SUPPLEMENT TO THE CURRENT PROSPECTUS OF LORD ABBETT SERIES FUND, INC.
On March 19, 1996, Edinburg Fund Managers Group plc ("Edinburgh") acquired
all of the ordinary share capital of DFM Holdings Limited ("DFM Holdings"),
which holds 100% of the ordinary share capital of Dunedin Fund Managers Limited
("Dunedin"). Prior to such acquisition, Dunedin had served as the Fund's sub-
investment manager under a sub-investment management agreement (the "Previous
Agreement") between Lord Abbett and Dunedin. As required by the Investment
Company Act of 1940, as amended, the Previous Agreement was terminated as a
result of the change in control of Dunedin caused by such acquisition.
At a meeting of the Board of Directors of the Fund held on March 14, 1996,
the directors of the Fund, including a majority who are not interested persons
of Lord Abbett, Dunedin or the Fund or parties to the Previous Agreement,
unanimously approved, subject to shareholder approval, a new sub-investment
management agreement (the "New Agreement") between Lord Abbett and Dunedin with
respect to the Equity Series. The New Agreement contains substantially the same
terms and conditions and provides for payment of a sub- advisory fee on the same
basis with respect to the Equity Series as contained and provided for in the
Previous Agreement, except for the dates of execution and termination. Lord
Abbett waived its advisory fee under the Previous Agreement and will continue to
do so under the New Agreement. Therefore, Dunedin received no payment under the
Previous Agreement and will continue without payment under the New Agreement.
Edinburgh has advised Lord Abbett and the Fund that it currently
anticipates that all of Dunedin's officers and employees will continue in their
present capacities and will continue to provide sub-investment management
services to Lord Abbett with respect to the Equity Series with no material
changes in operating personnel, except that Dunedin has advised the Fund that it
will now have access to the resourced of the Edinburgh Group, which will have
some 50 investment professionals, representing enlarged fund management
capability. Edinburgh has also advised Lord Abbett and the Fund that it
anticipates that the acquisition of DFM Holdings will neither affect the
operating procedures formerly used by Dunedin with respect to Fund assets nor
the financial ability of Dunedin to fulfill its obligations under the New
Agreement and that Dunedin's business will operate, with respect to the assets
of the Equity Series, in a manner consistent with Dunedin's past practices.
Effective Date: March 20, 1996
