. The Portfolio will invest the
proceeds in money market instruments or repurchase agreements maturing not
later than the expiration of the reverse repurchase agreement. Reverse
repurchase agreements involve the risk that the market value of the securities
sold by the Portfolio



                                      -4-
<PAGE>



may decline below the repurchase price of the securities. Under the Investment
Company Act of 1940, as amended (the "Act"), reverse repurchase agreements may
be considered borrowings by the seller; accordingly, the Portfolio will limit
its investments in reverse repurchase agreements and other borrowings to no
more than one-third of its total assets less liabilities other than the
repurchase obligation.

FIRM COMMITMENT AGREEMENTS AND
WHEN-ISSUED PURCHASES
Firm commitment agreements and "when-issued" purchases call for the purchase of
securities at an agreed price on a specified future date and would be used, for
example, when a decline in the yield of securities of a given issuer is
anticipated and a more advantageous yield may be obtained by committing
currently to purchase securities to be issued later. When a Portfolio purchases
a security under a firm commitment agreement or on a when-issued basis it
assumes the risk of any decline in value of the security occurring between the
date of the agreement or purchase and the settlement date of the transaction. A
Portfolio will not use these transactions for leveraging purposes and,
accordingly, will segregate cash or liquid securities in an amount sufficient
at all times to meet its purchase obligations under these agreements.

WARRANTS AND RIGHTS
Each Portfolio may invest in warrants and rights. A warrant is a type of
security that entitles the holder to buy a proportionate amount of common stock
at a specified price, usually higher than the market price at the time of
issuance, for a period of years or to perpetuity. In contrast, rights, which
also represent the right to buy common shares, normally have a subscription
price lower than the current market value of the common stock and a life of two
to four weeks. Warrants are freely transferable and are traded on the major
securities exchanges.

ILLIQUID AND RESTRICTED SECURITIES
An investment may be illiquid because of the absence of an active trading
market, making it difficult to sell promptly at an acceptable price. A
restricted security is one that has a contractual restriction on its resale or
which cannot be sold publicly until it is registered under the Securities Act
of 1933, as amended. Each Portfolio may invest in restricted securities
governed by Rule 144A under the Securities Act of 1933, as amended. In adopting
Rule 144A, the Securities and Exchange Commission (the "SEC") specifically
stated that restricted securities traded under Rule 144A may be treated as
liquid for purposes of investment limitations if the board of trustees (or the
fund's adviser acting subject to the board's supervision) determines that the
securities are in fact liquid. The Board of Trustees has delegated its
responsibility to Alger Management to determine the liquidity of each
restricted security purchased pursuant to the Rule, subject to the Board of
Trustees' oversight and review. Examples of factors that will be taken into
account in evaluating the liquidity of a Rule 144A security, both with respect
to the initial purchase and on an ongoing basis, include, among others: (1) the
frequency of trades and quotes for the security; (2) the number of dealers
willing to purchase or sell the security and the number of other potential
purchasers; (3) dealer undertakings to make a market in the security; and (4)
the nature of the security and the nature of the marketplace trades (e.g., the
time needed to dispose of the security, the method of soliciting offers and the
mechanics of transfer). If institutional trading in restricted securities were
to decline to limited levels, the liquidity of the Fund's portfolio could be
adversely affected.

SHORT SALES
Each Portfolio may sell securities "short against the box." While a short sale
is the sale of a security the Portfolio does not own, it is "against the box"
if at all times when the short position is open the Portfolio owns an equal
amount of the securities or securities convertible into, or exchangeable
without further consideration for, securities of the same issue as the
securities sold short.

LENDING OF PORTFOLIO SECURITIES
In order to generate income and to offset expenses, each Portfolio may lend
portfolio securities with a value up to 331/3% of the Portfolio's total assets
including collateral on such loans, less liabilities exclusive of the
obligation to return such collateral, to brokers, dealers and other financial
organizations. The Portfolios will not lend securities to Alger Management or
its affiliates. By lending its securities, a Portfolio can increase its income
by continuing to receive interest or dividends on the loaned securities as well
as by either investing the cash collateral in short-term securities or by
earning income in the form of interest paid by the borrower when U.S.
Government securities or letters of credit are used as collateral. Each
Portfolio will adhere to the following conditions whenever its securities are
loaned: (a) the Portfolio must receive at least 100 percent cash collateral or
equivalent securities from the borrower; (b) the bor



                                      -5-
<PAGE>

rower must increase this collateral whenever the market value of the
securities, including accrued interest, exceeds the value of the collateral;
(c) the Portfolio must be able to terminate the loan at any time; (d) the
Portfolio must receive reasonable interest on the loan, as well as any
dividends, interest or other distributions on the loaned securities and any
increase in market value; (e) the Portfolio may pay only reasonable custodian
fees in connection with the loan; and (f) voting rights on the loaned
securities may pass to the borrower; provided, however, that if a material
event adversely affecting the investment occurs, the Fund's Board of Trustees
must terminate the loan and regain the right to vote the securities. A
Portfolio bears a risk of loss in the event that the other party to a
securities loan transaction defaults on its obligations and the Portfolio is
delayed in or prevented from exercising its rights to dispose of the collateral
including the risk of a possible decline in the value of the collateral
securities during the period in which the Portfolio seeks to assert these
rights, the risk of incurring expenses associated with asserting these rights
and the risk of losing all or a part of the income from the transaction.

FOREIGN SECURITIES
Each Portfolio may invest up to 20% of the value of its total assets in foreign
securities (not including American Depositary Receipts, American Depositary
Shares or U.S. dollar-denominated securities of foreign issuers). Foreign
securities investments may be affected by changes in currency exchange rates or
exchange control regulations, changes in governmental administration or
economic or monetary policy (in the United States and abroad) or changed
circumstances in dealing among nations. Dividends paid by foreign issuers may
be subject to withholding and other foreign taxes that may decrease the net
return on these investments as compared to dividends paid to the Portfolio by
domestic corporations. It should be noted that there may be less publicly
available information about foreign issuers than about domestic issuers, and
foreign issuers are not subject to uniform accounting, auditing and financial
reporting standards and requirements comparable to those of domestic issuers.
Securities of some foreign issuers are less liquid and more volatile than
securities of comparable domestic issuers and foreign brokerage commissions are
generally higher than in the United States. Foreign securities markets may also
be less liquid, more volatile and less subject to government supervision than
those in the United States. Investments in foreign countries could be affected
by other factors not present in the United States, including expropriation,
confiscatory taxation and potential difficulties in enforcing contractual
obligations. Securities purchased on a foreign exchange may be held in custody
by a bank or other depository located in that market. It should be noted that
certain of the risks associated with foreign securities may also apply to
American Depositary Receipts and American Depositary Shares.

BORROWING (ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO)
Alger American Leveraged AllCap Portfolio may borrow money from banks and use
it to purchase additional securities. This borrowing is known as leveraging.
Leveraging increases both investment opportunity and investment risk. If the
investment gains on securities purchased with borrowed money exceed the cost of
borrowing, including interest paid on the borrowing, the net asset value of the
Portfolio's shares will rise faster than would otherwise be the case. On the
other hand, if the investment gains fail to cover the cost (including interest)
of borrowings, or if there are losses, the net asset value of the Portfolio's
shares will decrease faster than would otherwise be the case. The Portfolio may
also borrow from banks for temporary or emergency purposes. The Portfolio is
required to maintain continuous asset coverage (that is, total assets including
borrowings, less liabilities exclusive of borrowings) of 300% of the amount
borrowed. If such asset coverage should decline below 300% as a result of
market fluctuations or other reasons, the Portfolio may be required to sell
some of its portfolio holdings within three days to reduce the debt and restore
the 300% asset coverage, even though it may be disadvantageous from an
investment standpoint to sell securities at that time.

OPTIONS (ALGER AMERICAN LEVERAGED
ALLCAP PORTFOLIO)
The Portfolio may buy and sell (write) exchange listed options in order to
obtain additional return or to hedge the value of its portfolio although, as in
the past, it does not currently intend to rely on these strategies extensively,
if at all. Hedging transactions are intended to reduce the risk of price
fluctuations. The Portfolio may write an option on a security only if the
option is "covered". Although the Portfolio will in any event generally not
purchase or write options that appear to lack an active secondary market, there
is no assurance that a liquid secondary market on an exchange will exist for
any particular option. The Portfolio will not purchase options if, as a result,
the aggregate cost of all outstanding options exceeds 10% of the Portfolio's
total assets, although no more than 5% will



                                      -6-
<PAGE>

be committed to transactions entered into for non-hedging purposes.

A call option on a security is a contract that gives the holder of the option
the right, in return for a premium paid, to buy from the writer (seller) of the
call option the security underlying the option at a specified exercise price at
any time during the term of the option. The writer of the call option has the
obligation upon exercise of the option to deliver the underlying security upon
payment of the exercise price during the option period. A put option on a
security is a contract that, in return for the premium, gives the holder of the
option the right to sell to the writer (seller) the underlying security at a
specified price during the term of the option. The writer of the put, who
receives the premium, has the obligation to buy the underlying security upon
exercise at the exercise price during the option period.

A call option written by the Portfolio on a security is "covered" if the
Portfolio owns the underlying security covered by the call or has an absolute
and immediate right to acquire that security without additional cash
consideration (or for additional cash consideration held in a segregated
account) upon conversion or exchange of other securities held in its portfolio.
A call option is also covered if the Portfolio holds a call on the same
security as the call written where the exercise price of the call held is (1)
equal to or less than the exercise price of the call written or (2) greater
than the exercise price of the call written if the difference is maintained by
the Portfolio in cash, U.S. Government securities or other high-grade
short-term obligations in a segregated account. A put option written by the
Portfolio is "covered" if the Portfolio maintains cash or other high-grade
short-term obligations with a value equal to the exercise price in a segregated
account, or else holds a put on the same security as the put written where the
exercise price of the put held is equal to or greater than the exercise price
of the put written.

If the Portfolio has written an option, it may terminate its obligation by
effecting a closing purchase transaction. This is accomplished by purchasing an
option of the same series as the option previously written. However, once the
Portfolio has been assigned an exercise notice, the Portfolio will be unable to
effect a closing purchase transaction. Similarly, if the Portfolio is the
holder of an option it may liquidate its position by effecting a closing sale
transaction. This is accomplished by selling an option of the same series as
the option previously purchased. There can be no assurance that a closing
purchase or sale transaction can be effected when the Portfolio so desires.

The Portfolio would realize a profit from a closing transaction if the price of
the transaction were less than the premium received from writing the option or
more than the premium paid to purchase the option; the Portfolio would realize
a loss from a closing transaction if the price of the transaction were less
than the premium paid to purchase the option. Since call option prices
generally reflect increases in the price of the underlying security, any loss
resulting from the repurchase of a call option may also be wholly or partially
offset by unrealized appreciation of the underlying security. Other principal
factors affecting the market value of a put or a call option include supply and
demand, interest rates, the current market price and price volatility of the
underlying security and the time remaining until the expiration date.

An option position may be closed out only on an exchange which provides a
secondary market for an option of the same series. There is no assurance that a
liquid secondary market on an exchange will exist for any particular option. In
such event it might not be possible to effect closing transactions in a
particular option so that the Portfolio would have to exercise its option in
order to realize any profit and would incur brokerage commissions upon the
exercise of the option. If the Portfolio, as a covered call option writer, were
unable to effect a closing purchase transaction in a secondary market, it would
not be able to sell the underlying security until the option expired or it
delivered the underlying security upon exercise or otherwise cover the
position.

In addition to options on securities, the Portfolio may also purchase and sell
call and put options on securities indexes. A stock index reflects in a single
number the market value of many different stocks. Relative values are assigned
to the stocks included in an index and the index fluctuates with changes in the
market values of the stocks. The options give the holder the right to receive a
cash settlement during the term of the option based on the difference between
the exercise price and the value of the index. By writing a put or call option
on a securities index, the Portfolio would be obligated, in return for the
premium received, to make delivery of this amount. The Portfolio could offset
its position in stock index options prior to expira-


                                      -7-
<PAGE>



tion by entering into a closing transaction on an exchange or it could let the
option expire unexercised.

Use of options on securities indexes entails the risk that trading in the
options may be interrupted if trading in certain securities included in the
index is interrupted. The Portfolio would not purchase these options unless
Alger Management were satisfied with the development, depth and liquidity of
the market and Alger Management believed the options could be closed out.

Price movements in the Portfolio's securities may not correlate precisely with
movements in the level of an index and, therefore, the use of options on
indexes cannot serve as a complete hedge and would depend, in part, on the
ability of Alger Management to predict correctly movements in the direction of
the stock market generally or of a particular industry. Because options on
securities indexes require settlement in cash, Alger Management might be forced
to liquidate portfolio securities to meet settlement obligations.

Although Alger Management will attempt to take appropriate measures to minimize
the risks relating to any trading by the Portfolio input and call options,
there can be no assurance that the Portfolio will succeed in any option-trading
program it undertakes.

STOCK INDEX FUTURES AND OPTIONS ON STOCK
INDEX FUTURES (ALGER AMERICAN LEVERAGED
ALLCAP PORTFOLIO)
If the Portfolio utilizes these investments, it will do so only for hedging,
not speculative, purposes. Futures are generally bought and sold on the
commodities exchanges where they are listed with payment of initial and
variation margin as described below. The sale of a futures contract creates a
firm obligation by the Portfolio, as seller, to deliver to the buyer the net
cash amount called for in the contract at a specified future time. Put options
on futures might be purchased to protect against declines in the market values
of securities occasioned by a decline in stock prices and securities index
futures might be sold to protect against a general decline in the value of
securities of the type that comprise the index. Options on futures contracts
are similar to options on securities except that an option on a futures
contract gives the purchaser the right in return for the premium paid to assume
a position in a futures contract and obligates the seller to deliver such
position.

A stock index future obligates the seller to deliver (and the purchaser to
take) an amount of cash equal to a specific dollar amount times the difference
between the value of a specific stock index at the close of the last trading
day of the contract and the price at which the agreement is made. No physical
delivery of the underlying stocks in the index is made. With respect to stock
indexes that are permitted investments, the Portfolio would purchase and sell
futures contracts on the stock index for which it could obtain the best price
with considerations also given to liquidity. While incidental to its securities
activities, the Portfolio may use index futures as a substitute for a
comparable market position in the underlying securities, although it has not
invested in index futures in the past.

The risk of imperfect correlation will increase as the composition of the
Portfolio varies from the composition of the stock index. In an effort to
compensate for the imperfect correlation of movements in the price of the
securities being hedged and movements in the price of the stock index futures,
the Portfolio may, if it uses a hedging strategy, buy or sell stock index
futures contracts in a greater or lesser dollar amount than the dollar amount
of the securities being hedged if the historical volatility of the stock index
futures has been less or greater than that of the securities. Such
"over-hedging" or "under-hedging" may adversely affect the Portfolio's net
investment results if market movements are not as anticipated when the hedge is
established.

An option on a stock index futures contract, as contrasted with the direct
investment in such a contract, gives the purchaser the right, in return for the
premium paid, to assume a position in a stock index futures contract at a
specified exercise price at any time prior to the expiration date of the
option. The Portfolio would sell options on stock index futures contracts only
as part of closing purchase transactions to terminate its options positions. No
assurance can be given that such closing transactions could be effected or that
there would be correlation between price movements in the options on stock
index futures and price movements in the Portfolio's securities which were the
subject of the hedge. In addition, the Portfolio's purchase of such options
would be based upon predictions as to anticipated market trends, which could
prove to be inaccurate.

The Portfolio's use, if any, of stock index futures and options thereon will in
all cases be consistent with applicable regulatory requirements and in
particular the rules and regulations of the Commodity Futures Trading
Commission and will be entered into, if at all, only



                                      -8-
<PAGE>

for bona fide hedging, risk management or other portfolio management purposes.
Typically, maintaining a futures contract or selling an option thereon requires
the Portfolio to deposit with a financial intermediary as security for its
obligations an amount of cash or other specified assets (initial margin) which
initially is typically 1% to 10% of the face amount of the contract (but may be
higher in some circumstances). Additional cash or assets (variation margin) may
be required to be deposited thereafter on a daily basis as the market-to-market
value of the contract fluctuates. The purchase of an option on stock index
futures involves payment of a premium for the option without any further
obligation on the part of the Portfolio. If the Portfolio were to exercise an
option on a futures contract it would be obligated to post initial margin (and
potential subsequent variation margin) for the resulting futures position just
as it would for any position. Futures contracts and options thereon are
generally settled by entering into an offsetting transaction but there can be
no assurance that the position can be offset prior to settlement at an
advantageous price, nor that delivery will occur.

The Portfolio will not enter into a futures contract or related option (except
for closing transactions) if, immediately thereafter, the sum of the amount of
its initial margin and premiums on open futures contracts and options thereon
would exceed 5% of the Portfolio's total assets (taken at current value);
however, in the case of an option that is in-the-money at the time of the
purchase, the in-the-money amount may be excluded in calculating the 5%
limitation.

OTHER INVESTMENTS
In addition to the securities and investment techniques listed above under "The
Portfolios," each Portfolio may invest in bank and thrift obligations,
obligations issued or guaranteed by the U.S. Government or by its agencies or
instrumentalities, foreign bank obligations and obligations of foreign branches
of domestic banks, variable rate master demand notes, firm commitment
agreements and "when-issued" purchases.

INVESTMENT RESTRICTIONS
The investment restrictions numbered 1 through 12 below have been adopted by
each of the Portfolios as fundamental policies. The Portfolios' investment
objectives are also fundamental policies. Under the Act, a "fundamental" policy
may not be changed without the vote of a "majority of the outstanding voting
securities" of the Portfolio, which is defined in the Act as the lesser of (a)
67 percent or more of the shares of the Portfolio present at a Fund meeting if
the holders of more than 50 percent of the outstanding shares of the Fund are
present or represented by proxy or (b) more than 50 percent of the outstanding
shares of the Portfolio. Investment restrictions 13 through 19 may be changed
by vote of a majority of the Fund's Board of Trustees at any time.

The investment policies prohibit each Portfolio from:

1. Purchasing the securities of any issuer, other than U.S. Government
securities, if as a result more than 5% of the value of a Portfolio's total
assets would be invested in the securities of the issuer, except that up to 25
percent of the value of the Portfolio's total assets may be invested without
regard to this limitation.

2. Purchasing more than 10 percent of the voting securities of any one issuer
or more than 10 percent of the securities of any class of any one issuer. This
limitation shall not apply to investments in U.S. Government securities.

3. Selling securities short or purchasing securities on margin, except that the
Portfolio may obtain any short-term credit necessary for the clearance of
purchases and sales of securities. These restrictions shall not apply to
transactions involving selling securities "short against the box."

4. Borrowing money, except that (a) the Portfolio may borrow for temporary or
emergency (but not leveraging, except for the Alger American Leveraged AllCap
Portfolio) purposes, including the meeting of redemption requests that might
otherwise require the untimely disposition of securities, in an amount not
exceeding 10 percent of the value of the Portfolio's total assets (including
the amount borrowed) valued at the lesser of cost or market, less liabilities
(not including the amount borrowed) at the time the borrowing is made; (b) the
Alger American Balanced Portfolio may engage in transactions in reverse
repurchase agreements; and (c) the Alger American Leveraged AllCap Portfolio
may borrow from banks for investment purposes as set forth in the Prospectus.
Whenever borrowings described in (a) exceed 5% of the value of the Portfolio's
total assets, the Portfolio will not make any additional investments.
Immediately after any borrowing, including reverse repurchase agreements and
mortgage-backed rolls, the Portfolio will maintain asset coverage of not less
than 300 percent with respect to all borrowings.



                                      -9-
<PAGE>

5. Pledging, hypothecating, mortgaging or otherwise encumbering more than 10
percent of the value of the Portfolio's total assets except in conjunction with
borrowings as noted in 4(c) above. These restrictions shall not apply to
transactions involving reverse repurchase agreements or the purchase of
securities subject to firm commitment agreements or on a when-issued basis.

6. Underwriting the securities of other issuers, except insofar as the
Portfolio may be deemed to be an underwriter under the Securities Act of 1933,
as amended, by virtue of disposing of portfolio securities.

7. Making loans to others, except through purchasing qualified debt
obligations, lending portfolio securities or entering into repurchase
agreements.

8. Investing in securities of other investment companies, except as they may be
acquired as part of a merger, consolidation, reorganization, acquisition of
assets or offer of exchange.

9. Purchasing any securities that would cause more than 25 percent of the value
of the Portfolio's total assets to be invested in the securities of issuers
conducting their principal business activities in the same industry; provided
that there shall be no limit on the purchase of U.S. Government securities.

10. Investing in commodities, except that the Alger American Leveraged AllCap
Portfolio may purchase or sell stock index futures contracts and related
options thereon if, thereafter, no more than 5% of its total assets are
invested in margin and premiums.

11. Investing more than 10 percent (15 percent in the case of Alger American
Leveraged AllCap Portfolio) of its net assets in securities which are illiquid
by virtue of legal or contractual restrictions on resale or the absence of a
readily available market. However, securities with legal and contractual
restrictions on resale may be purchased if they are determined to be liquid,
and such purchases would not be subject to the limit stated above.

12. Issuing senior securities, except that the Alger American Leveraged AllCap
Portfolio may borrow from banks for investment purposes so long as the
Portfolio maintains the required asset coverage.

13. Purchasing or selling real estate, except that the Portfolio may purchase
and sell securities secured by real estate, mortgages or interests therein and
securities that are issued by companies that invest or deal in real estate.

14. Writing or selling puts, calls, straddles, spreads or combinations thereof,
except that Alger American Leveraged AllCap Portfolio may buy and sell (write)
options.

15. Investing in oil, gas or other mineral exploration or development programs,
except that the Portfolio may invest in the securities of companies that invest
in or sponsor those programs.

16. Purchasing any security if as a result the Portfolio would then have more
than 5% of its total assets invested in securities of issuers (including
predecessors) that have been in continual operation for less than three years.
This limitation shall not apply to investments in U.S. Government securities.

17. Making investments for the purpose of exercising control or management.

18. Investing in warrants, except that the Portfolio may invest in warrants if,
as a result, the investments (valued at the lower of cost or market) would not
exceed five percent of the value of the Portfolio's net assets, of which not
more than 2% of the Portfolio's net assets may be invested in warrants not
listed on a recognized domestic stock exchange. Warrants acquired by the
Portfolio as part of a unit or attached to securities at the time of
acquisition are not subject to this limitation.

19. Purchasing or retaining the securities of any issuer if, to the knowledge
of the Fund, any of the officers, directors or trustees of the Fund or Alger
Management individually owns more than .5% of the outstanding securities of the
issuer and together they own beneficially more than 5% of the securities.

Except in the case of the 300 percent limitation set forth in Investment
Restriction No. 4 and as may be otherwise stated, the percentage limitations
contained in the foregoing restrictions and in the Fund's other investment
policies apply at the time of the purchase of the securities and a later
increase or decrease in percentage resulting from a change in the values of the
securities or in the amount of the Portfolio's assets will not constitute a
violation of the restriction.

PORTFOLIO TRANSACTIONS
Decisions to buy and sell securities and other financial instruments for a
Portfolio are made by Alger Manage



                                      -10-
<PAGE>

ment, which also is responsible for placing these transactions, subject to the
overall review of the Fund's Board of Trustees. Although investment
requirements for each Portfolio are reviewed independently from those of the
other accounts managed by Alger Management and those of the other Portfolios,
investments of the type the Portfolios may make may also be made by these other
accounts or Portfolios. When a Portfolio and one or more other Portfolios or
accounts managed by Alger Management are prepared to invest in, or desire to
dispose of, the same security or other financial instrument, available
investments or opportunities for sales will be allocated in a manner believed
by Alger Management to be equitable to each. In some cases, this procedure may
affect adversely the price paid or received by a Portfolio or the size of the
position obtained or disposed of by a Portfolio.

Transactions in equity securities are in many cases effected on U.S. stock
exchanges and involve the payment of negotiated brokerage commissions. There is
generally no stated commission in the case of securities traded in the
over-the-counter markets, but the prices of those securities include
undisclosed commissions or mark-ups. Purchases and sales of money market
instruments and debt securities usually are principal transactions. These
securities are normally purchased directly from the issuer or from an
underwriter or market maker for the securities. The cost of securities
purchased from underwriters includes an underwriting commission or concession
and the prices at which securities are purchased from and sold to dealers
include a dealer's mark-up or mark-down. U.S. Government securities are
generally purchased from underwriters or dealers, although certain newly issued
U.S. Government securities may be purchased directly from the U.S. Treasury or
from the issuing agency or instrumentality.

To the extent consistent with applicable provisions of the Act and the rules and
exemptions adopted by the SEC thereunder, as well as other regulatory
requirements, the Fund's Board of Trustees has determined that portfolio
transactions will be executed through Fred Alger & Company, Incorporated ("Alger
Inc.") if, in the judgment of Alger Management, the use of Alger Inc. is likely
to result in price and execution at least as favorable as those of other
qualified broker-dealers and if, in particular transactions, Alger Inc. charges
the Portfolio involved a rate consistent with that charged to comparable
unaffiliated customers in similar transactions. Such transactions will be fair
and reasonable to the Portfolio's shareholders. Over-the-counter purchases and
sales are transacted directly with principal market makers except in those cases
in which better prices and executions may be obtained elsewhere. Principal
transactions are not entered into with affiliates of the Fund except pursuant to
exemptive rules or orders adopted by the SEC.

In selecting brokers or dealers to execute portfolio transactions on behalf of
a Portfolio, Alger Management seeks the best overall terms available. In
assessing the best overall terms available for any transaction, Alger
Management will consider the factors it deems relevant, including the breadth
of the market in the investment, the price of the investment, the financial
condition and execution capability of the broker or dealer and the
reasonableness of the commission, if any, for the specific transaction and on a
continuing basis. In addition, Alger Management is authorized, in selecting
parties to execute a particular transaction and in evaluating the best overall
terms available, to consider the brokerage and research services, as those
terms are defined in section 28(e) of the Securities Exchange Act of 1934,
provided to the Portfolio involved, the other Portfolios and/or other accounts
over which Alger Management or its affiliates exercise investment discretion.
Alger Management's fees under its agreements with the Portfolios are not
reduced by reason of its receiving brokerage and research service. The Fund's
Board of Trustees will periodically review the commissions paid by the
Portfolios to determine if the commissions paid over representative periods of
time are reasonable in relation to the benefits inuring to the Portfolios.
During the fiscal year ended December 31, 1997, the Fund paid an aggregate of
approximately $7,837,883 in commissions to broker-dealers in connection with
portfolio transactions of which $7,712,699 was paid to Alger Inc. During the
fiscal year ended December 31, 1998, the Fund paid an aggregate of
approximately $7,974,970 in commissions to broker-dealers in connection with
portfolio transactions, of which $7,917,064 was paid to Alger Inc. During the
fiscal year ended December 31, 1999 the Fund paid an aggregate of approximately
$9,923,576 in commissions to broker-dealers in connection with portfolio
transactions of which $9,838,129 (99%) was paid to Alger Inc. Alger Inc. does
not engage in principal transactions with the Fund and, accordingly, received
no compensation in connection with securities purchased or sold in that manner,
which includes securities traded in the



                                      -11-
<PAGE>

over-the-counter markets, money market investments and most debt securities.
Unusually unsettled market conditions for 1999 were reflected in higher
portfolio turnover rates for each portfolio in comparison with 1998.

NET ASSET VALUE
Net Asset Value is calculated as of the close of business (normally 4:00 p.m.
Eastern time) on each day the New York Stock Exchange ("NYSE") is open.

The assets of the Portfolios are generally valued on the basis of market
quotations. Securities whose principal market is on an exchange or in the
over-the-counter market are valued at the last reported sales price or, in the
absence of reported sales, at the mean between the bid and asked price or, in
the absence of a recent bid or asked price, the equivalent as obtained from one
or more of the major market makers for the securities to be valued. Bonds and
other fixed income securities may be valued on the basis of prices provided by
a pricing service when the Fund's Board of Trustees believes that these prices
reflect the fair market value of the securities. Other investments and other
assets, including restricted securities and securities for which market
quotations are not readily available, are valued at fair value under procedures
approved by the Fund's Board of Trustees. Short-term securities with maturities
of 60 days or less are valued at amortized cost, as described below, which
constitutes fair value as determined by the Fund's Board of Trustees.

The valuation of money market instruments with maturities of 60 days or less is
based on their amortized cost which does not take into account unrealized
capital gains or losses. Amortized cost valuation involves initially valuing an
instrument at its cost and thereafter assuming a constant amortization to
maturity of any discount or premium, regardless of the impact of fluctuating
interest rates on the market value of the instrument. Although this method
provides certainty in valuation, it may result in periods during which value,
as determined by amortized cost, is higher or lower than the price a Portfolio
would receive if it sold the instrument.

PURCHASES AND REDEMPTIONS
Shares of the Portfolios are offered by the Fund on a continuous basis to
separate accounts of certain life insurance companies ("Participating Insurance
Companies") and to Plans. Shares are distributed by Alger Inc. as principal
underwriter for the Fund pursuant to a distribution agreement (the
"Distribution Agreement") which provides that Alger Inc. accepts orders for
shares at net asset value and no sales commission or load is charged.

The separate accounts of the Participating Insurance Companies place orders to
purchase and redeem shares of each Portfolio based on, among other things, the
amount of premium payments to be invested and the amount of surrender and
transfer requests (as defined in the prospectuses describing the VA contracts
and VLI policies issued by the Participating Insurance Companies) to be
effected on that day pursuant to VA contracts and VLI policies. Plan trustees
purchase and redeem Portfolio shares. Plan participants cannot contact the Fund
directly to purchase shares of the Portfolios but may invest in shares of the
Portfolios only through their Plan. The Fund does not assess any fees, either
when it sells or when it redeems its shares. Surrender charges, mortality and
expense risk frees and other charges may be assessed by Participating Insurance
Companies under the VA contracts or VLI policies. These fees should be
described in the Participating Insurance Companies' prospectuses. Any charges
assessed by the Plans should be described in the Plan documents. Participants
should contact their Plan sponsor for information concerning the appropriate
procedure for investing in the Fund.

The Fund may suspend the right of redemption of shares of any Portfolio and may
postpone payment for any period: (i) during which the NYSE is closed other than
customary weekend and holiday closings or during which trading on the NYSE is
restricted; (ii) when the SEC determines that a state of emergency exists which
may make payment or transfer not reasonably practicable; (iii) as the SEC may
by order permit for the protection of the shareholders of the Fund; or (iv) at
any other time when the Fund may, under applicable laws and regulations,
suspend payment on the redemption of its shares.

Payment for shares tendered for redemption is ordinarily made in cash. However,
if the Board of Trustees of the Fund determines that it would be detrimental to
the best interest of the remaining shareholders of a Portfolio to make payment
of a redemption order wholly or partly in cash, the Portfolio may pay the
redemption proceeds in whole or in part by a distribution "in kind" of
securities from the Portfolio, in lieu of cash, in conformity with applicable
rules of the Securities and Exchange Commission. The Fund has



                                      -12-
<PAGE>

elected to be governed by Rule 18f-1 under the Act, pursuant to which a
Portfolio is obligated to redeem shares solely in cash up to the lesser of
$250,000 or 1% of the net assets of the Portfolio, during any 90-day period for
any one shareholder. If shares are redeemed in kind, the redeeming shareholder
might incur brokerage or other costs in selling the securities for cash. The
method of valuing securities used to make redemptions in kind will be the same
as the method the Fund uses to value its portfolio securities and such
valuation will be made as of the time the redemption price is determined.

PARTICIPATING INSURANCE
COMPANIES AND PLANS

The Fund currently does not foresee any disadvantages to the holders of VA
contracts and VLI policies arising from the fact that the interests of the
holders of VA contracts and VLI policies may differ, that the Participating
Insurance Companies may not be affiliated with each other or that the Fund may
offer its shares to Plans. Nevertheless, the Fund's Board of Trustees intends
to monitor events in order to identify any material irreconcilable conflicts
which may possibly arise due to differences of tax treatment or other
considerations, and to determine what action, if any, should be taken in
response to such conflicts. If such a conflict were to occur, one or more
Participating Insurance Company separate accounts or Plans might withdraw its
investment in a Portfolio, which might cause the Portfolio to sell portfolio
securities at disadvantageous prices, and orderly portfolio management could be
disrupted to the potential detriment of the VA contract and VLI policy holders
or Plan Participants. The VA contracts and VLI policies are described in the
separate prospectuses issued by the Participating Insurance Companies, and the
Plans are described in the Plan documents made available by the Plan sponsors.
The Fund assumes no responsibility for such prospectuses or plan documents.

MANAGEMENT

TRUSTEES AND OFFICERS OF THE FUND
The Fund is governed by a Board of Trustees which is responsible for protecting
the interests of shareholders under Massachusetts law. Certain information
about the Trustees and officers of the Fund is set forth below. Each of the
officers of the Fund is also an officer, and each of the Trustees is also a
director or trustee, as the case may be, of Castle Convertible Fund, Inc., a
registered closed-end investment company, and The Alger Fund, The Alger
Retirement Fund and Spectra Fund, registered open-end management investment
companies, for all of which Alger Management serves as investment adviser. The
following companies are affiliates of Alger Management: Alger Associates, Inc.
("Associates"), Alger Inc., Alger Properties, Inc. ("Properties"), Alger
Shareholder Services, Inc. ("Services"), Alger Life Insurance Agency, Inc.
("Agency"), and Analysts Resources, Inc. ("ARI"). Unless otherwise noted, the
address of each person named below is One World Trade Center, Suite 9333, New
York, New York 10048.


                                     -13-
<PAGE>

Name, Age and Position
with the Fund and Address              Principal Occupations

Fred M. Alger III (65)*                Chairman of the Boards of Associates,
 Chairman of the Board                 Alger Inc., Alger Management,
                                       Properties, Services, Agency, Fred Alger
                                       International Advisory S.A.
                                       ("International"), The Alger American
                                       Asset Growth Fund ("Asset Growth") and
                                       ARI.

David D. Alger (56)*                   President and Director of Associates,
 President and Trustee                 Alger Management, Alger Inc., ARI,
                                       Properties, Services, International and
                                       Agency; Director of Asset Growth.

Gregory S. Duch (48)                   Executive Vice President, Treasurer and
 Treasurer                             Director of Alger Management, Properties
                                       and Associates; Executive Vice President
                                       and Treasurer of Alger Inc., ARI,
                                       Services and Agency; Director and
                                       Treasurer of International.

Mary E. Marsden-Cochran (47)           Vice President, General Counsel and
 Secretary                             Secretary of Associates, Alger
                                       Management, Alger Inc., Properties, ARI,
                                       Services and Agency (2/96-present);
                                       Secretary of International
                                       (7/96-present); Associate General
                                       Counsel and Vice President of Smith
                                       Barney Inc. (12/94-2/96).

Frederick A. Blum (46)                 Senior Vice President of Alger Inc.
 Assistant Secretary &
 Assistant Treasurer

Stephen E. O'Neil (67)                 Attorney-at-law; private investor since
 Trustee                               1981; Director of Nova Care, Inc. and
 805 Third Avenue                      Brown-Forman Distillers Corporation;
 New York, NY 10022                    formerly President and Vice Chairman of
                                       City Investing Company, Director of
                                       Centerre Bancorporation and Syntro
                                       Corporation, and Counsel to the law firm
                                       of Kohler & Barnes P.C.

Nathan E. Saint-Amand, M.D. (62)       Medical doctor in private practice.
 Trustee
 2 East 88th Street
 New York, NY 10128

B. Joseph White (54)                   Dean, University of Michigan Business
 Trustee                               School; President, William Davidson
 University of Michigan                Institute at the University of Michigan
 Business School                       Business School; Professor of Business
 701 Tappan Street                     Administration, University of Michigan
 Ann Arbor, MI 48109                   Business School; Director, Gordon Food
                                       Service; Trustee and Chair, Audit
                                       Committee, Equity Residential Properties
                                       Trust; Director and Chair, Compensation
                                       Committee, Kelly Services, Inc.

* Fred M. Alger III and David D. Alger are "interested persons" of the Fund, as
  defined in the Act. Fred M. Alger and David D. Alger are brothers.




                                     -14-
<PAGE>

No director, officer or employee of Alger Management or its affiliates will
receive any compensation from the Fund for serving as an officer or Trustee of
the Fund. The Fund pays each independent Trustee a fee of $1500 for each
meeting he attends, to an annual maximum of $6000, and reimburses independent
Trustees for their expenses in attending meetings. The Fund does not offer its
Trustees any pension or retirement benefits and has not done so in the past.
The following table provides compensation amounts paid to independent Trustees
of the Fund for the fiscal year ended December 31, 1999. Mr. White has been a
Trustee of the Fund since February, 1999.


                               Compensation Table

<TABLE>
<CAPTION>
                                                                       TOTAL COMPENSATION PAID TO TRUSTEES FROM
                                                                              THE ALGER RETIREMENT FUND,

                                                AGGREGATE                           THE ALGER FUND,
                                              COMPENSATION                     THE ALGER AMERICAN FUND,

                                             FROM THE ALGER               CASTLE CONVERTIBLE FUND, INC. AND

       NAME OF PERSON, POSITION               AMERICAN FUND                          SPECTRA FUND

       ------------------------             ----------------            ---------------------------------------
<S>                                              <C>                                    <C>
       Stephen E. O'Neil, Trustee                $6,000                                 $34,250
       Nathan E. Saint-Amand, Trustee            $6,000                                 $34,250
       B. Joseph White, Trustee                  $4,500                                 $27,000
</TABLE>




INVESTMENT MANAGER

Alger Management serves as investment manager to each of the Portfolios
pursuant to separate written agreements (the "Management Agreements"). Certain
of the services provided by, and the fees paid by the Portfolios to, Alger
Management under the Management Agreements are described in the Prospectus.
Alger Management is responsible for the overall administration of the Fund,
subject to the supervision of the Board of Trustees. It pays the salaries of
all officers who are employed by both it and the Fund. Alger Management makes
investment decisions for the Portfolios, places orders to purchase and sell
securities on behalf of the Portfolios and selects broker-dealers that, in its
judgment, provide prompt and reliable execution at favorable prices and
reasonable commission rates. It is anticipated that the Fund's distributor,
Alger Inc., an affiliate of Alger Management, will serve as the Fund's broker
in effecting substantially all of the Portfolios' transactions on securities
exchanges and will retain commissions in accordance with certain regulations of
the SEC. Alger Management has agreed to maintain office facilities for the
Fund, furnish the Fund with statistical and research data, clerical, accounting
and bookkeeping services, and certain other services required by the Fund, and
to compute the net asset value, net income and realized capital gains or losses
of the Portfolios. Alger Management prepares semi-annual reports to the SEC and
to shareholders, prepares federal and state tax returns and filings with state
securities commissions, maintains the Fund's financial accounts and records and
generally assists in all aspects of the Fund's operations. Alger Management
bears all expenses in connection with the performance of its services under the
Management Agreements.

Under the Management Agreements, Alger Management receives a fee from each
Portfolio at the following annual rates based on the Portfolio's average daily
net assets: .85% (Alger American Small Capitalization and Leveraged AllCap
Portfolios), .80% (Alger American MidCap Growth Portfolio), .75% (Alger
American Growth and Balanced Portfolios) and .625% (Alger American Income &
Growth Portfolio). This fee is computed daily and paid monthly.

During the fiscal years ended December 31, 1997, 1998, and 1999, Alger
Management earned under the terms of the Management Agreements $217,844,
$365,820 and $610,561 respectively, in respect of Alger American Income &
Growth Portfolio; $12,582,027, $8,665,222, and $6,401,767, respectively, in
respect of Alger American Small Capitalization Portfolio; $8,988,054,
$10,304,264, and $19,706,780 respectively, in respect of Alger American Growth
Portfolio; $103,223, $154,672, and $301,241, respectively, in respect of Alger
American Balanced Portfolio; $3,536,454, $4,156,932, and $5,967,972,
respectively, in respect of Alger American MidCap Growth Portfolio; and
$399,269, $567,333, and $1,585,846 respectively, in respect of Alger American
Leveraged AllCap Portfolio.



                                     -15-
<PAGE>

From time to time Alger Management or its affiliates may compensate insurance
companies or their affiliates whose customers hold shares of the Portfolios for
providing a variety of record-keeping, administrative, marketing and/or
shareholder support services. This compensation, which may be paid at a rate of
up to .45% of the net asset value of shares held by those customers, will be
paid from Alger Management's or its affiliates' resources and not from the
assets of the Fund.

Alger Management is owned by Alger Inc. which in turn is owned by Alger
Associates, Inc., a financial services holding company. Fred M. Alger, III and
his brother, David D. Alger, are the majority shareholders of Alger Associates,
Inc. and may be deemed to control that company and its subsidiaries.

Alger Management personnel ("Access Persons") are permitted to engage in
personal securities transactions subject to the restrictions and procedures of
the Fund's Code of Ethics. Pursuant to the Code of Ethics, Access Persons
generally must preclear all personal securities transactions prior to trading
and are subject to certain prohibitions on personal trading. You can get a copy
of the Fund's Code of Ethics by calling the Fund toll-free at (800) 992-3863.

UNDERWRITER
Alger Inc., the Underwriter for the Fund, is located at 30 Montgomery Street,
Jersey City, NJ 07302. It is the corporate parent of Alger Management.

INDEPENDENT PUBLIC ACCOUNTANTS
Arthur Andersen LLP serves as independent public accountants for the Fund.

EXPENSES
Each Portfolio pays expenses related to its daily operations, such as
management fees, brokerage fees, custodian fees, Trustees' fees, transfer
agency fees and legal and auditing costs. Alger Management has agreed to
reimburse the Portfolios to the extent that the annual operating expenses
(excluding interest, taxes, fees for brokerage services and extraordinary
expenses) of Alger American Balanced Portfolio or Alger American Income and
Growth Portfolio exceed 1.25%, or such expenses of Alger American Small
Capitalization Portfolio, Alger American Growth Portfolio, Alger American
MidCap Growth Portfolio, or Alger American Leveraged AllCap Portfolio exceed
1.50%, of the average daily net assets of the applicable Portfolio for any
fiscal year. Any such expense reimbursements will be estimated and reconciled
daily and paid on a monthly basis. In addition, from time to time, Alger
Management, in its sole discretion and as it deems appropriate, may assume
certain expenses of one or more of the Portfolios while retaining the ability
to be reimbursed by the applicable Portfolio for such amounts prior to the end
of the fiscal year. This will have the effect of lowering the applicable
Portfolio's overall expense ratio and of increasing yield to investors, or the
converse, at the time such amounts are assumed or reimbursed, as the case may
be.

DIVIDENDS AND DISTRIBUTIONS
Each Portfolio will be treated separately in determining the amounts of
dividends of investment income and distributions of capital gains payable to
holders of its shares. Dividends and distributions will be automatically
reinvested at net asset value on the payment date for each shareholder's
account in additional shares of the Portfolio that paid the dividend or
distribution or, in the case of VA contracts and VLI policies, will be paid in
cash at the election of the Participating Insurance Company. Any dividends of
the Portfolios will be declared and paid annually. Distributions of any net
realized capital gains earned by a Portfolio usually will be made annually
after the close of the fiscal year in which the gains are earned. Participating
Insurance Companies and Plans will be informed about the amount and character
of dividends and distributions from the relevant Portfolio for federal income
tax purposes.

TAXES
The following is a summary of selected federal income tax considerations that
may affect the Fund and its shareholders. The summary is not intended to
substitute for individual tax advice and investors are urged to consult their
own tax advisers as to the federal, state and local tax consequences of
investing in the Fund.

Each Portfolio will be treated as a separate taxpayer with the result that, for
federal income tax purposes, the amounts of net investment income and capital
gains earned will be determined on a Portfolio-by-Portfolio (rather than on a
Fund-wide) basis.

If, in any taxable year, a Portfolio fails to qualify as a regulated investment
company under the Code or fails to meet the distribution requirement, it would
be taxed in the same manner as an ordinary corporation and distributions to its
shareholders would not be deductible by the Portfolio in computing its taxable



                                     -16-
<PAGE>

income. In addition, in the event of a failure to qualify, the Portfolio's
distributions, to the extent derived from the Portfolio's current or
accumulated earnings and profits would constitute dividends (eligible for the
corporate dividends-received deduction) which are taxable to shareholders as
ordinary income, even though those distributions might otherwise (at least in
part) have been treated in the shareholders' hands as long-term capital gains.
If a Portfolio fails to qualify as a regulated investment company in any year,
it must pay out its earnings and profits accumulated in that year in order to
qualify again as a regulated investment company. In addition, if a Portfolio
failed to qualify as a regulated investment company for a period greater than
one taxable year, the Portfolio may be required to recognize any net built-in
gains (the excess of the aggregate gains, including items of income, over
aggregate losses that would have been realized if it had been liquidated) in
order to qualify as a regulated investment company in a subsequent year.

Each Portfolio has been structured so that each qualifies separately as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). To so qualify, a Portfolio must, among other
things: (a) derive at least 90% of its gross income in each taxable year from
dividends, interest, payments with respect to securities loans and gains from
the sale or other disposition of stock or securities; and (b) meet certain
quarterly diversification tests.

As a regulated investment company, a Portfolio will not be subject to federal
income tax on its net investment income and net realized capital gains that it
distributes to its shareholders, provided that at least 90% of its net
investment income and net realized short-term capital gains for the taxable
year is distributed. All net investment income and net realized capital gains
distributed by a Portfolio will be reinvested automatically in additional
shares of the Portfolio or paid in cash. Amounts reinvested in additional
shares will be considered to have been distributed to shareholders.

The Fund distributes shares in the Portfolios to Participating Insurance
Companies which will hold those shares, directly or indirectly, in a
"segregated asset account" within the meaning of the Code. To qualify as a
segregated asset account, the Portfolio in which such an account holds shares
must meet the diversification requirements of Section 817(h) of the Code and
the regulations promulgated thereunder.

The Fund has undertaken to meet the diversification requirements of Section
817(h) of the Code. This undertaking may limit the ability of a particular
Portfolio to make certain otherwise permitted investments.

Income on assets of a segregated asset account will not be taxable currently to
VA contracts or VLI policy holders if that account has met the diversification
requirements under Section 817(h) of the Code. In the event an account is not
so qualified, all VA contracts or VLI policies allocating any amount of
premiums to such account will not qualify as "annuity contracts" or "life
insurance" for federal income tax purposes. In that event, the holder of the VA
contract or VLI policy would be taxed as though he owned a proportionate amount
of the assets held by such account during and after all periods for which the
account failed to be qualified.

Generally, distributions from a Plan will be taxable as ordinary income at the
rate applicable to the participant at the time of distribution. In certain
cases, distributions made to a participant from a Plan prior to the date on
which the participant reaches age 591/2 are subject to a penalty tax equivalent
to 10% of the amount so distributed, in addition to the ordinary income tax
payable on such amount for the year in which it is distributed.

CUSTODIAN
Custodial Trust Company, 101 Carnegie Center, Princeton, New Jersey 08540-6231,
serves as custodian for the Fund pursuant to a custodian agreement under which
it holds the Portfolios' assets.

TRANSFER AGENT
Alger Shareholder Services, Inc. ("Services"), 30 Montgomery Street, Jersey
City, New Jersey 07302, serves as transfer agent for the Fund pursuant to a
transfer agency agreement. Under the transfer agency agreement Services
processes purchases and redemptions of shares of the Portfolios, maintains the
shareholder account records for each Portfolio, handles certain communications
between shareholders and the Fund and distributes any dividends and
distributions payable by the Fund. Pursuant to the transfer agency agreement
Services is compensated on a per-account and, for certain transactions, a
per-transaction basis.



                                     -17-
<PAGE>

COUNSEL TO THE FUND
The law firm Hollyer Brady Smith Troxell Barrett Rockett Hines & Mone LLP, 551
Fifth Avenue, New York, NY 10176, acts as counsel to the Fund.

CERTAIN SHAREHOLDERS
Set forth below is certain information regarding significant shareholders of
the Portfolios at April 1, 2000. Ameritas Variable Life Insurance Co. Separate
Account VA-2 Variable Annuity owned beneficially or of record 62.80% of Alger
American Balanced Portfolio. American Skandia Life Assurance Company owned
beneficially or of record 47.15% of Alger American Growth Portfolio and 78.02%
of Alger American MidCap Growth Portfolio. Sun Life of Canada (US) owned
beneficially or of record 25.66% of Alger American Income & Growth Portfolio.
The shareholders identified above may be deemed to control the specified
Portfolios, which may have the effect of proportionately diminishing the voting
power of other shareholders of these Portfolios.

At April 1, 2000, the Fund's officers and Trustees as a group owned less than
1% of any portfolio's shares.

The following table contains information regarding persons known by the Fund to
own beneficially or of record 5% or more of the shares of any Portfolio. All
holdings are expressed as a percentage of a Portfolio's outstanding shares as
of April 1, 2000 and record and beneficial holdings are in each instance
denoted as follows: record/beneficial.


                                     -18-
<PAGE>

<TABLE>
<CAPTION>
                                  Alger         Alger
                                American      American                                      Alger          Alger
                                 Income         Small          Alger          Alger       American       American
                                   and        Capital-       American       American       MidCap        Leveraged
                                 Growth        ization        Growth        Balanced       Growth         AllCap
Name and                        Portfolio     Portfolio      Portfolio      Portfolio     Portfolio      Portfolio
Address of                      (Record/      (Record/       (Record/       (Record/      (Record/       (Record/
Shareholders                   Beneficial)   Beneficial)    Beneficial)    Beneficial)   Beneficial)    Beneficial)
- ----------                     ----------    ----------     ----------     ----------    ----------     ----------
<S>                             <C>           <C>            <C>            <C>           <C>            <C>
American Skandia                   */--          */--        47.15%/--         */--       78.02%/--         */--
Life Assurance
Company
P. O. Box 883
Shelton, CT 06484

Transamerica                    22.66%/--        */--           */--           */--          */--           */--
Life Ins. & Annuity Co.
Separate Account VA6
401 N. Tryon St. Suite 700
Charlotte, NC 28210

Ameritas Variable                  */--          */--           */--         8.09%/--        */--         5.09%/--
Life Insurance Co.
Separate Acct V
Variable Life Product
P.O. Box 82550
Lincoln, NE 68501

Ameritas Variable                  */--          */--           */--        62.80%/--        */--        21.69%/--
Life Insurance Co.
Separate Acct. VA-2
Variable Annuity Product
P.O. Box 82550
Lincoln, NE 68501

Sun Life of Canada (US)         25.66%/--        */--           */--           */--          */--           */--
Retirement Products
P.O. Box 9134
Boston, MA 02117

Aetna Life Insurance            16.98%/--        */--           */--         8.22%/--        */--         5.06%/--
and Annuity Company
151 Farmington Avenue
Hartford, CT  06156

Security First Life Ins. Co.       */--       11.49%/--         */--           */--          */--           */--
Separate Account A
11365 W. Olympic Blvd
Los Angeles, CA 90064

New York Life                      */--       19.40%/--         */--           */--          */--           */--
300 Interpace Pkwy
Parsippany, NJ 07054

CG Variable Annuity                */--          */--           */--           */--          */--         7.76%/--
Separate Acct II
1300 South Clinton
Ft. Wayne, IN 46802

Conseco Variable                   */--          */--           */--           */--          */--        17.44%/--
Insurance Co.
11825 North Pennsylvania St.
Carmel, IN  46032

GE Life & Annuity Assurance Co.    */--        22.29%/--       10.48%/--       */--           */--            */--
Separate Acct. III

6610 W. Broad St.
Richmond, VA 23230

Lincoln Benefit                 10.51%/--        */--           */--           */--          */--           */--
Life
Variable Annuity
P.O. Box 80469
Lincoln, NE 68501-0469
</TABLE>



                                     -19-
<PAGE>

<TABLE>
<CAPTION>
                                  Alger         Alger
                                American      American                                      Alger          Alger
                                 Income         Small          Alger          Alger       American       American
                                   and        Capital-       American       American       MidCap        Leveraged
                                 Growth        ization        Growth        Balanced       Growth         AllCap
Name and                        Portfolio     Portfolio      Portfolio      Portfolio     Portfolio      Portfolio
Address of                      (Record/      (Record/       (Record/       (Record/      (Record/       (Record/
Shareholders                   Beneficial)   Beneficial)    Beneficial)    Beneficial)   Beneficial)    Beneficial)
- ----------                     ----------    ----------     ----------     ----------    ----------     ----------
<S>                              <C>           <C>              <C>         <C>              <C>         <C>
Security Life of Denver            */--          */--           */--           */--          */--         5.60%/--
Separate Account L1
1290 Broadway
Denver, CO 80203-5699

Lincoln Benefit Life             8.01%/--        */--           */--           */--          */--           */--
Variable Annunity IA
P.O. Box 80469
Lincoln, NE 68501-0469

United of Omaha                    */--        6.18%/--         */--           */--          */--           */--
Life Insurance
Mutual of Omaha Plaza
Omaha, NE68175

Provident Mutual                   */--        5.41%/--         */--           */--          */--           */--
Life Insurance Co.
Variable Life
1000 Chesterbrook Blvd
Berwyn, PA19312-1181

Allmerica Financial                */--          */--           */--         9.37%/--        */--           */--
Life Insurance and
Annuity Company
440 Lincoln Street
Worcester, MA01653

Great-West Life &                  */--          */--           */--         6.68%/--        */--           */--
Annuity Insurance Co.
8515 East Orchard Rd.
Englewood, CO 80111-5097

Allianz Lfe Insurance              */--          */--           */--           */--          */--         5.84%/--
Co. of North America
1750 Hennepin Ave.
Minneapolis, MN 55403

Reliastar Life Insurance Co.       */--          */--           */--           */--          */--        11.19%/--
Northern Variable Annuity
P.O. Box 20
Minneapolis, MN 55440-0020
</TABLE>

- ----------------------
*  Indicates shareholder owns less than 5% of the Portfolio's shares.



                                     -20-
<PAGE>

ORGANIZATION

The Fund has been organized as an unincorporated business trust under the laws
of the Commonwealth of Massachusetts pursuant to an Agreement and Declaration
of Trust dated April 6, 1988 (the "Trust Agreement"). Alger American Small
Capitalization Portfolio, Alger American Income & Growth Portfolio, Alger
American Growth Portfolio, Alger American Balanced Portfolio (formerly the
Alger American Fixed Income Portfolio), Alger American MidCap Growth Portfolio
and Alger American Leveraged AllCap Portfolio commenced operations on September
21, 1988, November 15, 1988, January 9, 1989, September 5, 1989, May 3, 1993,
and January 25, 1995, respectively. The Fund offers an unlimited number of
shares of six series, representing the shares of the Portfolios. The Fund's
Board of Trustees may establish additional Portfolios at any time. The word
"Alger" in the Fund's name has been adopted pursuant to a provision contained
in the Trust Agreement. Under that provision, Alger Associates, Inc. may
terminate the Fund's license to use the word "Alger" in its name when Alger
Management ceases to act as the Fund's investment manager.

Shares do not have cumulative voting rights, which means that holders of more
than 50 percent of the shares voting for the election of Trustees can elect all
Trustees. Shares have equal voting rates, which cannot be adversely modified,
other than by majority vote. Shares are transferable but have no preemptive,
conversion or subscription rights. Shareholders generally vote by Portfolio,
except with respect to the election of Trustees and the ratification of the
selection of independent accountants. In the interest of economy and
convenience, certificates representing shares of a Portfolio are physically
issued only upon specific written request of a shareholder.

Meetings of shareholders normally will not be held for the purpose of electing
Trustees unless and until such time as less than a majority of the Trustees
holding office have been elected by shareholders, at which time the Trustees
then in office will call a shareholders' meeting for the election of Trustees.
Under the Act, shareholders of record of no less than two-thirds of the
outstanding shares of the Fund may remove a Trustee through a declaration in
writing or by vote cast in person or by proxy at a meeting called for that
purpose. Under the Trust Agreement, the Trustees are required to call a meeting
of shareholders for the purpose of voting on the question of removal of any
such Trustee when requested in writing to do so by the shareholders of record
of not less than 10 percent of the Fund's outstanding shares.

Although the Fund is not required by law to hold annual shareholder meetings,
it may hold meetings from time to time on important matters, and shareholders
have the right to call a meeting to remove a Trustee or to take other action
described in the Fund's Declaration of Trust. Shareholders of one Portfolio may
vote only on matters that affect that Portfolio.

Massachusetts law provides that shareholders could, under certain
circumstances, be held personally liable for the obligations of the Fund.
However, the Trust Agreement disclaims shareholder liability for acts or
obligations of the Fund and requires that notice of such disclaimer be given in
each agreement, obligation or instrument entered into or executed by the Fund
or a Trustee. The Trust Agreement provides for indemnification from the Fund's
property for all losses and expenses of any shareholder held personally liable
for the obligations of the Fund. Thus, the risk of a shareholder's incurring
financial loss on account of shareholder liability is limited to circumstances
in which the Fund itself would be unable to meet its obligations, a possibility
that the Fund believes is remote. Upon payment of any liability incurred by the
Fund, the shareholder paying the liability will be entitled to reimbursement
from the general assets of the Fund. The Trustees intend to conduct the
operations of the Fund in a manner so as to avoid, as far as possible, ultimate
liability of the shareholders for liabilities of the Fund.

Under normal circumstances, other than the shares issued to Alger Inc. in
connection with its creation and initial capitalization, the Fund intends to
distribute shares of the Portfolios only to Participating Insurance Companies
and Plans, so that only Participating Insurance Companies and their separate
accounts and Plans will be considered shareholders of the Portfolios. Although
the Participating Insurance Companies and their separate accounts and the Plans
are the shareholders or investors, the Participating Insurance Companies will
pass through voting rights to their VA contract and VLI policy holders. Plan
sponsors may or may not pass through voting rights to Plan participants,
depending on the terms of the Plan's governing documents. For a discussion of
voting rights please refer to the Participating Insurance Companies'
prospectuses or the Plan documents.



                                     -21-
<PAGE>

DETERMINATION OF PERFORMANCE

Each Portfolio may include quotations of its "total return" in advertisements
or reports to shareholders or prospective investors. Total return figures show
the aggregate or average percentage change in value of an investment in a
Portfolio from the beginning date of the measuring period to the end of the
measuring period. These figures reflect changes in the price of the Portfolio's
shares and assume that any income dividends and/or capital gains distributions
made by the Portfolio during the period were reinvested in shares of the
Portfolio. Figures will be given for recent 1, 5 and 10 year periods, and may
be given for other periods as well (such as from commencement of the
Portfolio's operations, or on a year-by-year basis) and may utilize dollar cost
averaging. The Portfolio may use "aggregate" total return figures for various
periods, representing the cumulative change in value of an investment in the
Portfolio for the specific period (again reflecting changes in Portfolio share
price and assuming reinvestment of dividends and distributions) as well as
"actual annual" and "annualized" total return figures. Total returns may be
shown by means of schedules, charts or graphs, and may indicate subtotals of
the various components of total return (i.e., change in value of initial
investment, income dividends and capital gains distributions). "Total return"
and "yield" for a Portfolio will vary based on changes in market conditions. In
addition, since the deduction of a Portfolio's expenses is reflected in the
total return and yield figures, "total return" and "yield" will also vary based
on the level of the Portfolio's expenses.

The "total return" and "yield" as to each of the Portfolios are computed
according to formulas prescribed by the SEC. These performance figures are
calculated in the following manner:

A. Total Return--a Portfolio's average annual total return described in the
   Prospectus is computed according to the following formula:

                                  P (1+T)n=ERV

Where:   P =   a hypothetical initial payment of $1,000

         T =   average annual total return

         n =   number of years

       ERV =   ending redeemable value of a hypothetical $1,000 payment made at
               the beginning of the 1, 5, or 10 year periods at the end of the
               1, 5 and 10 year periods (or fractional portion thereof);

The average annual total returns for the Portfolios for the periods indicated
were as follows:

                                                                   Period
                                         Five          Ten          from
                                         Years        Years       Inception*
                        Year Ended       Ended        Ended        through
                         12/31/99      12/31/99      12/31/99      12/31/99
                         --------      --------      --------      --------

Alger American Balanced
 (formerly Alger

 American Fixed Income)    29.21%       23.60%        13.78%       13.61%

Alger American Income &
 Growth                    42.45%       32.97%        18.93%       17.71%

Alger American Small
 Capitalization            43.42%       22.64%        18.22%       20.86%

Alger American Growth      33.74%       30.94%        22.89%       23.05%

Alger American MidCap
 Growth                    31.85%       26.14%          N/A        24.72%

Alger American Leveraged

 AllCap                    78.06%          N/A          N/A        46.44%

*  The Alger American Balanced Portfolio, the Alger American Income & Growth
   Portfolio, the Alger American Small Capitalization Portfolio, the Alger
   American Growth Portfolio, the Alger American MidCap Growth Portfolio and
   the Alger American Leveraged AllCap Portfolio commenced operations on
   September 5, 1989, November 15, 1988, September 21, 1988, January 9, 1989,
   May 3, 1993 and January 25, 1995, respectively.

B. Yield--a Portfolio's net annualized yield described in the Prospectus is
   computed according to the following formula:

                                     6
               YIELD = 2[(a-b/cd + 1) - 1]


Where:    a = dividends and interest earned during the period

          b = expenses accrued for the period (net of reimbursements)

          c = the average daily number of shares outstanding during the
              period that were entitled to receive dividends

          d = the maximum offering price per share on the last day of the
              period

IN GENERAL

Current performance information for the Portfolios may be obtained by calling
the Fund at (800) 992-3863. All performance figures are based on historical
earnings. A Portfolio's quoted performance may not be indicative of future
performance. A Portfolio's performance will depend upon factors such as the
Portfolio's expenses and the types and maturities of instruments held by the
Portfolio. In addition, the actual return to a holder of a VA contract or a VLI
policy will be affected by charges imposed by the separate



                                     -22-
<PAGE>

accounts of Participating Insurance Companies or, in the case of Plan
participants, by any charges imposed under the Plan.

From time to time, advertisements or reports to shareholders may compare the
yield or performance of a Portfolio with that of other mutual funds with a
similar investment objective. The performance of the Portfolios, for example,
might be compared with rankings prepared by Lipper Analytical Services Inc.,
which is a widely recognized, independent service that monitors the performance
of mutual funds, as well as with various unmanaged indexes, such as the S&P 500
Index, the Russell 2000 Growth Index, the S&P SmallCap 600 Index, the Wilshire
Small Company Growth Index, the Lehman Government/Corporate Bond Index or the
S&P MidCap 400 Index. In addition, evaluations of the Portfolios published by
nationally recognized ranking services or articles regarding performance,
rankings and other Portfolio characteristics may appear in national
publications including, but not limited to, BARRON'S, BUSINESS WEEK, FORBES,
INSTITUTIONAL INVESTOR, INVESTOR'S BUSINESS DAILY, KIPLINGER'S PERSONAL
FINANCE, MONEY, MORNINGSTAR, THE NEW YORK TIMES, USA TODAY AND THE WALL STREET
JOURNAL and may be included in advertisements or communications to
shareholders. Any given performance comparison should not be considered as
representative of such Portfolio's performance for any future period.

INVESTOR AND SHAREHOLDER
INFORMATION

Investors and shareholders may contact the Fund toll-free at (800) 992-3863 for
further information regarding the Fund and the Portfolios, including current
performance quotations, as well as for assistance in selecting a Portfolio.
Holders of VA contracts or VLI policies issued by Participating Insurance
Companies and participants in Plans for which shares of one or more Portfolios
are the investment vehicle may receive from the Participating Insurance
Companies or Plan sponsor unaudited semi-annual financial statements and
year-end financial statements audited by the Fund's independent public
accountants. Each report will show the investments owned by each of the
Portfolios and the market values of the investments and will provide other
information about the Fund and its operations.



                                     -23-
<PAGE>
THE ALGER AMERICAN FUND
ALGER AMERICAN GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999


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

   SHARES     COMMON STOCKS--90.5%                         VALUE
   ------     --------------------                         -----

              ADVERTISING--.5%
  170,000     Omnicom Group Inc.                    $ 17,000,000
                                                    ------------

              AEROSPACE--4.1%
1,139,000     Honeywell International Inc.            65,706,063
1,106,800     United Technologies Corp.               71,942,000
                                                    ------------
                                                     137,648,063

              AUTOMOTIVE--1.0%
  543,600     Harley Davidson, Inc.                   34,824,375
                                                    ------------

              BIO-TECHNOLOGY--3.4%
1,713,400     Amgen Inc.*                            102,911,087
  167,900     Biogen Inc.*                            14,187,550
                                                    ------------
                                                     117,098,637
                                                    ------------

              BROADCASTING--1.1%
  198,000     Clear Channel Communications Inc.*      17,671,500
  194,400     EchoStar Communications Corp., Cl. A*   18,954,000
                                                    ------------
                                                      36,625,500
                                                    ------------

              BUILDING & CONSTRUCTION--.3%
  414,500     Masco Corp.                             10,517,937
                                                    ------------

              BUSINESS SERVICES--1.0%
1,299,200     IMS Health Inc.                         35,322,000
                                                    ------------

              COMMUNICATION EQUIPMENT--9.2%
1,106,300     Cisco Systems, Inc.*                   118,512,388
  792,400     Corning Inc.                           102,170,075
  626,400     Motorola, Inc.                          92,237,400
                                                    ------------
                                                     312,919,863
                                                    ------------

              COMMUNICATIONS--12.1%
1,492,000     America Online Inc.*                   112,552,750
  881,550     At Home Corp. Series A*                 37,796,456
  953,500     AT&T Corp. Liberty Media Group, Cl. A*  54,111,125
  945,100     Comcast Corp. Cl. A Special             47,786,619
  364,400     Cox Communications Inc., Cl. A*         18,766,600
  533,550     MCI Worldcom Inc.*                      28,311,497
  565,900     MediaOne Group Inc.*                    43,468,194
  156,000     Qualcomm Inc.*                          27,475,500
  581,100     Sprint Corp.                            39,115,294
                                                    ------------
                                                     409,384,035
                                                    ------------

              COMPUTER RELATED & BUSINESS EQUIPMENT--2.8%
1,856,200     Dell Computer Corp.*                    94,666,200
                                                    ------------



   SHARES                                                  VALUE
   ------                                                  -----

              COMPUTER SERVICES--5.8%
  663,400     eBay Inc.*                            $ 83,049,387
  259,794     Yahoo Inc.*                            112,409,616
                                                    ------------
                                                     195,459,003
                                                    ------------

              COMPUTER SOFTWARE--5.7%
  564,200     Intuit Inc.*                            33,816,737
1,367,000     Microsoft Corporation*                 159,597,250
                                                    ------------
                                                     193,413,987
                                                    ------------

              ENERGY & ENERGY SERVICES--2.6%
2,206,000     Halliburton Co.                         88,791,500
                                                    ------------

              FINANCIAL SERVICES--11.9%
  143,500     American Express Co.                    23,856,875
1,197,369     Bank of America Corp.                   60,092,957
1,757,050     Citigroup Inc.                          97,626,091
  418,437     Firstar Corp.                            8,839,482
  835,200     Household International Inc.            31,111,200
  500,900     Kansas City Southern Industries, Inc.   37,379,663
  196,100     Merrill Lynch & Co., Inc.               16,374,350
  884,400     Morgan Stanley Dean Witter & Co.       126,248,100
                                                    ------------
                                                     401,528,718
                                                    ------------

              FREIGHT--2.5%
1,222,400     United Parcel Service Inc., Cl. B       84,345,600
                                                    ------------

              INSURANCE--2.5%
  783,883     American International Group, Inc.      84,757,349
                                                    ------------

              LEISURE & ENTERTAINMENT--.4%
  314,000     Carnival Corp.                          15,013,125
                                                    ------------

              PHARMACEUTICALS--6.2%
  956,100     Bristol Myers Squibb Co.                61,369,669
1,299,650     Pfizer Inc.                             42,157,397
1,280,500     Warner-Lambert Co.                     104,920,969
                                                    ------------
                                                     208,448,035
                                                    ------------

              RETAILING--7.7%
  508,100     Amazon.com Inc.*                        38,679,112
  645,800     Best Buy Company Inc.*                  32,411,088
  212,900     Costco Wholesale Corp.*                 19,427,125
1,534,200     Home Depot, Inc.                       105,188,588
  951,800     Wal-Mart Stores Inc.                    65,793,175
                                                    ------------
                                                     261,499,088
                                                    ------------


                       See Notes to Financial Statements.


F-1



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)


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

   SHARES     COMMON STOCKS (CONT'D)                      VALUE
   ------                                                 -----

              SEMICONDUCTOR CAPITAL EQUIPMENT--4.2%
   811,700    Applied Materials Inc.*             $  102,832,243
   583,300    Teradyne, Inc.*                         38,497,800
                                                   -------------
                                                     141,330,043
                                                   -------------

              SEMICONDUCTORS--5.5%
  858,100     Altera Corporation*                     42,529,581
  993,500     Intel Corp.                             81,777,469
  650,900     Linear Technology Corporation           46,580,031
  156,000     Texas Instruments, Incorporated         15,112,500
                                                   -------------
                                                     185,999,581
                                                   -------------

              TOTAL COMMON STOCKS
                (COST $2,244,799,324)              3,066,592,639
                                                   -------------

              PREFERRED STOCK--.6%
              COMMUNICATIONS
  102,500     Nokia Corporation, ADR
              (COST $ 17,261,765)                     19,475,000
                                                     -----------

  PRINCIPAL
   AMOUNT     SHORT-TERM INVESTMENTS--11.6%
   ------
              SHORT-TERM CORPORATE NOTES--10.8%
$50,000,000   AT&T Capital Corporation,
                 6.36%, 1/14/00                       49,885,167
 50,000,000   Corporate Receivables Corp.,
                 6.60%, 1/14/00(a)                    49,880,833
 50,000,000   Ford Motor Credit Company,
                 6.41%, 1/13/00                       49,893,167
 40,000,000   Forrestal Funding Master Trust,
                 5.50%, 1/24/00(a)                    39,859,444
 50,000,000   Inter-American Development Bank,
                 5.74%, 1/12/00                       49,912,306
 40,000,000   Merrill Lynch & Co., Inc.,
                 5.55%, 1/27/00                       39,839,667
 35,000,000   Petrofina (DE) Inc.,
                 6.25%, 1/10/00                       34,945,312
 50,000,000   Toronto-Dominion Holdings (USA) Inc.,
                 5.94%, 1/27/00                       49,785,517
                                                   -------------

              TOTAL SHORT-TERM CORPORATE NOTES
                (COST $364,001,413)                  364,001,413
                                                   -------------



                                                          VALUE
                                                          -----

              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--.8%

              Securities Held Under Repurchase
                 Agreements, 2.87%, 1/03/00, with
                 Bear, Stearns & Co. Inc., dtd 12/31/99,
                 repurchase price $27,462,298; collateralized
                 by U.S. Treasury Notes and U.S. Treasury Bonds
                 (Total par value $28,515,000 due
                 1/15/09-4/15/28)                 $   27,455,731
                                                   -------------

              TOTAL SHORT-TERM INVESTMENTS
                (COST $391,457,144)                  391,457,144
                                                   -------------
TOTAL INVESTMENTS

  (COST $2,653,518,233)(B)              102.7%     3,477,524,783
Liabilities in Excess of Other Assets    (2.7)       (89,998,876)
                                        ------    --------------
NET ASSETS                              100.0%    $3,387,525,907
                                        =====     ==============

- ------------------------
  * Non-income producing security.

(a) Pursuant to Securities and Exchange Commission Rule 144A, these securities
    may be sold prior to their maturity only to qualified institutional buyers.

(b) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $2,653,518,233, amounted to
    $824,006,550 which consisted of aggregate gross unrealized appreciation of
    $904,324,526 and aggregate gross unrealized depreciation of $80,317,976.

                       See Notes to Financial Statements.



                                                                             F-2
<PAGE>



THE ALGER AMERICAN FUND
ALGER AMERICAN GROWTH PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                      YEAR ENDED DECEMBER 31,

                                                       -----------------------------------------------------------------------------
                                                           1999            1998             1997            1996            1995
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>                        <C>             <C>            <C>               <C>              <C>
   Net asset value, beginning of year                   $    53.22         $ 42.76     $    34.33       $   31.16       $   23.13
- -----------------------------------------------------------------------------------------------------------------------------------
   Net investment income (loss)                              (0.03)           0.09           0.13            0.12            0.02
   Net realized and unrealized gain
     (loss) on investments                                   16.66           18.32           8.66            4.00            8.33
- -----------------------------------------------------------------------------------------------------------------------------------
       Total from investment operations                      16.63           18.41           8.79            4.12            8.35
- -----------------------------------------------------------------------------------------------------------------------------------
   Dividends from net investment income                      (0.08)          (0.13)         (0.13)          (0.02)          (0.07)
   Distributions from net realized gains                     (5.39)          (7.82)         (0.23)          (0.93)          (0.25)
- -----------------------------------------------------------------------------------------------------------------------------------
       Total Distributions                                   (5.47)          (7.95)         (0.36)          (0.95)          (0.32)
- -----------------------------------------------------------------------------------------------------------------------------------
   Net asset value, end of year                         $     64.38         $ 53.22       $  42.76        $  34.33       $   31.16
- -----------------------------------------------------------------------------------------------------------------------------------
   Total Return                                              33.74%          48.07%         25.75%          13.35%          36.37%
- -----------------------------------------------------------------------------------------------------------------------------------
   Ratios and Supplemental Data:
     Net assets, end of year (000's omitted)            $3,387,526      $1,905,719     $1,072,529        $991,028         $502,974
- -----------------------------------------------------------------------------------------------------------------------------------
     Ratio of expenses to average net assets                  0.79%           0.79%          0.79%           0.79%           0.85%
- -----------------------------------------------------------------------------------------------------------------------------------
     Ratio of net investment income (loss) to
       average net assets                                    (0.03%)          0.25%          0.27%           0.50%           0.18%
- -----------------------------------------------------------------------------------------------------------------------------------
     Portfolio Turnover Rate                                135.13%         127.38%        129.50%          82.86%         118.33%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                       See Notes to Financial Statements.



F-3



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999

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


   SHARES     COMMON STOCKS--90.4%                         VALUE
   ------                                                  -----

              ADVERTISING--1.8%
  170,600     Young & Rubicam Inc.                   $12,069,950
                                                     -----------

              AIRLINES--.5%
  111,000     SkyWest Inc.                             3,108,000
                                                     -----------

              BIO-TECHNOLOGY--4.8%
  413,500     Cygnus, Inc.*                            7,546,375
   48,000     IDEC Pharmaceuticals Corporation*        4,716,000
   34,800     Medimmune Inc.*                          5,772,450
  120,000     Protein Design Labs Inc.*                8,400,000
   57,600     Sepracor Inc.*                           5,713,200
                                                     -----------
                                                      32,148,025
                                                     -----------

              BROADCASTING--6.1%
   65,400     Acme Communications Inc.*                2,174,550
  192,000     Adelphia Business Solutions Inc.,        9,216,000
               Cl. A*
  185,100     Citadel Communications Corp.*           12,008,363
   40,000     Cumulus Media Inc., Cl. A*               2,030,000
   99,600     Emmis Communications Corp., CI. A*      12,414,205
  139,900     Salem Communications Corp., Cl. A*       3,165,238

                                                     -----------
                                                      41,008,356
                                                     -----------

              BUSINESS SERVICES--11.4%
   50,000     Ariba Inc.*                              8,868,750
  243,300     BISYS Group Inc.*                       15,875,325
  274,100     eSpeed Inc.*                             9,747,682
  176,300     FactSet Research Systems Inc.           14,037,888
  102,100     F.Y.I. Incorporated*                     3,471,400
  138,700     Getty Images Inc.*                       6,778,963
  288,000     The Management Network Group Inc.*       9,396,000
  225,600     Marketing Services Group Inc.*           3,778,800
  168,100     Source Information Management Co.*       2,815,675
   70,000     United Stationers Inc.*                  1,999,375
                                                     -----------
                                                      76,769,858
                                                     -----------

              COMMUNICATION EQUIPMENT--1.7%
  120,000     Alpha Industries Inc.*                   6,877,500
   99,600     Aware Inc.*                              3,622,950
   42,000     MCK Communications Inc.*                   945,000
                                                     -----------
                                                      11,445,450
                                                     -----------

              COMMUNICATIONS--2.6%
   90,400     AirGate PCS Inc.*                        4,768,600
   21,000     Cox Radio, Inc., Cl. A*                  2,094,750
  160,900     ITC DeltaCom Inc.*                       4,444,863
   94,500     Primus Telecommunications                 ,614,625
               Group Incorporated*
   51,000     Time Warner Telecom Inc., Cl. A*         2,546,812
                                                     -----------
                                                      17,469,650
                                                     -----------

              COMPUTER RELATED & BUSINESS EQUIPMENT--1.3%
  229,000     Antec Corp.*                             8,358,500

   12,000     Digital Lightwave Inc.*                    768,000
                                                     -----------
                                                       9,126,500
                                                     -----------





   SHARES                                                 VALUE
   ------                                                 -----

              COMPUTER SERVICES--10.1%
  168,800     CNET Inc.*                             $ 9,579,400
   83,600     Critical Path, Inc.*                     7,889,750
   49,300     eBay Inc.*                               6,171,744
  134,400     Exodus Communications, Inc.*            11,936,400
   86,200     Insituform Technologies Inc.*            2,435,150
  164,000     Official Payments Corp.*                 8,528,000
   93,087     QRS Corp.*                               9,774,135
   73,400     Vignette Corp.*                         11,964,200
                                                     -----------
                                                      68,278,779
                                                     -----------

              COMPUTER SOFTWARE--7.7%
  127,800     Advent Software Inc.*                    8,235,113
  196,700     BSquare Corp.*                           8,249,106
   42,000     Business Objects ADS                     5,612,250
  361,900     Intuit Inc.*                            21,691,381
   29,600     Micromuse Inc.*                          5,032,000
   84,100     Radiant Systems Inc.*                    3,379,769
                                                     -----------
                                                      52,199,619
                                                     -----------

              CONSUMER PRODUCTS--2.9%
   33,400     Furniture Brands International Inc.*     734,800
  175,500     Mettler-Toledo International Inc.*       6,701,906
  276,600     Pittway Corp., Cl. A                    12,395,138
                                                     -----------
                                                      19,831,844
                                                     -----------

              ENERGY & ENERGY SERVICES--1.0%
  107,800     Calpine Corp.*                           6,899,200
                                                     -----------

              FOODS & BEVERAGES--1.2%
  199,000     Beringer Wine Estates                    7,935,125
               Holdings, Cl. B*
                                                     -----------

              HEALTH CARE--2.6%
  141,200     Cytyc Corporation*                       8,622,025
  202,600     ENZON Inc.*                              8,787,775
                                                     -----------
                                                      17,409,800
                                                     -----------

              MEDICAL DEVICES--2.3%
  109,400     Caliper Technologies Corp.*              7,302,450
  150,400     CONMED Corporation*                      3,891,600
  210,100     Varian Inc.*                             4,727,250
                                                     -----------
                                                      15,921,300
                                                     -----------

              MEDICAL SERVICES--2.0%
  292,500     Hooper Holmes Inc.                       7,531,875
  150,000     ILEX Oncology Inc.*                      3,618,750
   99,400     MedQuist Inc.*                           2,565,763
                                                     -----------
                                                      13,716,388
                                                     -----------

              OIL & GAS--1.7%
  163,100     B.J. Services Company*                   6,819,619
  460,900     Varco International Inc.*                4,695,417
                                                     -----------
                                                      11,515,036
                                                     -----------



                       See Notes to Financial Statements.


                                                                            F-4



<PAGE>


THE ALGER AMERICAN FUND
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)

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


   SHARES     COMMON STOCKS (CONT'D)                      VALUE
   ------     ----------------------                      -----

              PHARMACEUTICALS--2.0%
  172,300     Alpharma Inc., Cl. A*                  $ 5,298,225
  100,000     BioCryst Pharmaceuticals Inc.*           2,950,000
   75,600     Celgene Corp.*                           5,292,000
                                                     -----------
                                                      13,540,225
                                                     -----------

              RETAILING--12.9%
   94,000     Bed Bath & Beyond Inc.*                  3,266,500
  420,300     BJ's Wholesale Club Inc.*               15,340,950
  100,900     Cost Plus Inc.*                          3,594,563
  384,400     Ethan Allen Interiors Inc.              12,324,825
  407,700     Linens'n Things Inc.*                   12,078,113
  265,100     Michaels Stores Inc.*                    7,555,350
   94,850     Pacific Sunwear of California Inc.*      3,023,344
  227,200     Sharper Image Corp.*                     2,882,600
  245,000     Sunglass Hut International Inc*          2,756,250
   84,100     Too Inc.*                                1,450,725
  105,100     Tuesday Morning Corp.*                   1,937,780
  320,600     Tweeter Home Entertainment Group Inc.*  11,381,300
   84,100     Valuevision International Inc., Cl. A*   4,819,981
  100,150     Williams Sonoma Inc.*                    4,606,900
                                                     -----------
                                                      87,019,181
                                                     -----------

              SEMICONDUCTOR CAPITAL EQUIPMENT--5.7%
  133,200     ASM Lithography Holding NV*             15,151,500
  236,500     Atmi Inc.*                               7,819,281
  230,200     PRI Automation, Inc.*                   15,452,175
                                                     -----------
                                                      38,422,956
                                                     -----------

              SEMICONDUCTORS--7.2%
   42,000     Applied Micro Circuits Corp.*            5,344,500
  151,200     Conexant Systems Inc.*                  10,035,900
  101,300     Dallas Semiconductor Corp.               6,527,518
  206,100     Lattice Semiconductor Corp.*             9,712,463
  157,200     Microchip Technology Incorporated*      10,758,375
  116,800     Vitesse Semiconductor Corp.*             6,124,700
                                                     -----------
                                                      48,503,456
                                                     -----------

              TRANSPORTATION--.3%
   42,000     Forward Air Corporation *                1,821,750
                                                     -----------

              MISCELLANEOUS--.6%
  278,600     Coinstar Inc.*                           3,900,400
                                                     -----------
              TOTAL COMMON STOCKS
                (COST $407,124,415)                  610,060,848
                                                     -----------



  PRINCIPAL
   AMOUNT     SHORT-TERM INVESTMENTS--11.9%                VALUE
   ------                                                  -----

              SHORT-TERM CORPORATE NOTES--10.4%
$10,000,000   Forrestal Funding Master Trust,
                5.50%, 1/24/00 (a)                   $ 9,964,861
 25,000,000   Inter-American Development Bank,
                5.74%, 1/12/00                        24,956,153
 15,000,000   Merrill Lynch & Co., Inc.,
                6.55%, 1/19/00                        14,950,875
 20,000,000   Petrofina (DE) Inc.,
                6.25%, 1/11/00                        19,965,277
                                                    ------------
              TOTAL SHORT-TERM CORPORATE NOTES
                (COST $69,837,166)                    69,837,166
                                                    ------------

              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--1.5%

              Securities Held Under Repurchase
                Agreements, 2.87%, 1/03/00, with
                Bear, Stearns & Co. Inc., dtd
                12/31/99, repurchase price
                $10,348,327; collateralized by
                U.S. Treasury Notes (par value
                $10,725,000 due 1/15/09) ......       10,345,853
                                                    ------------
              TOTAL SHORT-TERM INVESTMENTS
                (COST $80,183,019)                    80,183,019
                                                    ------------
TOTAL INVESTMENTS
  (COST $487,307,434)(B)                 102.3%      690,243,867
Liabilities in Excess of Other Assets     (2.3)      (15,379,680)
                                         -----      ------------
NET ASSETS                               100.0%     $674,864,187
                                         =====      ============


- ------------------------
  + Securities partially or fully on loan.
  * Non-income producing security.

(a) Pursuant to Securities and Exchange Commission Rule 144A, these securities
    may be sold prior to their maturity only to qualified institutional buyers.

(b) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $487,307,434, amounted to
    $202,936,433 which consisted of aggregate gross unrealized appreciation of
    $212,312,675 and aggregate gross unrealized depreciation of $9,376,242.

                       See Notes to Financial Statements.



F-5



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR
- -------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                                                      YEAR ENDED DECEMBER 31,

                                                    -------------------------------------------------------------------------------
                                                            1999            1998             1997            1996            1995
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>                           <C>           <C>              <C>           <C>               <C>
   Net asset value, beginning of year                      $  43.97         $ 43.75       $  40.91       $   39.41        $  27.31
- ------------------------------------------------------------------------------------------------------------------------------------
   Net investment loss                                        (0.12)(i)       (0.02)         (0.05)(i)       (0.04)(i)       (0.09)
   Net realized and unrealized gain
     (loss) on investments                                    16.98            6.30           4.45            1.70           12.19
- ------------------------------------------------------------------------------------------------------------------------------------
       Total from investment operations                       16.86            6.28           4.40            1.66           12.10
   Distributions from net realized gains                      (5.68)          (6.06)         (1.56)          (0.16)             --
- ------------------------------------------------------------------------------------------------------------------------------------
   Net asset value, end of year                            $  55.15       $   43.97      $   43.75        $  40.91       $   39.41
- ------------------------------------------------------------------------------------------------------------------------------------
   Total Return                                               43.42%          15.53%         11.39%           4.18%          44.31%
- ------------------------------------------------------------------------------------------------------------------------------------
   Ratios and Supplemental Data:
     Net assets, end of year (000's omitted)               $674,864      $1,216,584       $997,586      $1,469,518        $984,212
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of expenses to average net assets                   0.90%           0.89%          0.89%           0.88%           0.92%
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of net investment loss to
       average net assets                                     (0.28%)         (0.20%)        (0.12%)         (0.09%)         (0.48%)
- ------------------------------------------------------------------------------------------------------------------------------------
     Portfolio Turnover Rate                                 182.25%         142.90%        104.43%         110.04%          80.66%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(i) Amount was computed based on average shares outstanding during the year.



                       See Notes to Financial Statements.



                                                                            F-6



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN INCOME AND GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999
- -------------------------------------------------------------------------------



   SHARES     COMMON STOCKS--90.2%                         VALUE
   ------                                                  -----

              ADVERTISING--4.1%
   21,600     Omnicom Group Inc.                     $ 2,160,000
   22,600     Young & Rubicam Inc.                     1,598,950
                                                     -----------
                                                       3,758,950
                                                     -----------

              AEROSPACE--1.4%
   22,600     Honeywell International Inc.             1,303,738
                                                     -----------

              BIO-TECHNOLOGY--3.9%
   59,800     Amgen Inc.*                              3,591,738
                                                     -----------

              BROADCASTING--3.9%
   12,900     Cablevision Systems Corp., Cl. A*          973,950
   23,700     Clear Channel Communications Inc.*       2,115,225
    5,300     EchoStar Communications Corp., Cl. A*      516,750
                                                     -----------
                                                       3,605,925
                                                     -----------

              COMMUNICATION EQUIPMENT-- 6.5%
   28,000     Cisco Systems, Inc.*                     2,999,500
   20,100     Motorola, Inc.                           2,959,725
                                                      ----------
                                                       5,959,225
                                                      ----------

              COMMUNICATIONS--15.8%
   51,600     America Online Inc.*                     3,892,575
   28,700     At Home Corp. Series A*                  1,230,513
   15,500     AT&T Corp Liberty Media Group, Cl. A*      879,625
   49,400     Comcast Corp., Cl. A Special             2,497,788
   20,600     Nextel Communications Inc., Cl. A*       2,124,375
    4,400     Qualcomm Inc.*                             774,950
   12,900     Sprint (PCS Group) Corp.*                1,322,250
   23,200     Time Warner Inc.                         1,680,550
                                                     -----------
                                                      14,402,626
                                                     -----------

              COMPUTER RELATED & BUSINESS EQUIPMENT--1.0%
   17,600     Dell Computer Corp.*                       897,600
                                                     -----------

              COMPUTER SERVICES--13.1%
   12,900     CNET Inc.*                                 732,075
   20,600     eBay Inc.*                               2,578,863
   31,000     Exodus Communications, Inc.*             2,753,187
   13,700     Yahoo Inc.*                              5,927,818
                                                      ----------
                                                      11,991,943
                                                      ----------

              COMPUTER SOFTWARE--4.0%
   31,400     Microsoft Corporation*                   3,665,950
                                                     -----------

              CONGLOMERATE--2.3%
   13,400     General Electric Co.                     2,073,650
                                                     -----------

              CONSUMER PRODUCTS--2.2%
   75,000     Cendant Corp.*                           1,992,187
                                                     -----------



   SHARES                                                 VALUE
   ------                                                 -----
              ENERGY & ENERGY SERVICES--2.4%
   53,600     Halliburton Co.                        $ 2,157,400
                                                     -----------

              FINANCIAL SERVICES--8.2%
   17,300     American Express Co.                     2,876,125
   18,109     Bank of America Corp.                      908,845
   51,100     Citigroup Inc.                           2,839,244
    5,700     Morgan Stanley Dean Witter & Co.           813,675
                                                     -----------
                                                       7,437,889
                                                     -----------

              INSURANCE--.7%
    5,781     American International Group, Inc.         625,071
                                                      ----------

              PHARMACEUTICALS--2.8%
   25,200     Bristol Myers Squibb Co.                 1,617,525
   11,200     Warner-Lambert Co.                         917,700
                                                      ----------
                                                       2,535,225
                                                      ----------

              RETAILING--5.8%
   13,400     Bed Bath & Beyond Inc.*                    465,650
    7,100     Costco Wholesale Corp.*                    647,875
   42,450     Home Depot, Inc.                         2,910,478
   17,850     Wal-Mart Stores Inc.                     1,233,881
                                                      ----------
                                                       5,257,884
                                                      ----------

              SEMICONDUCTOR CAPITAL EQUIPMENT--2.2%
   10,300     Applied Materials Inc.*                  1,304,881
   10,300     Teradyne, Inc.*                            679,800
                                                      ----------
                                                       1,984,681
                                                      ----------

              SEMICONDUCTORS--9.9%
    8,200     Broadcom Corp., Cl. A*                   2,233,475
   27,800     Conexant Systems Inc.*                   1,845,225
   23,200     Linear Technology Corporation            1,660,250
   25,800     Texas Instruments, Incorporated          2,499,375
   15,500     Vitesse Semiconductor Corp.*               812,781
                                                      ----------
                                                       9,051,106

                                                      ----------
              TOTAL COMMON STOCKS
                (COST $58,808,720)                    82,292,788
                                                      ----------

  PRINCIPAL   SHORT-TERM INVESTMENTS--5.6%
   AMOUNT     SHORT-TERM CORPORATE NOTES--3.3%
   ------
$3,000,000    Toronto-Dominion Holdings (USA) Inc.,
                5.94%, 1/27/00
                (COST $2,987,134)                      2,987,134
                                                      ----------



                       See Notes to Financial Statements.



F-7



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN INCOME AND GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)


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


              SHORT-TERM INVESTMENTS (CONT'D)             VALUE
                                                          -----
              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--2.3%
              Securities Held Under Repurchase
                Agreements, 2.87%, 1/03/00, with
                Bear, Stearns & Co. Inc., dtd
                12/31/99, repurchase price
                $2,143,143; collateralized by U.S.
                Treasury Notes (par value
                $2,225,000 due 1/15/09) ..........   $ 2,142,631
                                                     -----------
              TOTAL SHORT-TERM INVESTMENTS
                (COST $5,129,765)                      5,129,765
                                                     -----------
TOTAL INVESTMENTS
  (COST $63,938,485)(A)                   95.8%       87,422,553
Other Assets in Excess of Liabilities      4.2         3,827,327
                                         -----       -----------
NET ASSETS                               100.0%      $91,249,880
                                         =====       ===========


- ------------------------
  + Securities partially or fully on loan.
  * Non-income producing security.

(a) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $63,938,485, amounted to
    $23,484,068 which consisted of aggregate gross unrealized appreciation of
    $24,536,752 and aggregate gross unrealized depreciation of $1,052,684.

                       See Notes to Financial Statements.

                                                                             F-8
<PAGE>



THE ALGER AMERICAN FUND
ALGER AMERICAN INCOME AND GROWTH PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                                                      YEAR ENDED DECEMBER 31,

                                                   ---------------------------------------------------------------------------------
                                                           1999            1998             1997            1996            1995
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>                           <C>             <C>            <C>             <C>             <C>
   Net asset value, beginning of year                     $  13.12        $  10.99      $    8.42        $  17.79         $ 13.30
- ------------------------------------------------------------------------------------------------------------------------------------
   Net investment income                                      0.00            0.03           0.03            0.09(i)         0.11(i)
   Net realized and unrealized gain
     (loss) on investments                                    5.26            3.30           2.94            1.87            4.54
- ------------------------------------------------------------------------------------------------------------------------------------
       Total from investment operations                       5.26            3.33           2.97            1.96            4.65
- ------------------------------------------------------------------------------------------------------------------------------------
   Dividends from net investment income                      (0.03)          (0.04)         (0.04)          (0.33)          (0.16)
   Distributions from net realized gains                     (0.77)          (1.16)         (0.36)         (11.00)             --
- ------------------------------------------------------------------------------------------------------------------------------------
       Total Distributions                                   (0.80)          (1.20)         (0.40)         (11.33)          (0.16)
- ------------------------------------------------------------------------------------------------------------------------------------
   Net asset value, end of year                            $ 17.58        $  13.12       $  10.99       $    8.42         $ 17.79
- ------------------------------------------------------------------------------------------------------------------------------------
   Total Return                                              42.45%          32.39%         36.29%          19.68%          35.13%
- ------------------------------------------------------------------------------------------------------------------------------------
   Ratios and Supplemental Data:
     Net assets, end of year (000's omitted)               $91,250         $77,926        $47,399         $20,910         $ 8,639
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of expenses to average net assets                  0.70%           0.70%          0.74%           0.81%           0.75%
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of net investment income to
       average net assets                                     0.03%           0.31%          0.56%           0.94%           0.61%
- ------------------------------------------------------------------------------------------------------------------------------------
     Portfolio Turnover Rate                                193.23%         131.67%        150.09%         121.60%         164.05%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(i) Amount was computed based on average shares outstanding during the year.



                       See Notes to Financial Statements.



F-9
<PAGE>



THE ALGER AMERICAN FUND
ALGER AMERICAN BALANCED PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999


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

   SHARES     COMMON STOCKS--61.1%                         VALUE
   ------                                                  -----


              ADVERTISING--.3%
    1,800     Omnicom Group Inc.                       $ 180,000
                                                     -----------

              AEROSPACE--2.4 %
   10,900     Honeywell International Inc.               628,794
   11,000     United Technologies Corp.                  715,000
                                                     -----------
                                                       1,343,794
                                                     -----------

              AUTOMOTIVE--.8%

    6,700     Harley Davidson, Inc.                      429,219
                                                     -----------

              BIO-TECHNOLOGY--2.4%
   20,200     Amgen Inc.*                              1,213,262
    1,800     Biogen Inc.*                               152,100
                                                     -----------
                                                       1,365,362
                                                     -----------

              BROADCASTING--.9%

    2,000     Clear Channel Communications Inc.*         178,500
    3,200     EchoStar Communications Corp., Cl. A*      312,000
                                                     -----------
                                                         490,500
                                                     -----------

              BUILDING & CONSTRUCTION--.2%
    4,400     Masco Corp.                                111,650
                                                     -----------

              BUSINESS SERVICES--.7%
   13,500     IMS Health Inc.                            367,031
                                                     -----------

              COMMUNICATION EQUIPMENT--5.9%

   12,200     Cisco Systems, Inc.*                     1,306,925
    8,800     Corning Inc.                             1,134,650
    6,000     Motorola, Inc.                             883,500
                                                     -----------
                                                       3,325,075
                                                     -----------

              COMMUNICATIONS--9.0%
   19,000     America Online Inc.*                     1,433,312
   12,726     At Home Corp., Series A*                   545,628
   10,400     AT&T Corp Liberty Media Group, Cl. A*      590,200
    9,000     Comcast Corp., Cl. A Special               455,062
    5,700     Cox Communications Inc., Cl. A*            293,550
    8,250     MCI Worldcom Inc.*                         437,766
    8,000     MediaOne Group Inc.*                       614,500
    1,600     Qualcomm Inc.*                             281,800
    6,400     Sprint Corp.                               430,800
                                                     -----------
                                                       5,082,618

                                                     -----------

              COMPUTER RELATED & BUSINESS EQUIPMENT--1.6%
   17,600     Dell Computer Corp.*                       897,600
                                                     -----------

              COMPUTER SERVICES--4.0%

    7,700     eBay Inc.*                                 963,944
    3,044     Yahoo Inc.*                              1,317,101
                                                     -----------
                                                       2,281,045
                                                     -----------

              COMPUTER SOFTWARE--3.7%

    5,700     Intuit Inc.*                               341,644
   14,800     Microsoft Corporation*                   1,727,900
                                                     -----------
                                                       2,069,544
                                                     -----------



   SHARES                                                 VALUE
   ------                                                 -----

              ENERGY & ENERGY SERVICES--1.7%
   23,850     Halliburton Co.                          $ 959,962
                                                     -----------

              FINANCIAL SERVICES--8.7%
    1,500     American Express Co.                       249,375
   15,016     Bank of America Corp.                      753,615
   20,200     Citigroup Inc.                           1,122,362
    4,391     Firstar Corp.                               92,760
    9,400     Household International Inc.               350,150
    9,300     Kansas City Southern Industries, Inc.                    694,012
    2,100     Merrill Lynch & Co., Inc.                  175,350
    9,200     Morgan Stanley Dean Witter & Co.         1,313,300
    3,300     Paine Webber Group Inc.                    128,081
                                                     -----------
                                                       4,879,005
                                                     -----------

              FREIGHT--1.7%
   13,800     United Parcel Service Inc., Cl. B          952,200
                                                     -----------

              INSURANCE--1.6%
    8,637     American International Group, Inc.         933,876

                                                     -----------

              LEISURE &  ENTERTAINMENT--.3%
    3,400     Carnival Corp.                             162,562
                                                     -----------

              PHARMACEUTICALS--4.0%
   10,600     Bristol Myers Squibb Co.                   680,387
   14,166     Pfizer Inc.                                459,510
   13,900     Warner-Lambert Co.                       1,138,931
                                                     -----------
                                                       2,278,828

                                                     -----------

              RETAILING--4.9%
    7,100     Amazon.com Inc.*                           540,488
    5,800     Best Buy Company Inc.*                     291,088
    1,800     Costco Wholesale Corp.*                    164,250
   17,325     Home Depot, Inc.                         1,187,845
    8,150     Wal-Mart Stores Inc.                       563,370
                                                     -----------
                                                       2,747,041
                                                     -----------

              SEMICONDUCTOR CAPITAL EQUIPMENT--3.0%
    9,700     Applied Materials Inc.*                  1,228,869
    7,000     Teradyne, Inc.*                            462,000
                                                     -----------
                                                       1,690,869
                                                     -----------

              SEMICONDUCTORS--3.3%
    9,400     Altera Corporation*                        465,887
    9,000     Intel Corp.                                740,812
    6,600     Linear Technology Corporation              472,312
    1,700     Texas Instruments, Incorporated            164,689
                                                     -----------
                                                       1,843,700
                                                     -----------

              TOTAL COMMON STOCKS
                (COST $24,918,426)                    34,391,481
                                                     -----------
              PREFERRED STOCK--.4%

              COMMUNICATIONS
    1,200     Nokia Corporation, ADR
                (COST $202,089)                          228,000
                                                     -----------




                                                                           F-10



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN BALANCED PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)


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

  PRINCIPAL
   AMOUNT     CORPORATE BONDS--15.4%                       VALUE
   ------                                                  -----

              AUTOMOTIVE--.4%
 $200,000     Ford Capital B.V.,

                9.50%, 6/01/10                         $ 225,850
                                                     -----------

              COMMUNICATIONS--2.9%
  300,000     MCI Worldcom Inc.,
                8.25%, 1/20/23                           310,635
  800,000     TCI Communications Inc.,
                8.00%, 8/01/05                           825,832
  500,000     Tele-Communications Inc.,
                7.25%, 8/01/05                           501,870
                                                     -----------
                                                       1,638,337
                                                     -----------

              ELECTRIC & GAS COMPANIES--1.6%
  100,000     Cincinnati Gas & Electric Co.,
                7.20%, 10/01/23                           92,091
  400,000     Potomac Electric Power Co.,
                7.00%, 1/15/24                           368,000
  500,000     Washington Gas Light Co.,
                6.51%, 8/18/08                           470,285
                                                     -----------
                                                         930,376
                                                     -----------

              FINANCIAL SERVICES--6.9%
  800,000     Associates Corp. North America,
                5.75%, 11/01/03                          764,760
              BankAmerica Corp.,
  100,000       7.125%, 5/12/05                           99,079
  800,000       7.20%, 4/15/06                           794,592
  200,000       6.625%, 10/15/07                         190,054
  400,000     Bankers Trust Corp.,
                7.00%, 3/13/18                           355,448
  260,000     Chase Manhattan Corp.,
                8.50%, 2/15/02                           267,795
  200,000     Citicorp,
                7.125%, 6/01/03                          199,784
  800,000     Goldman Sachs Group,
                6.65%, 5/15/09                           747,760
  200,000     Merrill Lynch & Co., Inc.,
                6.75%, 4/30/01                           199,488
  290,000     Morgan Stanley Dean Witter & Co.,
                7.50%, 2/01/24                           264,787
                                                     -----------
                                                       3,883,547
                                                     -----------



              PRINCIPAL
              AMOUNT                                     VALUE
              ------                                     -----

              INSURANCE--1.7%
 $500,000     Beneficial Corp.,
                6.575%, 12/16/02                       $ 491,950
  500,000     Loews Corp.,
                7.625%, 6/01/23                          460,820
                                                     -----------
                                                         952,770
                                                     -----------

              LEISURE & ENTERTAINMENT--.5%
  300,000     Disney(Walt) Company,
                6.375%, 3/30/01                          298,941
                                                     -----------

              RETAILING--1.4%
  800,000     Wal-Mart Stores Inc.,
               6.55%, 8/10/04                            788,032
                                                     -----------
              TOTAL CORPORATE BONDS
                (COST $9,047,036)                      8,717,853
                                                     -----------

              U.S. GOVERNMENT & AGENCY
                OBLIGATIONS--14.5%
  255,000     Federal Home Loan Bank Corp.,
                6.55%, 9/09/13                          229,459
              Federal Home Loan Mortgage Corp.,
  800,000       6.00%, 6/23/04                           770,376
  800,000       5.75%, 4/15/08                           739,624
  600,000       7.08%, 3/17/14                           553,314
              Federal National  Mortgage Assoc.,
  200,000       8.50%, 2/01/05                           200,312
  500,000       6.96%, 4/02/07                           498,205
  300,000       6.42%, 7/14/08                           280,077
  633,000       7.00%, 3/04/13                           586,810
  400,000       6.75%, 2/04/28                           345,064
              U.S. Treasury Notes,
  800,000       6.125%, 12/31/01                         799,128
  800,000       6.25%, 2/15/03                           799,000
  800,000       6.00%, 8/15/04                           789,496
  800,000       6.50%, 10/15/06                          800,248
  800,000       5.625%, 5/15/08                          755,377
                                                     -----------

              TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS
                (COST $8,383,454)                      8,146,490
                                                     -----------



                       See Notes to Financial Statements.



F-11



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN BALANCED PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)


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


  PRINCIPAL
   AMOUNT     SHORT-TERM INVESTMENTS--9.3%                  VALUE
   ------                                                   -----

              SHORT-TERM CORPORATE NOTES--8.9%
$2,000,000    Bell Atlantic Network Funding Corporation,

                6.28%, 1/05/00                         $  1,998,607
1,500,000     Indianapolis Power & Light Company,
                6.45%, 1/12/00                            1,497,044
1,500,000     Standard Life Assurance,
                6.45%, 1/12/00                            1,497,044
                                                        -----------

              TOTAL SHORT-TERM CORPORATE NOTES
                (COST $4,992,695)                         4,992,695
                                                        -----------


              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--.4%

              Securities Held Under Repurchase
                Agreements, 2.87%, 1/03/00, with

Bear, Stearns & Co. Inc., dtd 12/31/99,

repurchase price $239,372; collateralized

by U.S. Treasury Notes

(par value $250,000 due 2/28/03)                            239,315
                                                        -----------

              TOTAL SHORT-TERM INVESTMENTS
                (COST $5,232,010)                         5,232,010
                                                        -----------

TOTAL INVESTMENTS (COST $47,783,015)(A)    100.7%        56,715,834
Liabilities in Excess of Other Assets        (.7)          (389,326)
                                           -----         ----------
Net Assets                                 100.0%       $56,326,508
                                           =====        ===========



- ------------------
  * Non-income producing security.

(a) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $47,783,015, amounted to
    $8,932,819 which consisted of aggregate gross unrealized appreciation of
    $10,278,764 and aggregate gross unrealized depreciation of $1,345,945.



                       See Notes to Financial Statements.



                                                                           F-12
<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN BALANCED PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                      YEAR ENDED DECEMBER 31,
                                                   ---------------------------------------------------------------------------------
                                                           1999            1998             1997            1996            1995
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>                           <C>             <C>            <C>             <C>              <C>
   Net asset value, beginning of year                     $  12.98         $ 10.76       $   9.24         $ 13.64          $10.80
- ------------------------------------------------------------------------------------------------------------------------------------
   Net investment income                                      0.15            0.19           0.17            0.21(i)         0.33(i)
   Net realized and unrealized gain
     (loss) on investments                                    3.45            3.02           1.63            1.01            2.73
- ------------------------------------------------------------------------------------------------------------------------------------
       Total from investment operations                       3.60            3.21           1.80            1.22            3.06
- ------------------------------------------------------------------------------------------------------------------------------------
   Dividends from net investment income                      (0.17)          (0.18)         (0.12)          (0.73)          (0.22)
   Distributions from net realized gains                     (0.84)          (0.81)         (0.16)          (4.89)             --
- ------------------------------------------------------------------------------------------------------------------------------------
       Total Distributions                                   (1.01)          (0.99)         (0.28)          (5.62)          (0.22)
- ------------------------------------------------------------------------------------------------------------------------------------
   Net asset value, end of year                           $  15.57         $ 12.98       $  10.76        $   9.24          $13.64
- ------------------------------------------------------------------------------------------------------------------------------------
   Total Return                                              29.21%          31.51%         19.82%          10.17%          28.62%
- ------------------------------------------------------------------------------------------------------------------------------------
   Ratios and Supplemental Data:
     Net assets, end of year (000's omitted)               $56,327         $28,208        $16,614         $10,486          $3,671
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of expenses to average net assets                  0.93%           0.92%          1.01%           1.14%           1.00%
- ------------------------------------------------------------------------------------------------------------------------------------
     Ratio of net investment income to
       average net assets                                     1.66%           2.09%          2.14%           2.06%           2.49%
- ------------------------------------------------------------------------------------------------------------------------------------
     Portfolio Turnover Rate                                118.74%          94.64%        105.01%          68.66%         113.02%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



(i) Amount was computed based on average shares outstanding during the year.

                       See Notes to Financial Statements.



F-13
<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999


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


   SHARES     COMMON STOCKS--92.7%                         VALUE
   ------                                                  -----

              ADVERTISING--1.6%
   75,100     Lamar Advertising Co., Cl. A*          $ 4,548,243
  144,000     Young & Rubicam Inc.                    10,188,000
                                                    ------------
                                                      14,736,243
                                                    ------------

              AUTOMOTIVE--2.6%
  382,000     Harley Davidson, Inc.                   24,471,875
                                                    ------------

              BIO-TECHNOLOGY--4.9%
   33,200     Affymetrix Inc.*                         5,633,625
  294,400     Biogen Inc.*                            24,876,800
   91,100     Medimmune Inc.*                         15,111,212
                                                    ------------
                                                      45,621,637
                                                    ------------

              BROADCASTING--1.4%
  130,900     EchoStar Communications Corp., Cl. A*   12,762,750
                                                    ------------

              BUSINESS SERVICES--6.5%
   44,800     Ariba Inc.*                              7,946,400
   37,600     Digital Island Inc.*                     3,576,700
  121,700     eSpeed Inc.*                             4,327,956
  695,250     Fiserv Inc.*                            26,636,766
  648,883     IMS Health Inc.                         17,641,507
                                                    ------------
                                                      60,129,329
                                                    ------------

              COMMUNICATION  EQUIPMENT--5.2%
   57,500     Brocade Communications Systems Inc.*    10,177,500
  183,300     Corning Inc.                            23,634,244
   51,000     Emulex Corp.*                            5,737,500
   44,000     VeriSign Inc.*                           8,401,250
                                                    ------------
                                                      47,950,494
                                                    ------------
              COMMUNICATIONS--2.0%
  441,864     At Home Corp., Series A*                18,944,918
                                                    ------------

              COMPUTER SERVICES--6.3%
  223,400     Amdocs Limited*                          7,707,300
  427,300     CNET Inc.*                              24,249,275
  104,900     eBay Inc.*                              13,132,169
   72,600     Exodus Communications, Inc.*             6,447,788
   44,000     Vignette Corp.*                          7,172,000
                                                    ------------
                                                      58,708,532
                                                    ------------

              COMPUTER SOFTWARE--5.7%
   15,000     Commerce One Inc.*                       2,947,500
  119,400     CSG Systems International Inc.*          4,761,075
  680,700     Intuit Inc.*                            40,799,456
   66,600     Legato Systems Inc.*                     4,582,912
                                                    ------------
                                                      53,090,943
                                                    ------------



              SHARES                                      VALUE
              ------                                      -----

              ENERGY & ENERGY SERVICES--8.1%
  487,939     Calpine Corp.*                        $ 31,228,096
  235,700     Devon Energy Corporation                 7,748,637
  219,400     EOG Resources Inc.                       3,853,212
  951,400     Nabors Industries Inc.*                 29,433,938
  278,800     Union Pacific Resources Group Inc.       3,554,700
                                                    ------------
                                                      75,818,583

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

              FINANCIAL SERVICES--6.1%
  454,600     Kansas City Southern Industries Inc.    33,924,525
  593,250     Paine Webber Group Inc.                 23,025,516
                                                    ------------
                                                      56,950,041
                                                    ------------

              INDUSTRIAL EQUIPMENT--2.7%
  130,100     SPX Corp.*                              10,513,706
  272,100     Waters Corp.*                           14,421,300
                                                    ------------
                                                      24,935,006
                                                    ------------

              LEISURE & ENTERTAINMENT--2.5%
 1,153,457    Mandalay Resort Group*                 23,213,322
                                                    ------------

              MEDICAL SERVICES--3.3%
  334,500     Express Scripts Inc., Cl. A*            21,408,000
   93,200     Gilead Sciences Inc.*                    5,044,450
  150,600     MedQuist Inc.*                           3,887,362
                                                    ------------
                                                      30,339,812
                                                    ------------

              OIL & GAS--3.1%
  698,700     B.J. Services Company*                  29,214,394
                                                    ------------

              PHARMACEUTICALS--3.3%
  505,700     Forest Laboratories, Inc.*              31,068,944
                                                    ------------

              RESTAURANTS & LODGING--2.5%
  898,250     Outback Steakhouse, Inc.*               23,298,359
                                                    ------------

              RETAILING--10.1%
  389,200     Abercrombie & Fitch Co., Cl. A*         10,386,775
  167,500     Amazon.com Inc.*                        12,750,938
  632,600     Bed Bath & Beyond Inc.*                 21,982,850
  275,700     Best Buy Company Inc.*                  13,836,694
  130,000     BJ's Wholesale Club Inc.*                4,745,000
  177,800     Gucci Group N.V.                        20,358,100
  221,900     Williams Sonoma Inc.*                   10,207,400
                                                    ------------
                                                      94,267,757
                                                    ------------

              SEMICONDUCTOR CAPITAL EQUIPMENT--4.8%
   81,200     ASM Lithography Holding NV*              9,236,500
   98,200     Atmi Inc.*                               3,246,738
  487,300     Teradyne, Inc.*                         32,161,800
                                                    ------------
                                                      44,645,038
                                                    ------------




                       See Notes to Financial Statements.

                                                                           F-14



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)


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

   SHARES     COMMON STOCKS (CONT'D)                      VALUE
   ------                                                 -----

              SEMICONDUCTORS--10.0%
  523,500     Altera Corporation*                   $ 25,945,969
   67,200     Conexant Systems Inc.*                   4,460,400
  370,700     Linear Technology Corporation           26,528,219
  249,000     Maxim Integrated Products, Inc.*        11,749,688
  204,300     Microchip Technology Incorporated*      13,981,781
   34,500     Qlogic Corp.*                            5,515,688
   90,400     Vitesse Semiconductor Corp.*             4,740,350
                                                    ------------
                                                      92,922,095
                                                    ------------
              TOTAL COMMON STOCKS
                (COST $668,920,070)                  863,090,072
                                                    ------------
  PRINCIPAL
   AMOUNT     SHORT-TERM INVESTMENTS--8.4%
   ------

              SHORT-TERM CORPORATE NOTES--7.0%
$10,000,000   Inter-American Development Bank,
                5.74%, 1/12/00                         9,982,461
 35,000,000   Kansas City Power & Light Company,
                6.50%, 1/10/00                        34,943,125
 20,000,000   Standard Life Assurance,
                6.45%, 1/13/00                        19,957,080
                                                    ------------

              TOTAL SHORT-TERM CORPORATE NOTES
                (COST $64,882,666)                    64,882,666
                                                    ------------

              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--1.4%

              Securities Held Under Repurchase
                Agreements, 2.87%, 1/03/00, with

Bear, Stearns & Co. Inc., dtd 12/31/99,
repurchase price $13,866,787; collateralized
by U.S. Treasury Notes (par value $14,220,000
due 2/28/03)                                          13,863,471
                                                    ------------

              TOTAL SHORT-TERM INVESTMENTS
                (COST $78,746,137)                    78,746,137
                                                    ------------
TOTAL INVESTMENTS

  (COST $747,666,207)(A)                101.1%       941,836,209
Liabilities in Excess of Other Assets    (1.1)       (10,438,910)
                                        -----        -----------
NET ASSETS                              100.0%      $931,397,299
                                        =====       ============



- ------------------
  + Securities partially or fully on loan.
  * Non-income producing security.

(a) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $747,666,207, amounted to
    $194,170,002 which consisted of aggregate gross unrealized appreciation of
    $209,579,714, and aggregate gross unrealized depreciation of $15,409,712.

                       See Notes to Financial Statements.






                                     F-15
<PAGE>



THE ALGER AMERICAN FUND
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                  YEAR ENDED DECEMBER 31,

                                                   -------------------------------------------------------------------------------
                                                          1999            1998             1997            1996            1995
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>                         <C>             <C>            <C>             <C>             <C>
   Net asset value, beginning of year                     $ 28.87         $ 24.18        $ 21.35         $ 19.44         $ 13.46
- -----------------------------------------------------------------------------------------------------------------------------------
   Net investment income (loss)                             (0.05)           0.00(i)       (0.04)           0.03           (0.03)
   Net realized and unrealized gain
     (loss) on investments                                   8.00            6.95           3.20            2.29            6.01
- -----------------------------------------------------------------------------------------------------------------------------------
       Total from investment operations                      7.95            6.95           3.16            2.32            5.98
- -----------------------------------------------------------------------------------------------------------------------------------
   Dividends from net investment income                        --              --          (0.01)             --              --
   Distributions from net realized gains                    (4.59)          (2.26)         (0.32)          (0.41)             --
- -----------------------------------------------------------------------------------------------------------------------------------
       Total Distributions                                  (4.59)          (2.26)         (0.33)          (0.41)             --
- -----------------------------------------------------------------------------------------------------------------------------------
   Net asset value, end of year                           $ 32.23         $ 28.87        $ 24.18         $ 21.35         $ 19.44
- -----------------------------------------------------------------------------------------------------------------------------------
   Total Return                                             31.85%          30.30%         15.01%          11.90%          44.45%
- -----------------------------------------------------------------------------------------------------------------------------------
   Ratios and Supplemental Data:
     Net assets, end of year (000's omitted)             $931,397        $689,571       $444,967        $394,847        $185,349
- -----------------------------------------------------------------------------------------------------------------------------------
     Ratio of expenses to average net assets                 0.85%           0.84%          0.84%           0.84%           0.90%
- -----------------------------------------------------------------------------------------------------------------------------------
     Ratio of net investment income (loss) to
       average net assets                                   (0.21%)          0.00%         (0.15%)          0.08%          (0.25%)
- -----------------------------------------------------------------------------------------------------------------------------------
     Portfolio Turnover Rate                               162.30%         152.21%        151.98%          90.97%         104.74%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>


(i) Amount was computed based on average shares outstanding during the year.

                       See Notes to Financial Statements.



                                                                            F-16
<PAGE>


THE ALGER AMERICAN FUND
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999


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

   SHARES     COMMON STOCKS--92.2%                         VALUE
   ------                                                  -----
              ADVERTISING--1.5%
   53,000     Omnicom Group Inc.                     $ 5,300,000
                                                    ------------

              AEROSPACE--.4%
   24,700     Honeywell International Inc.             1,424,881
                                                    ------------

              BIO-TECHNOLOGY--3.7%
  220,300     Amgen Inc.*                             13,231,769
                                                    ------------

              BROADCASTING--4.6%
   54,000     Cablevision Systems Corp., Cl. A*        4,077,000
   78,000     Clear Channel Communications Inc.*       6,961,500
   57,900     EchoStar Communications Corp., Cl. A*    5,645,250
                                                    ------------
                                                      16,683,750
                                                    ------------

              BUSINESS SERVICES--2.4%
   30,000     Ariba Inc.*                              5,321,250
   34,800     Digital Island Inc.*                     3,310,350
                                                    ------------
                                                       8,631,600
                                                    ------------

              COMMUNICATION EQUIPMENT--9.3%
   49,000     Brocade Communications Systems Inc.*     8,673,000
  104,500     Cisco Systems, Inc.*                    11,194,563
   67,000     Motorola, Inc.                           9,865,750
   17,600     SDL Inc.*                                3,836,800
                                                    ------------
                                                      33,570,113
                                                    ------------

              COMMUNICATIONS--14.9%
  191,000     America Online Inc.*                    14,408,563
  112,200     At Home Corp., Series A*                 4,810,575
  206,000     Comcast Corp., Cl. A Special            10,415,875
  108,000     Cox Communications Inc., Cl. A*          5,562,000
   30,000     McLeodUSA Inc., Cl. A*                   1,766,250
   81,600     Nextel Communications Inc., Cl. A*       8,415,000
   48,000     Qualcomm Inc.*                           8,454,000
                                                    ------------
                                                      53,832,263
                                                    ------------

              COMPUTER RELATED & BUSINESS EQUIPMENT--3.2%
   67,200     Dell Computer Corp.*                     3,427,200
  106,400     Sun Microsystems Inc.*                   8,239,350
                                                    ------------
                                                      11,666,550
                                                    ------------

              COMPUTER SERVICES--16.8%
   97,600     CNET Inc.*                               5,538,800
  114,700     eBay Inc.*                              14,359,006
  166,000     Exodus Communications, Inc.*            14,742,875
   30,000     Vignette Corp.*                          4,890,000
   49,590     Yahoo Inc.*                             21,456,973
                                                    ------------
                                                      60,987,654
                                                    ------------



   SHARES                                                 VALUE
   ------                                                 -----

              COMPUTER SOFTWARE--5.2%
  101,700     Intuit Inc.*                           $ 6,095,644
  110,200     Microsoft Corporation*                  12,865,850
                                                    ------------
                                                      18,961,494
                                                    ------------

              CONSUMER PRODUCTS--1.0%
  136,000     Cendant Corp.*                           3,612,500
                                                    ------------

              ENERGY & ENERGY SERVICES--2.1%
  187,000     Halliburton Co.                          7,526,750
                                                    ------------

              FINANCIAL SERVICES--6.5%
   42,234     American Express Co.                     7,021,402
   71,527     Bank of America Corp.                    3,589,761
  181,750     Citigroup Inc.                          10,098,484
   20,000     Morgan Stanley Dean Witter & Co.         2,855,000

                                                    ------------
                                                      23,564,647
                                                   ------------

              INSURANCE--.5%

   15,437     American International Group, Inc.       1,669,126
                                                    ------------

              OIL & GAS--.4%
   37,100     B.J. Services Company*                   1,551,244
                                                    ------------

              PHARMACEUTICALS--1.9%

   54,674     Bristol Myers Squibb Co.                 3,509,387
   42,100     Warner-Lambert Co.                       3,449,568
                                                    ------------
                                                       6,958,955
                                                    ------------

              RETAILING--3.6%
   23,400     Costco Wholesale Corp.                   2,135,250
   99,600     Home Depot, Inc.                         6,828,825
   61,900     Wal-Mart Stores Inc.                     4,278,838
                                                    ------------
                                                      13,242,913
                                                    ------------

              SEMICONDUCTOR CAPITAL EQUIPMENT--4.4%
   55,000     Applied Materials Inc.*                  6,967,812
   33,000     ASM Lithography Holding NV*              3,753,750
   80,800     Teradyne, Inc.*                          5,332,800
                                                    ------------
                                                      16,054,362
                                                    ------------

              SEMICONDUCTORS--9.8%
   58,000     Altera Corporation*                      2,874,625
   28,100     Broadcom Corp., Cl. A*                   7,653,738
  140,000     Conexant Systems Inc.*                   9,292,500
   48,000     Linear Technology Corporation            3,435,000
   72,000     Texas Instruments, Incorporated          6,975,000
  103,000     Vitesse Semiconductor Corp.*             5,401,063
                                                    ------------
                                                      35,631,926
                                                    ------------
              TOTAL COMMON STOCKS

                (COST $223,646,841)                  334,102,497
                                                    ------------




                       See Notes to Financial Statements.



F-17



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
SCHEDULE OF INVESTMENTS--DECEMBER 31, 1999 (CONT'D)

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

  PRINCIPAL
   AMOUNT     SHORT-TERM INVESTMENTS--5.6%                 VALUE
   ------                                                 -----

              SHORT-TERM CORPORATE NOTES--2.8%
$10,000,000   Constellation Energy Group,
                6.35%, 1/10/00(a)
                (COST $9,984,125)                    $ 9,984,125
                                                    ------------

              SECURITIES HELD UNDER
                REPURCHASE AGREEMENTS--2.8%
              Securities Held Under Repurchase
                Agreements, 2.87%, 01/03/00, with
                Bear, Stearns & Co. Inc., dtd
                12/31/99, repurchase price
                $10,390,042; collateralized by
                U.S. Treasury Notes & U.S.
                Treasury Strips (Total par value
                $11,195,000 due 2/28/03-2/15/06)      10,387,558
                                                    ------------
              TOTAL SHORT-TERM INVESTMENTS
                (COST $20,371,683)                    20,371,683
                                                    ------------

TOTAL INVESTMENTS
  (COST $244,018,524)(B)                 97.8%       354,474,180
Other Assets in Excess of Liabilities     2.2          8,025,565
                                         ----        -----------
NET ASSETS                              100.0%      $362,499,745
                                        =====       ============



- -----------------------------
  + Securities partially or fully on loan.
  * Non-income producing security.

(a) Pursuant to Securities and Exchange Commission Rule 144A, these securities
    may be sold prior to their maturity only to qualified institutional buyers.

(b) At December 31, 1999, the net unrealized appreciation on investments, based
    on cost for federal income tax purposes of $244,018,524, amounted to
    $110,455,656 which consisted of aggregate gross unrealized appreciation of
    $114,617,673 and aggregate gross unrealized depreciation of $4,162,017.

                       See Notes to Financial Statements.



                                                                           F-18



<PAGE>



THE ALGER AMERICAN FUND
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                          FROM JANUARY 25, 1995
                                                                     YEAR ENDED DECEMBER 31,                (COMMENCEMENT OF
                                                    _____________________________________________________      OPERATIONS)
                                                        1999         1998          1997           1996    TO DECEMBER 31, 1995(I)
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                         <C>                 <C>             <C>            <C>             <C>              <C>
Net asset value, beginning of period            $     34.90       $ 23.17       $ 19.36         $ 17.43         $ 10.00
- ------------------------------------------------------------------------------------------------------------------------------------
Net investment loss                                   (0.09)        (0.05)        (0.03)     (0.03)(ii)           (0.03)
Net realized and unrealized gain
  on investments                                      25.93         12.99          3.84            2.14            7.46
- ------------------------------------------------------------------------------------------------------------------------------------
    Total from investment operations                  25.84         12.94          3.81            2.11            7.43
Distributions from net realized gains                 (2.77)        (1.21)           --           (0.18              --
- ------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period                  $     57.97       $ 34.90       $ 23.17         $ 19.36        $  17.43
- ------------------------------------------------------------------------------------------------------------------------------------
Total Return                                          78.06%        57.83%        19.68%          12.04           74.30%
- ------------------------------------------------------------------------------------------------------------------------------------
Ratios and Supplemental Data:
  Net assets, end of period (000's omitted)     $   362,500     $ 101,710      $ 53,488        $ 34,925         $ 5,497
- ------------------------------------------------------------------------------------------------------------------------------------
  Ratio of expenses excluding interest to
    average net assets                                 0.92%         0.93%         0.96%           1.06            1.50%
- ------------------------------------------------------------------------------------------------------------------------------------
  Ratio of expenses including interest to
    average net assets                                 0.93%         0.96%         1.00%           1.09            1.56%
- ------------------------------------------------------------------------------------------------------------------------------------
  Decrease reflected in above expense ratios
    due to expense reimbursements                        --            --            --              --            2.36%
- ------------------------------------------------------------------------------------------------------------------------------------
  Ratio of net investment loss to
    average net assets                                (0.49%)       (0.27%)       (0.17%)         (0.15  )        (0.71%)
- ------------------------------------------------------------------------------------------------------------------------------------
  Portfolio Turnover Rate                            155.74%       143.59%       164.27%         102.10          178.23%
- ------------------------------------------------------------------------------------------------------------------------------------
Amount of debt outstanding
  at end of period                                       --            --            --              --             --
- ------------------------------------------------------------------------------------------------------------------------------------
Average amount of debt outstanding
  during the period                             $   266,584     $ 246,101     $ 201,644        $ 76,079         $ 8,122
- ------------------------------------------------------------------------------------------------------------------------------------
Average daily number of shares
  outstanding during the period                   4,395,246     2,480,478     2,135,458       1,107,187          75,460
- ------------------------------------------------------------------------------------------------------------------------------------
Average amount of debt per share
  during the period                                  $ 0.06        $ 0.10        $ 0.09          $ 0.07          $ 0.11
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(i) Ratios have been annualized; total return has not been annualized.

(ii) Amount was computed based on average shares outstanding during the year.


                       See Notes to Financial Statements.


F-19



<PAGE>

THE ALGER AMERICAN FUND
STATEMENTS OF ASSETS AND LIABILITIES

DECEMBER 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                AMERICAN       AMERICAN
                                                                  SMALL         INCOME                      AMERICAN       AMERICAN
                                              AMERICAN         CAPITALIZA-        AND         AMERICAN       MIDCAP        LEVERAGED
                                               GROWTH             TION          GROWTH        BALANCED       GROWTH         ALLCAP
                                              PORTFOLIO         PORTFOLIO      PORTFOLIO      PORTFOLIO     PORTFOLIO      PORTFOLIO
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>              <C>            <C>            <C>           <C>           <C>
ASSETS:
  Investments in securities, at value
  (identified cost*)--see accompany-
    ing schedules of investments            $3,477,524,783   $690,243,867   $87,422,553    $56,715,834   $941,836,209  $354,474,180
  Receivable for investment securities
    sold                                                --      4,482,740     4,123,665             --             --    11,492,912
  Receivable for shares of beneficial
    interest sold                                9,325,508      1,196,539        12,035         80,370      1,475,216     1,095,323
  Interest and dividends receivable                443,983         22,258        13,779        304,917         74,949        21,238
  Other assets                                     123,317         35,596        22,951          3,162         36,512         6,226
- ------------------------------------------------------------------------------------------------------------------------------------
      Total Assets                           3,487,417,591    695,981,000    91,594,983     57,104,283    943,422,886   367,089,879
- ------------------------------------------------------------------------------------------------------------------------------------
LIABILITIES:
  Payable for investment securities
    purchased                                   93,457,355      2,403,313            --        721,247      4,437,048     3,596,784
  Payable for shares of beneficial
    interest redeemed                            4,113,664     18,197,902       279,591         11,481      6,918,280       725,145
  Accrued investment management fees             2,053,337        453,415        44,961         34,149        602,182       238,306
  Accrued expenses                                 267,328         62,183        20,551         10,898         68,077        29,899
- ------------------------------------------------------------------------------------------------------------------------------------
      Total Liabilities                         99,891,684     21,116,813       345,103        777,775     12,025,587     4,590,134
- ------------------------------------------------------------------------------------------------------------------------------------
NET ASSETS                                  $3,387,525,907   $674,864,187   $91,249,880    $56,326,508   $931,397,299  $362,499,745
- ------------------------------------------------------------------------------------------------------------------------------------
NET ASSETS CONSIST OF:
  Paid-in capital                           $2,111,525,013   $189,791,334   $41,624,610    $40,560,862   $608,652,119  $205,947,718
  Undistributed net investment
    income (accumulated loss)                     (698,692)   (11,484,511)       39,433        655,687     (2,526,046)   (1,219,985)
  Undistributed net realized gain              452,693,036    293,620,931    26,101,769      6,177,140    131,101,224    47,316,356
  Net unrealized appreciation                  824,006,550    202,936,433    23,484,068      8,932,819    194,170,002   110,455,656
- ------------------------------------------------------------------------------------------------------------------------------------
NET ASSETS                                  $3,387,525,907   $674,864,187   $91,249,880    $56,326,508   $931,397,299  $362,499,745
- ------------------------------------------------------------------------------------------------------------------------------------
  Shares of beneficial interest
    outstanding--Note 6                          52,617,786     12,236,096     5,190,600      3,618,469     28,894,318     6,253,045
- ------------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE                          $ 64.38        $ 55.15       $ 17.58        $ 15.57        $ 32.23       $ 57.97
- ------------------------------------------------------------------------------------------------------------------------------------
*Identified cost                            $2,653,518,233   $487,307,434   $63,938,485    $47,783,015   $747,666,207  $244,018,524
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                       See Notes to Financial Statements.



                                                                           F-20



<PAGE>

THE ALGER AMERICAN FUND
STATEMENTS OF OPERATIONS


FOR THE YEAR ENDED DECEMBER 31, 1999
- -------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                               AMERICAN       AMERICAN
                                                                 SMALL         INCOME                      AMERICAN       AMERICAN
                                             AMERICAN         CAPITALIZA-        AND         AMERICAN       MIDCAP        LEVERAGED
                                              GROWTH             TION          GROWTH        BALANCED       GROWTH         ALLCAP
                                             PORTFOLIO         PORTFOLIO      PORTFOLIO      PORTFOLIO     PORTFOLIO      PORTFOLIO
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>             <C>            <C>           <C>           <C>
Investment income
  Income:
    Interest                                 $ 10,062,396    $ 3,991,159     $ 318,511      $ 932,573    $ 3,593,656     $ 395,629
    Dividends                                  10,086,205        715,744       399,240        106,118      1,176,070       412,028
- ------------------------------------------------------------------------------------------------------------------------------------
      Total Income                             20,148,601      4,706,903       717,751      1,038,691      4,769,726       807,657
- ------------------------------------------------------------------------------------------------------------------------------------
  Expenses:
    Management fees-- Note 3(a)                19,706,786      6,401,767       610,561        301,241      5,967,972     1,585,846
    Interest on line of credit utilized                --             --            --             --             --        16,269
    Custodian fees                                565,790        198,065        34,340         29,901        173,428        50,551
    Transfer agent fees                           211,321         47,586         8,341          3,871         58,566        16,372
    Professional fees                              76,243         21,150         8,993          8,147         26,309        14,044
    Trustees' fees                                  3,750          3,750         3,750          3,750          3,750         3,750
    Miscellaneous                                 280,769        113,189        20,784         26,343         94,267        42,173
- ------------------------------------------------------------------------------------------------------------------------------------
      Total Expenses                           20,844,659      6,785,507       686,769        373,253      6,324,292     1,729,005
- ------------------------------------------------------------------------------------------------------------------------------------
Net Investment Income (Loss)                     (696,058)    (2,078,604)       30,982        665,438     (1,554,566)     (921,348)
- ------------------------------------------------------------------------------------------------------------------------------------
Realized and Unrealized
  Gain (LOSS) on Investments

    Net realized gain on investments          460,411,703    293,080,766    26,152,817      6,227,204    131,041,471    47,112,154
    Net change in unrealized appreciation
      (depreciation) on investments           307,222,865    (71,914,674)    4,721,973      3,870,767     88,777,695    80,489,142
- ------------------------------------------------------------------------------------------------------------------------------------
    Net realized and unrealized gain
      on investments                          767,634,568    221,166,092    30,874,790     10,097,971    219,819,166   127,601,296
- ------------------------------------------------------------------------------------------------------------------------------------
Net increase in net
  assets resulting from
  operations                                 $766,938,510   $219,087,488   $30,905,772    $10,763,409   $218,264,600  $126,679,948
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                       See Notes to Financial Statements.



F-21



<PAGE>

THE ALGER AMERICAN FUND
ALGER AMERICAN LEVERAGED ALLCAP PORTFOLIO
STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 1999
- -----------------------------------------------------

- -----------------------------------------------------
<TABLE>
<CAPTION>
<S>                                                                               <C>
   INCREASE (DECREASE) IN CASH
   Cash flows from operating activities:
     Interest received                                                            $     401,885
     Dividends received                                                                 397,682
     Interest paid                                                                      (16,313)
     Operating expenses paid                                                         (1,530,916)
     Purchase of short-term securities, net                                        (17, 579,686)
     Purchase of portfolio securities                                              (387,841,248)
     Proceeds from disposition of portfolio securities                              272,503,835
     Other                                                                               (4,642)
- ------------------------------------------------------------------------------------------------
       Net cash used in operating activities                                       (133,669,403)
- ------------------------------------------------------------------------------------------------
   Cash flows from financing activities:
     Dividends paid                                                                 (10,215,601)
     Proceeds from shares sold and dividends reinvested                             211,880,629
     Payments on shares redeemed                                                    (67,995,625)
- ------------------------------------------------------------------------------------------------
       Net cash provided by financing activities                                    133,669,403
- ------------------------------------------------------------------------------------------------
   Net increase in cash                                                                      --
   Cash--beginning of year                                                                   --
- ------------------------------------------------------------------------------------------------
   Cash--end of year                                                              $          --
- ------------------------------------------------------------------------------------------------

   RECONCILIATION OF NET INCREASE IN NET ASSETS TO NET CASH USED IN OPERATING
ACTIVITIES:

   Net increase in net assets resulting from operations                           $ 126,679,948
   Increase in investments                                                         (125,940,740)
   Increase in receivable for investments sold                                      (10,573,143)
   Increase in payable for securities purchased                                       3,596,784
   Increase in interest and dividends receivable                                         (8,090)
   Net realized gain                                                                (47,112,154)
   Net increase in unrealized appreciation                                          (80,489,142)
   Increase in accrued expenses                                                         181,776
   Net increase in other assets                                                          (4,642)
- ------------------------------------------------------------------------------------------------
   Net cash used in operating activities                                         $ (133,669,403)
- ------------------------------------------------------------------------------------------------
</TABLE>



                       See Notes to Financial Statements.



                                                                            F-22



<PAGE>

THE ALGER AMERICAN FUND
STATEMENTS OF CHANGES IN NET ASSETS

FOR THE YEAR ENDED DECEMBER 31, 1999

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



<TABLE>
<CAPTION>
                                                                              AMERICAN
                                                               AMERICAN        INCOME                      AMERICAN       AMERICAN
                                             AMERICAN            SMALL           AND         AMERICAN       MIDCAP        LEVERAGED
                                              GROWTH        CAPITALIZATION     GROWTH        BALANCED       GROWTH         ALLCAP
                                             PORTFOLIO         PORTFOLIO      PORTFOLIO      PORTFOLIO     PORTFOLIO      PORTFOLIO
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                       <C>               <C>             <C>            <C>          <C>            <C>
Net investment income (loss)                $ (696,058)  $    (2,078,604)     $ 30,982      $ 665,438   $ (1,554,566)   $ (921,348)
Net realized gain on investments           460,411,703       293,080,766    26,152,817      6,227,204    131,041,471    47,112,154
Net change in unrealized appreciation
  (depreciation) on investments            307,222,865       (71,914,674)    4,721,973      3,870,767     88,777,695    80,489,142
- ------------------------------------------------------------------------------------------------------------------------------------
Net increase in net assets resulting
  from operations                          766,938,510       219,087,488    30,905,772     10,763,409    218,264,600   126,679,948
Dividends to shareholders:
  Net investment income                     (3,390,608)               --      (184,311)      (431,942)            --            --
  Net realized gains                      (231,505,570)     (121,889,784)   (5,479,715)    (2,190,935)  (109,670,539)  (10,215,601)
Net increase (decrease) from
  shares of beneficial interest
  transactions--Note 6                      949,764,622      (638,917,257)  (11,917,487)    19,977,656    133,231,781   144,325,873
- ------------------------------------------------------------------------------------------------------------------------------------
    Total increase (decrease)            1,481,806,954      (541,719,553)   13,324,259     28,118,188    241,825,842   260,790,220
Net Assets
  Beginning of year                      1,905,718,953     1,216,583,740    77,925,621     28,208,320    689,571,457   101,709,525
- ------------------------------------------------------------------------------------------------------------------------------------
  End of year                           $3,387,525,907    $  674,864,187   $91,249,880    $56,326,508   $931,397,299  $362,499,745
- ------------------------------------------------------------------------------------------------------------------------------------
  Undistributed net investment income
    (accumulated loss)                      $ (698,692)  $   (11,484,511)     $ 39,433      $ 655,687   $ (2,526,046) $ (1,219,985)
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



THE ALGER AMERICAN FUND
STATEMENTS OF CHANGES IN NET ASSETS

FOR THE YEAR ENDED DECEMBER 31, 1998
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                              AMERICAN
                                                               AMERICAN        INCOME                      AMERICAN       AMERICAN
                                             AMERICAN            SMALL           AND         AMERICAN       MIDCAP        LEVERAGED
                                              GROWTH        CAPITALIZATION     GROWTH        BALANCED       GROWTH         ALLCAP
                                             PORTFOLIO         PORTFOLIO      PORTFOLIO      PORTFOLIO     PORTFOLIO      PORTFOLIO
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                       <C>               <C>             <C>            <C>           <C>            <C>
Net investment income (loss)               $ 3,372,212    $   (2,025,154)    $ 181,987      $ 430,207       $ (4,412)   $ (178,959)
Net realized gain on investments           223,813,556       122,430,214     5,444,249      2,135,374    112,933,261    10,343,897
Net change in unrealized appreciation
  on investments                           338,483,830        51,310,113    11,504,771      3,469,514     35,788,129    23,275,972
- ------------------------------------------------------------------------------------------------------------------------------------
Net increase in net assets resulting
  from operations                          565,669,598       171,715,173    17,131,007      6,035,095    148,716,978    33,440,910
Dividends to shareholders:
  Net investment income                     (3,246,329)               --      (194,463)      (295,352)            --            --
  Net realized gains                      (198,381,152)     (131,575,498)   (5,380,156)    (1,311,952)   (41,830,668)   (2,761,338)
Net increase from
  shares of beneficial interest
  transactions--Note 6                      469,147,944       178,858,157    18,970,341      7,166,779    137,718,447    17,541,955
- ------------------------------------------------------------------------------------------------------------------------------------
    Total increase                         833,190,061       218,997,832    30,526,729     11,594,570    244,604,757    48,221,527
Net Assets
  Beginning of year                      1,072,528,892       997,585,908    47,398,892     16,613,750    444,966,700    53,487,998
- ------------------------------------------------------------------------------------------------------------------------------------
  End of year                           $1,905,718,953    $1,216,583,740   $77,925,621    $28,208,320   $689,571,457  $101,709,525
- ------------------------------------------------------------------------------------------------------------------------------------

  Undistributed net investment income
    (accumulated loss)                     $ 3,387,974   $    (9,405,907)    $ 192,762      $ 422,191     $ (971,480)   $ (298,637)
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                       See Notes to Financial Statements.



F-23



<PAGE>

THE ALGER AMERICAN FUND
NOTES TO FINANCIAL STATEMENTS


DECEMBER 31, 1999

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

NOTE 1--GENERAL:
The Alger American Fund (the "Fund") is a diversified, open-end registered
investment company organized as a business trust under the laws of the
Commonwealth of Massachusetts. The Fund operates as a series company currently
issuing six series of shares of beneficial interest: American Growth Portfolio,
American Small Capitalization Portfolio, American Income and Growth Portfolio,
American Balanced Portfolio, American MidCap Growth Portfolio and American
Leveraged AllCap Portfolio (collectively the "Portfolios"). The American Growth
Portfolio, American Small Capitalization Portfolio, American MidCap Growth
Portfolio and American Leveraged AllCap Portfolio invest primarily in equity
securities and each has an investment objective of long-term capital
appreciation. The American Income and Growth Portfolio's primary investment
objective is to provide a high level of dividend income by investing primarily
in dividend-paying equity securities; capital appreciation is a secondary
objective. The American Balanced Portfolio's investment objectives are current
income and long-term capital appreciation which it seeks to achieve through
investing in equity and fixed income securities. Shares of the Portfolios are
available and are being marketed exclusively as a pooled funding vehicle for
qualified retirement plans and for life insurance companies writing all types of
variable annuity contracts and variable life insurance policies.

NOTE 2--SIGNIFICANT ACCOUNTING POLICIES:
(a) INVESTMENT VALUATION: Investments of the Portfolios are valued on each day
the New York Stock Exchange ("NYSE") is open as of the close of the NYSE
(normally 4:00 p.m. Eastern time). Listed and unlisted securities for which such
information is regularly reported are valued at the last reported sales price
or, in the absence of reported sales, at the mean between the bid and the asked
price, or, in the absence of a recent bid or asked price, the equivalent as
obtained from one or more of the major market makers for the securities to be
valued.

Securities for which market quotations are not readily available are valued
according to procedures established by the Board of Trustees to determine fair
value in good faith.

Securities having a remaining maturity of sixty days or less are valued at
amortized cost which approximates market value.

(b) SECURITY TRANSACTIONS AND INVESTMENT INCOME: Security transactions are
recorded on a trade date basis. Resulting receivables and payables are carried
at amounts which approximate fair value. Realized gains and losses from
security transactions are recorded on the identified cost basis. Dividend
income is recognized on the ex-dividend date and interest income is recognized
on the accrual basis.

(c) REPURCHASE AGREEMENTS: The Portfolios enter into repurchase agreements with
approved institutions, primarily U.S. Government securities dealers. The
repurchase agreements are collateralized by U.S. Government securities which
are verified by the investment manager as being either received and held in
physical possession by the custodian or as having been received by such
custodian in book-entry form through the Federal Reserve book-entry system. The
investment manager monitors the value of the collateral at the time the
repurchase agreement is entered into and on a daily basis during the term of
the agreement to ensure that its value equals or exceeds the agreed-upon
repurchase price to be repaid to the Portfolio. Additional collateral is
obtained when necessary.

(d) LENDING OF PORTFOLIO SECURITIES: The Portfolios lend their securities to
financial institutions, including an affiliate of the custodian, provided that
the market value of securities loaned will not at any time exceed one-third of
the Portfolio's total assets, as defined. The Portfolios earn fees on the
securities loaned which are included in interest income in the accompanying
Statements of Operations. In order to protect against the risk of failure by
the borrower to return the securities loaned or any delay in the delivery of
such securities, the investment manager ensures that the loan is collateralized
by cash, letters of credit or U.S. Government securities that are maintained at
all times in an amount equal to at least 100 percent of the current market
value of the loaned securities. At December 31, 1999, the value of securities
loaned and collateral received thereon were as follows:

                                     VALUE OF
                                    SECURITIES        VALUE OF
                                      LOANED         COLLATERAL
                                    -----------      -----------
American Growth Portfolio        $           --      $        --
American Small Capitalization
  Portfolio                          44,009,766       44,894,197
American Income and Growth
  Portfolio                             691,400          708,565
American Balanced Portfolio                  --               --
American MidCap Growth
  Portfolio                           4,782,294        4,878,374
American Leveraged AllCap
  Portfolio                           4,242,650        4,328,917
(e) DIVIDENDS TO SHAREHOLDERS: Dividends and distributions payable to
shareholders are recorded by the Fund on the ex-dividend date.

Dividends from net investment income are declared and paid annually.



                                                                           F-24



<PAGE>

THE ALGER AMERICAN FUND
NOTES TO FINANCIAL STATEMENTS  (CONT'D)


DECEMBER 31, 1999
- --------------------------------------------------------------------------------

Distributions from net realized gains, offset by any loss carryforward, are
declared and paid annually after the end of the fiscal year in which earned.

(f) FEDERAL INCOME TAXES: It is the Fund's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of the taxable income, including net realized
capital gains, of each Portfolio to its respective shareholders. Therefore, no
federal income tax provision is required. Each Portfolio is treated as a
separate entity for the purpose of determining such compliance.

(g) EXPENSES: The Fund accounts separately for the assets, liabilities and
operations of each Portfolio. Expenses directly attributable to each Portfolio
are charged to that Portfolio's operations; expenses which are applicable to all
Portfolios are allocated among them.

(h) OTHER: These financial statements have been prepared using estimates and
assumptions that affect the reported amounts therein. Actual results may differ
from those estimates.

NOTE 3--INVESTMENT MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES:

(a) INVESTMENT MANAGEMENT FEES: Fees incurred by each Portfolio, pursuant to the
provisions of its Investment Management Agreement (the "Agreement") with Fred
Alger Management, Inc. ("Alger Management"), are payable monthly and computed
based on the average daily net assets of each Portfolio at the following annual
rates:

American Growth Portfolio                         .750%
American Small Capitalization Portfolio           .850
American Income and Growth Portfolio              .625
American Balanced Portfolio                       .750
American MidCap Growth Portfolio                  .800
American Leveraged AllCap Portfolio               .850



Each Agreement further provides that if in any fiscal year the aggregate
expenses, excluding interest, taxes, brokerage commissions, and extraordinary
expenses, of the American Growth Portfolio exceed 1.50%; the American Small
Capitalization Portfolio exceed 1.50%; the American Income and Growth Portfolio
exceed 1.25%; the American Balanced Portfolio exceed 1.25%; the American MidCap
Growth Portfolio exceed 1.50% and the American Leveraged AllCap Portfolio exceed
1.50% of the average daily net assets of the applicable Portfolio, Alger
Management will reimburse that Portfolio for the excess expenses.

(b) BROKERAGE COMMISSIONS: During the year ended December 31, 1999, the American
Growth Portfolio, American Small Capitalization Portfolio, American Income and
Growth Portfolio, American Balanced Portfolio, American MidCap Growth Portfolio
and the American Leveraged AllCap Portfolio paid Fred Alger & Company,
Incorporated ("Alger Inc.") $5,111,202, $2,278,921, $231,116, $53,606,
$1,821,363 and $341,921, respectively, in connection with securities
transactions.

(c) TRANSFER AGENCY FEES: The Fund has entered into a transfer agency agreement
with Alger Shareholder Services, Inc. ("Services"), an affiliate of Alger
Management, whereby Services will act as transfer agent for the Fund.

(d) Certain trustees and officers of the Fund are directors and officers of
Alger Management, Alger Inc. and Services.

NOTE 4--SECURITIES TRANSACTIONS:

Purchases and sales of securities, other than short-term securities, for the
year ended December 31, 1999, were as follows:

                                     PURCHASES          SALES
                                     ---------         ------
American Growth Portfolio        $3,954,279,606   $3,289,891,955
American Small Capitalization
  Portfolio                       1,236,782,165    1,932,594,294
American Income and Growth
  Portfolio                         178,438,444      200,800,089
American Balanced Portfolio          58,114,482       38,749,526
American MidCap Growth
  Portfolio                       1,171,313,352    1,112,905,571
American Leveraged AllCap
  Portfolio                         391,438,032      283,074,144

NOTE 5--LINE OF CREDIT:

The American Leveraged AllCap Portfolio has a line of credit with its custodian
bank whereby it may borrow up to one-third of the value of its assets, as
defined, up to a maximum of $25,000,000. Such borrowings have a variable
interest rate and are payable on demand. To the extent American Leveraged AllCap
Portfolio borrows under this line, it must pledge securities with a total value
of at least twice the amount borrowed. During the year ended December 31, 1999,
the American Leveraged AllCap Portfolio had borrowings which averaged $266,584
at a weighted average interest rate of 6.02%.

NOTE 6--SHARE CAPITAL:

The Fund has an unlimited number of authorized shares of beneficial interest of
$.001 par value.



<PAGE>



F-25



<PAGE>

THE ALGER AMERICAN FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)

DECEMBER 31, 1999
- --------------------------------------------------------------------------------

During the year ended December 31, 1999, transactions of shares of beneficial
interest were as follows:

                                        SHARES         AMOUNT
                                        -------       --------
American Growth
   Portfolio:
     Shares sold                      46,703,529  $2,602,462,915
     Dividends reinvested              4,531,199     234,852,067
                                       ---------   -------------
                                      51,234,728   2,837,314,982
     Shares redeemed                 (34,425,887) (1,887,550,360)
                                       ---------   -------------
       Net increase                   16,808,841    $949,764,622
                                       =========   =============


                                        SHARES         AMOUNT
                                        -------       --------
American Small Capitalization
   Portfolio:
     Shares sold                      31,804,437  $1,387,733,383
     Dividends reinvested              3,077,857     121,883,144
                                       ---------    ------------
                                      34,882,294   1,509,616,527
     Shares redeemed                 (50,315,702) (2,148,533,784)
                                       ---------    ------------
       Net decrease                  (15,433,408)  $(638,917,257)
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Income and Growth
   Portfolio:
     Shares sold                       4,609,317    $ 62,276,927
     Dividends reinvested                447,209       5,661,661
                                       ---------    ------------
                                       5,056,526      67,938,588
     Shares redeemed                  (5,803,323)    (79,856,075)
                                       ---------    ------------
       Net decrease                     (746,797)   $(11,917,487)
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Balanced
   Portfolio:
     Shares sold                       1,671,901    $ 23,274,857
     Dividends reinvested                200,644       2,620,408
                                       ---------    ------------
                                       1,872,545      25,895,265
     Shares redeemed                    (427,507)     (5,917,609)
                                       ---------    ------------
       Net increase                    1,445,038    $ 19,977,656
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American MidCap Growth
   Portfolio:
     Shares sold                      41,675,397  $1,149,683,205
     Dividends reinvested              4,326,254     109,670,534
                                       ---------    ------------
                                      46,001,651   1,259,353,739
     Shares redeemed                 (40,988,951) (1,126,121,958)
                                       ---------    ------------
       Net increase                    5,012,700   $ 133,231,781
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Leveraged AllCap
   Portfolio:
     Shares sold                       4,701,044   $ 202,660,204
     Dividends reinvested                263,906      10,147,195
                                       ---------    ------------
                                       4,964,950     212,807,399
     Shares redeemed                  (1,626,596)    (68,481,526)
                                       ---------    ------------
       Net increase                    3,338,354   $ 144,325,873
                                       =========    ============




During the year ended December 31, 1998, transactions of shares of beneficial
interest were as follows:

                                        SHARES         AMOUNT
                                        -------       --------
American Growth
   Portfolio:
     Shares sold                      22,276,285  $1,015,249,072
     Dividends reinvested              4,809,435     201,563,406
                                       ---------    ------------
                                      27,085,720   1,216,812,478
     Shares redeemed                 (16,358,040)   (747,664,534)
                                       ---------    ------------
       Net increase                   10,727,680  $  469,147,944
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Small Capitalization
   Portfolio:
     Shares sold                      33,401,217  $1,342,889,723
     Dividends reinvested              3,247,801     131,568,417
                                       ---------    ------------
                                      36,649,018   1,474,458,140
     Shares redeemed                 (31,781,393) (1,295,599,983)
                                       ---------    ------------
       Net increase                    4,867,625  $  178,858,157
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Income and Growth
   Portfolio:
     Shares sold                       2,355,653  $   27,413,251
     Dividends reinvested                504,168       5,571,055
                                       ---------    ------------
                                       2,859,821      32,984,306
     Shares redeemed                  (1,236,899)    (14,013,965)
                                       ---------    ------------
       Net increase                    1,622,922  $   18,970,341

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

                                        SHARES         AMOUNT
                                        -------       --------
American Balanced
   Portfolio:
     Shares sold                         781,832  $    8,989,415
     Dividends reinvested                146,968       1,604,892
                                       ---------    ------------
                                         928,800      10,594,307
     Shares redeemed                    (299,561)     (3,427,528)
                                       ---------    ------------
       Net increase                      629,239  $    7,166,779
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American MidCap Growth
   Portfolio:
     Shares sold                      14,298,667  $  361,534,632
     Dividends reinvested              1,688,763      41,830,666
                                       ---------    ------------
                                      15,987,430     403,365,298
     Shares redeemed                 (10,509,008)   (265,646,851)
                                       ---------    ------------
       Net increase                    5,478,422  $  137,718,447
                                       =========    ============


                                        SHARES         AMOUNT
                                        -------       --------
American Leveraged AllCap
   Portfolio:
     Shares sold                       1,353,912 $    37,604,075
     Dividends reinvested                107,618       2,731,336
                                       ---------    ------------
                                       1,461,530      40,335,411
     Shares redeemed                    (854,961)    (22,793,456)
                                       ---------    ------------
       Net increase                      606,569 $    17,541,955
                                       =========    ============



                                                                            F-26



<PAGE>

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

TO THE SHAREHOLDERS AND BOARD OF TRUSTEES
 OF THE ALGER AMERICAN FUND:

     We have audited the statements of assets and liabilities, including the
schedules of investments, of The Alger American Fund (a Massachusetts business
trust comprising, respectively, the Alger American Growth Portfolio, Alger
American Small Capitalization Portfolio, Alger American Income and Growth
Portfolio, Alger American Balanced Portfolio, Alger American MidCap Growth
Portfolio and Alger American Leveraged AllCap Portfolio), as of December 31,
1999, and the related statements of operations and cash flows for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years in
the period then ended, except for the Alger American Leveraged AllCap Portfolio,
which is for the four years in the period then ended, and for the period ended
December 31, 1995. These financial statements and financial highlights are the
responsibility of the Fund'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 and financial highlights. Our procedures included confirmation of
securities owned as of December 31, 1999, by correspondence with the custodian
and brokers. 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
each of the respective portfolios constituting The Alger American Fund, as of
December 31, 1999, the results of their operations and cash flows for the year
then ended, the changes in their net assets for each of the two years in the
period then ended, and their financial highlights for each of the five years in
the period then ended,except for the Alger American Leveraged AllCap Portfolio,
which is for the four years in the period then ended, and for the period ended
December 31, 1995, in conformity with generally accepted accounting principles.

                               ARTHUR ANDERSEN LLP

New York, New York
February 8, 2000



F-27



<PAGE>

APPENDIX

Corporate Bond Ratings

    Bonds rated Aa by Moody's Investors Service, Inc. ("Moody's") are judged by
Moody's to be of high quality by all standards. Together with bonds rated Aaa
(Moody's highest rating), they comprise what are generally known as high-grade
bonds. Aa bonds are rated lower than Aaa bonds because margins of protection may
not be as large as those of Aaa bonds, or fluctuation of protective elements may
be of greater amplitude, or there may be other elements present that make the
long-term risks appear somewhat larger than those applicable to Aaa securities.
Bonds that are rated A by Moody's possess many favorable investment attributes
and are to be considered as upper medium-grade obligations. Factors giving
security to principal and interest are considered adequate, but elements may be
present that suggest a susceptibility to impairment in the future.

    Moody's Baa rated bonds are considered as medium-grade obligations, i.e.,
they are neither highly protected nor poorly secured. Interest payments and
principal security appear adequate for the present, but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and, in
fact, have speculative characteristics as well.

    Bonds rated Ba by Moody's are judged to have speculative elements; their
future cannot be considered as well assured. Often the protection of interest
and principal payments may be very moderate and thereby not well safeguarded
during both good and bad times in the future. Uncertainty of position
characterizes bonds in this class. Bonds which are rated B by Moody's generally
lack characteristics of a desirable investment. Assurance of interest and
principal payments or of maintenance of other terms of the contract over any
period of time may be small.

    Moody's applies the numerical modifiers 1, 2 and 3 to each generic rating
classification from Aa through B. The modifier 1 indicates that the security
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates that the issue ranks in the
lower end of its generic rating category.

     Bonds rated AA by Standard & Poor's Corporation ("S&P") are judged by S&P
to be high-grade obligations and in the majority of instances differ only in
small degree from issues rated AAA (S&P's highest rating). Bonds rated AAA are
considered by S&P to be the highest grade obligations and possess the ultimate
degree of protection as to principal and interest. With A bonds, as with AAA
bonds, prices move with the long-term money market. Bonds rated A by S&P have a
strong capacity to pay principal and interest, although they are somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions. S&P's BBB rated bonds, or medium-grade category bonds, are
borderline between definitely sound obligations and those where the speculative
elements begin to predominate. These bonds have adequate asset coverage and
normally are protected by satisfactory earnings. Their susceptibility to
changing conditions, particularly to depressions, necessitates constant
watching. These bonds generally are more responsive to business and trade
conditions than to interest rates. This group is the lowest-rated that qualifies
for commercial bank investment. Bonds rated BB and B by S&P are regarded, on
balance, as predominantly speculative with respect to capacity to pay interest
and repay principal in accordance with the terms of the obligation. These
ratings may be modified by the addition of a plus or minus sign to show relative
standing within the major rating categories. Debt rated BB has less near-term
vulnerability to default than other speculative issues. However, it faces major
ongoing uncertainties or exposure to adverse business, financial or economic
conditions that could lead to inadequate capacity to meet timely interest and
principal payments. The BB rating category is also used for debt subordinated to
senior debt that is assigned an actual or implied BBB- rating. Debt rated B has
a greater vulnerability to default but currently has the capacity to meet
interest payments and principal repayments. Adverse business, financial or
economic conditions will likely impair capacity or willingness to pay interest
and repay principal. The B rating category is also used for debt subordinated to
senior debt that is assigned an actual or implied BB or BB- rating. Bonds rated
AAA by Fitch Investors Service, Inc. ("Fitch") are judged by Fitch to be
strictly high-grade, broadly marketable, suitable for investment by trustees and
fiduciary institutions and liable to but slight market fluctuation other than
through changes in the money rate. The prime feature of an AAA bond is a showing
of earnings several times or many times interest requirements, with such
stability of applicable earnings that safety is beyond reasonable question
whatever changes occur in conditions. Bonds rated AA by Fitch are judged by
Fitch to be of safety virtually beyond question and are readily salable, whose
merits are not unlike those of the

                                      A-1
<PAGE>

APPENDIX
(continued)

AAA class, but whose margin of safety is less strikingly broad. The issue may be
the obligation of a small company, strongly secured but influenced as to rating
by the lesser financial power of the enterprise and more local type of market.

     Bonds rated Duff-1 are judged by Duff and Phelps, Inc. ("Duff") to be of
the highest credit quality with negligible risk factors; only slightly more than
U.S. Treasury debt. Bonds rated Duff-2, 3 and 4 are judged by Duff to be of high
credit quality with strong protection factors. Risk is modest but may vary
slightly from time to time because of economic conditions.

COMMERCIAL PAPER RATINGS

     Moody's Commercial Paper ratings are opinions of the ability of issuers to
repay punctually promissory obligations not having an original maturity in
excess of nine months. The rating Prime-1 is the highest commercial paper rating
assigned by Moody's. Issuers rated Prime-1, or related supporting institutions,
are considered to have a superior capacity for repayment of short-term
promissory obligations. Issuers rated Prime-2, or related supporting
institutions, are considered to have a strong capacity for repayment of
short-term promissory obligations. This will normally be evidenced by many of
the characteristics of issuers rated Prime-1, but to a lesser degree. Earnings
trends and coverage ratios, while sound, will be more subject to variation.
Capitalization characteristics, while still appropriate, may be more affected by
external conditions. Ample liquidity is maintained.

    Commercial paper ratings of S&P are current assessments of the likelihood of
timely payment of debts having original maturities of no more than 365 days.
Commercial paper rated A-1 by S&P indicates that the degree of safety regarding
timely payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted A-1+. Capacity for
timely payment on commercial paper rated A-2 is strong, but the relative degree
of safety is not as high as for issues designated A-1.

     The rating Fitch-1 (Highest Grade) is the highest commercial paper rating
assigned by Fitch. Paper rated Fitch-1 is regarded as having the strongest
degree of assurance for timely payment. The rating Fitch-2 (Very Good Grade) is
the second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

     The rating Duff-l is the highest commercial paper rating assigned by Duff.
Paper rated Duff-l is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.



                                       A-2
<PAGE>

INVESTMENT MANAGER:
Fred Alger Management, Inc.
One World Trade Center
Suite 9333
New York, New York 10048

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DISTRIBUTOR:
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, New Jersey 07302

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TRANSFER AGENT:
Alger Shareholder Services, Inc.
30 Montgomery Street
Box 2001
Jersey City, New Jersey 07302

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INDEPENDENT PUBLIC ACCOUNTANTS:
Arthur Andersen LLP
1345 Avenue of the Americas
New York, New York 10105

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COUNSEL:
Hollyer Brady Smith Troxell Barrett
 Rockett Hines & Mone LLP
551 Fifth Avenue
New York, N.Y 10176

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                                                  THE
                                                ALGER     Meeting the challenge
                                             AMERICAN     of investing
                                                 FUND



                                            STATEMENT
                                        OF ADDITIONAL     May 1, 2000
                                          INFORMATION



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