1933 Act File No. 33-31072
1940 Act File No. 811-5876
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 9 [X]
And
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
OF 1940 [ ]
Amendment No. 10 [X]
LORD ABBETT SERIES FUND, INC.
Exact Name of Registrant as Specified in Charter
767 Fifth Avenue, New York, NY 10153-0203
Address of Principal Executive Office
Registrant's Telephone Number (212) 848-1800
Kenneth B. Cutler, Vice President & Secretary
767 Fifth Avenue, New York, NY 10153-0203
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b) on (date)
pursuant to paragraph (b) 60 days after filing pursuant to
paragraph (a)(1)
X on October 29, 1996 pursuant to paragraph (a)(1) 75 days after
filing pursuant to paragraph (a)(2) on (date) pursuant to
paragraph (a)(2) of rule 485.
If appropriate, check the following box:
this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
Registrant has declared that it has registered an indefinite number or amount of
securities in accordance with Rule 24f-2 under the Investment Company Act of
1940. Registrant filed its Rule 24f-2 Notice for the most recent fiscal year on
or about February 28, 1996.
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LORD ABBETT SERIES FUND, INC.
FORM N-1A
Cross Reference Sheet
Pursuant to Rule 481(a)
EXPLANATORY NOTE
This Post-Effective Amendment No. 9 (the "Amendment") to the
Registrant's Registration Statement relates to the Pension Class of the Growth &
Income Portfolio of Lord Abbett Series Fund, Inc., a new class of shares of that
Portfolio of the Registrant.
The following is a separate class of shares of that Portfolio, as well
as a separate Portfolio (Series) of shares of the Registrant. This Amendment
does not relate to, amend or otherwise affect the Prospectus contained in the
prior Post-Effective Amendment, and pursuant to Rule 485(d) under the Securities
Act of 1933, does not affect the effectiveness of such Post-Effective Amendment.
Post-Effective
Amendment No.
Growth & Income Portfolio 8
(Variable Contract Class)
and Global Equity Portfolio
Form N-1A Location In Prospectus or
Item No. Statement of Additional Information
1 Cover Page
2 N/A
3 Financial Highlights; Performance
4 (a) (i) Cover Page; The Fund
4 (a) (ii) Investment Objectives and Policies
4 (b) (c) Investment Objectives and Policies;
Risk Factors
5 (a) (b) The Fund; Management
5 (c) N/A
5 (d) Fund's Custodian, Transfer Agent,
Auditors and Counsel
5 (e) Management
5 (f) (i) N/A
5 (f) (ii) Purchase and Redemption of Shares;
Portfolio Transactions
6 (a) Cover Page; Shareholder Rights
6 (b) Management
6 (c) (d) N/A
6 (e) Cover Page
6 (f) (g) Dividends and Distributions;
Tax Status
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Form N-1A Location In Prospectus or
Item No. Statement of Additional Information
7 (a) The Fund
7 (b) (c) (d) Purchase and Redemption of Shares;
Net Asset Value
7 (e) (f) N/A
8 (a) (b) (c) (d) The Fund; Purchase and Redemption of
Shares
9 N/A
10 Cover Page
11 Cover Page - Table of Contents
12 N/A
13 (a) (b) (c) Investment Objectives and Policies
13 (d) Portfolio Turnover Rates - Prospectus
14 Directors and Officers
15 (a) (b) (c) Directors and Officers; Investment
Advisory and Other Services
16 (a) (i) Investment Advisory and Other Services
16 (a) (ii) Directors and Officers
16 (a) (iii) Investment Advisory and Other Services
16 (b) (e) Investment Advisory and Other Services
16 (c) (d) (f) (g) N/A
16 (h) Investment Advisory and Other Services
16 (i) N/A
17 (a) Portfolio Transactions
17 (b) N/A
17 (c) Portfolio Transactions
17 (d) (e) N/A
18 (a) The Fund - Prospectus
18 (b) N/A
19 (a) (b) The Fund - Prospectus; Purchase and
Redemption of Shares - Prospectus
19 (c) N/A
20 Taxes; Tax Status - Prospectus
21 (a) The Fund - Prospectus
21 (b) (c) N/A
22 N/A
23 Financial Statements
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LORD ABBETT SERIES FUND, INC.
THE GENERAL MOTORS BUILDING
767 FIFTH AVENUE
NEW YORK, NY 10153-0203
LORD ABBETT SERIES FUND, INC. (THE "FUND") IS A DIVERSIFIED OPEN-END MANAGEMENT
INVESTMENT COMPANY INCORPORATED UNDER MARYLAND LAW ON AUGUST 28, 1989. THE FUND
IS A SERIES FUND CURRENTLY COMPRISED OF TWO SEPARATE AND ACTIVE PORTFOLIOS. THIS
PROSPECTUS ONLY OFFERS TO CERTAIN PENSION OR RETIREMENT PLANS A NEW CLASS OF
SHARES (THE "PENSION CLASS") OF THE GROWTH AND INCOME PORTFOLIO (THE
"PORTFOLIO"). THE PORTFOLIO'S OTHER CLASS OF SHARES, WHICH ARE OFFERED TO LIFE
INSURANCE COMPANIES FOR CERTAIN VARIABLE ANNUITY CONTRACTS (THE "VARIABLE
CONTRACT CLASS"), AND THE SHARES OF THE FUND'S GLOBAL EQUITY PORTFOLIO ARE
DESCRIBED BY A SEPARATE PROSPECTUS. EACH ISSUED CLASS OF SHARES OF THE PORTFOLIO
BEARS CERTAIN SEPARATE CLASS EXPENSES. SEE "SHAREHOLDER RIGHTS". THE PORTFOLIO
SEEKS LONG-TERM GROWTH OF CAPITAL AND INCOME WITHOUT EXCESSIVE FLUCTUATION IN
MARKET VALUE. THERE CAN BE NO ASSURANCE THAT THE PORTFOLIO WILL ATTAIN ITS
OBJECTIVE. THIS PROSPECTUS RELATES TO THE PENSION CLASS AND SETS FORTH CONCISELY
THE INFORMATION THAT A PROSPECTIVE INVESTOR IN THE PENSION CLASS SHOULD KNOW
BEFORE INVESTING. ADDITIONAL INFORMATION ABOUT THE FUND HAS BEEN FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION AND IS AVAILABLE WITHOUT CHARGE. THE
STATEMENT OF ADDITIONAL INFORMATION IS INCORPORATED BY REFERENCE INTO THIS
PROSPECTUS AND MAY BE OBTAINED, WITHOUT CHARGE, BY WRITING TO THE FUND OR BY
CALLING 800-874-3733.
THE DATE OF THIS PROSPECTUS, AND THE DATE OF THE STATEMENT OF ADDITIONAL
INFORMATION, IS NOVEMBER __, 1996.
PROSPECTUS
INVESTORS SHOULD READ AND RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE.
SHAREHOLDER INQUIRIES SHOULD BE MADE IN WRITING DIRECTLY TO THE FUND OR BY
CALLING 800-821-5129. PENSION CLASS SHARES OF THE PORTFOLIO 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. AN INVESTMENT IN THE PORTFOLIO INVOLVES
RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
CONTENTS PAGE
1 Fee Table 2
2 The Fund 2
3 Investment Objective and Policies 2
4 Risk Factors 3
5 Portfolio Turnover Rates 4
6 Management 4
7 Expenses of the Pension Class 4
8 Shareholder Rights 5
9 Purchase and Redemption of Shares 5
10 Dividends and Distributions 7
11 Tax Status 7
12 Net Asset Value 7
13 Performance 8
14 General Information 8
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
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1 FEE TABLE
A summary of the Portfolio's Pension Class expenses is set forth in the table
below. This example should not be considered a representation of past or future
expenses. Actual expenses may be greater or less than those shown.
Pension
Class
Shareholder Transaction Expenses
(as a percentage of offering price)
Maximum Sales Load on Purchases
(See "Purchase and Redemption of Shares") None
Deferred Sales Load
(See "Purchase and Redemption
of Shares") None
Annual Class Operating Expenses
(as a percentage of average net assets)
Management Fee (See "Management") .50%
12b-1 Fee (See "Purchase and Redemption
of Shares") .45%(1)
Other Expenses (See "Management") .25%(2)
Total Operating Expenses 1.20%(2)
Example: Assume Pension Class' annual return is 5% and there is no change in the
level of expenses described above. For a $1,000 investment, with reinvestment of
all dividends and distributions, you would have paid the following total
expenses if you closed your account after the number of years indicated.
1 year 3 years
Pension Class $12 $38
(1) Although the Pension Class has no front-end sales charge, investors should
be aware that long-term shareholders may pay, under the Rule 12b-1 plan
applicable to the Pension Class (which pays annual 0.20% service and 0.25%
distribution fees), more than the economic equivalent of the maximum front-end
sales charge permitted by certain rules of the National Association of
Securities Dealers, Inc.
(2) Pension Class expenses are estimated for the fiscal year.
2 THE FUND
The foregoing is provided to give investors a better understanding of the
expenses that are incurred by an investment in Pension Class shares.
3 INVESTMENT OBJECTIVES AND POLICIES
LORD ABBETT SERIES FUND, INC. is a diversified open-end management investment
company incorporated under the laws of Maryland on August 28, 1989. The Fund is
a series fund currently comprised of two separate and active portfolios. This
Prospectus offers only the Pension Class of the Growth and Income Portfolio.
Shares of the Variable Contract Class are offered through a separate Prospectus
exclusively to insurance companies as the underlying investment for certain
variable annuity contracts. The only way to obtain beneficial ownership of
Variable Contract Class shares is to purchase such a variable annuity contract.
Because sales charges and expenses vary between these two classes, performance
also will vary. Further information, including a current prospectus, about the
Variable Contract Class and such variable annuity contracts may be obtained by
calling 800-523-1661. Each share of a class of common stock of the Fund has a
par value of $.001 per share and has one vote and an equal right to dividends
and distributions. All shares have noncumulative voting rights for the election
of Directors. Each share is fully paid, nonassessable and freely transferable.
There are no liquidation, conversion or preemptive rights. The fiscal year-end
of the Fund is December 31.
The investment objective of the Portfolio is long-term growth of capital and
income without excessive fluctuation in market value. There is no assurance that
the investment objective of the Portfolio will be met.
The Portfolio intends to keep its assets invested in those securities which are
selling at reasonable prices in relation to value and, to do so, it may have to
forgo some opportunities for gains when, in managements' judgment, they carry
excessive risk. The Fund is managed on a day-to-day basis by its officers under
the overall direction of the Board of Directors with the advice of Lord, Abbett
& Co.
The Portfolio will try to anticipate major changes in the economy and select
stocks which it believes will benefit most from these changes.
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The Portfolio will normally invest in common stocks (including securities
convertible into common stocks) of large, seasoned companies which are expected
to show above-average growth and which are in sound financial condition.
Although the prices of common stocks fluctuate and their dividends vary,
historically, common stocks have appreciated in value and their dividends have
increased when the companies they represent have prospered and grown. The
Portfolio will constantly seek to balance the opportunity for profit against the
risk of loss. In the past, very few industries have continuously provided the
best investment opportunities. The Portfolio will take a flexible approach and
adjust the Portfolio to reflect changes in the opportunity for sound investments
relative to the risks assumed. Therefore, the Portfolio will sell stocks that
are judged to be overpriced and reinvest the proceeds in other securities which
are believed to offer better values for the Portfolio.
The Portfolio will not purchase securities for trading purposes.
Other Investment Policies and Techniques of the Portfolio
When the Portfolio believes it should assume a temporary defensive position
because of unfavorable investment conditions, the Portfolio may temporarily hold
its assets in cash and high- quality short-term money market instruments. To
create reserve purchasing power, the Portfolio may invest in straight bonds and
other fixed-income securities.
See "Risk Factors" below for a discussion of special diversification standards
which the Portfolio will meet in the event it is in a temporary defensive
position.
The Portfolio intends to utilize from time to time one or more of the investment
techniques identified below and described in the Statement of Additional
Information, including covered call options, rights and warrants and repurchase
agreements. It is the Portfolio's current intention that no more than 5% of the
Portfolio's net assets will be at risk in the use of any one of such investment
techniques. While some of these techniques involve risk when utilized
independently, the portfolio intends to use them to reduce risk and volatility
in the Portfolio, although this result cannot be assured by the use of such
investment techniques.
Covered Call Options. The Portfolio may write call options on securities it
owns. A call option on stock gives the purchaser of the option, upon payment of
a premium to the writer of the option, the right to call upon the writer to
deliver a specified number of shares of a stock on or before a fixed date at a
predetermined price.
Rights and Warrants. The Portfolio may invest in rights and warrants to purchase
securities. Included within these purchases, but not exceeding 2% of the value
of its net assets, may be warrants which are not listed on the New York Stock
Exchange or American Stock Exchange.
Repurchase Agreements. The Portfolio may enter into repurchase agreements with
respect to a security. A repurchase agreement is a transaction by which the
Portfolio acquires a security and simultaneously commits to resell that security
to the seller (a bank or securities dealer) at an agreed upon price on an agreed
upon date. The Portfolio requires at all times that the repurchase agreement be
collateralized by cash or U. S. Government securities having a value equal to,
or in excess of, the value of the repurchase agreement. Such agreements permit
the Portfolio to keep all of the its assets at work while retaining flexibility
in pursuit of investments of a longer-term nature.
Other Policies Of The Portfolio
It is the Portfolio's current intention that no more than 5% of the its net
assets will be at risk in the use of any one of the policies identified below.
Closed-End Investment Companies. The Portfolio may invest in closed-end
investment companies if bought in the open market with a fee or commission no
greater than the customary broker's commission. Shares of such investment
companies sometimes trade at a discount or premium in relation to their net
asset value.
Lending of Portfolio Securities. The Portfolio may seek to earn income by
lending its securities if the loan is collateralized and complies with
regulatory requirements.
Emergency Borrowing. The Portfolio will be permitted to borrow money up to
one-third of the value of its total assets taken at current value but only from
banks as a temporary measure for extraordinary or emergency purposes. Beyond 5%
of the Portfolio's total assets (at current value), this borrowing is not for
investment leverage to purchase securities. As a matter of operating policy, the
Portfolio will not borrow more than 25% of its total assets taken at current
value.
<PAGE>
Change in Investment Objectives
The Portfolio will not change its investment objective without Portfolio
shareholder approval. However, the Portfolio's policies and techniques are not
fundamental. Therefore, if it is determined that the objective of the Portfolio
can be achieved better by a substantive change in such a policy or technique,
the change will be made without Portfolio shareholder approval by disclosing it
in the Prospectus.
Investment Restrictions
In addition to the investment objective set forth above, certain restrictions
relating to the investment of assets of the Portfolio are set forth in the
Statement of Additional Information.These investment restrictions also are
deemed fundamental and neither these restrictions nor the Portfolio's investment
objective may be changed without the approval of the holders of a majority of
the outstanding shares of each affected class of the Portfolio. For this
purpose, the holders of the shares of the Pension Class will vote together as a
single class with the holders of shares of each other class of the Portfolio.
4 RISK FACTORS
Since the Portfolio's other class of shares, the Variable Contract Class, was
established as the underlying investment for variable contracts issued by life
insurance companies, the Portfolio assets attributable to the Pension Class of
shares also must meet the variable contract diversification requirements under
Section 817(h) of the Internal Revenue Code. However, under normal
circumstances, when the Portfolio is fully invested, it will meet the
diversification standards for a regulated investment company and the variable
contract diversification requirements, although complied with, will not come
into play. If the Portfolio is temporarily defensive, such variable contract
diversification requirements are more likely to come into play. See the
Statement of Additional Information for a description of the variable contract
diversification requirements.
The diversification standards for a regulated investment company require at the
end of each quarter of the taxable year that (a) not more than 25% of the
Portfolio's total assets be invested in any one issuer and (b) with respect to
50% of the Portfolio's total assets, no more than 5% of the Portfolio's total
assets be invested in any one issuer (except U.S. Government securities). The
Portfolio as a "diversified investment company" under the 1940 Act, is
prohibited, with respect to 75% of the value of its total assets, from investing
more than 5% of its total assets in securities of any one issuer other than U.S.
Government securities.
The Portfolio will be managed in such a manner as to comply with these
diversification requirements. It is possible that in order to comply with the
diversification requirements, less desirable investment decisions may be made
which would affect the investment performance of the Portfolio.
The prices of long-term debt securities are more volatile than those of
short-term debt securities. When interest rates go up or down, the market value
of such long-term debt securities tends to go down or up, respectively, to a
greater extent than in the case of short-term debt securities.
5 PORTFOLIO TURNOVER RATES
For the years ended December 31, 1994 and 1995, the portfolio turnover rates of
the Portfolio were 50.63% and 41.24%, respectively. Higher portfolio turnover
rates may involve correspondingly higher brokerage costs which would have to be
borne directly by the Portfolio and ultimately by its shareholders.
6 MANAGEMENT
The Portfolio is managed by the Fund's officers on a day-to-day basis under the
overall direction of the Fund's Board of Directors. The Portfolio employs Lord
Abbett as investment manager pursuant to a Management Agreement. Lord Abbett has
been an investment manager for over 65 years and currently manages approximately
$19 billion in a family of mutual funds and other advisory accounts. Lord Abbett
provides the Portfolio with investment management services and executive and
other personnel, pays the remuneration of its officers, provides the Portfolio
with office space and pays for ordinary and necessary office and clerical
expenses relating to research, statistical work and supervision of the Portfolio
and certain other costs. The Fund pays all other expenses not expressly assumed
by Lord Abbett. See "expenses of the Pension Class" below. Lord Abbett provides
<PAGE>
similar services to twelve other funds having their own investment objectives
and also advises other investment clients.
Mr. W. Thomas Hudson, Jr. is Executive Vice President of the Fund and is
primarily responsible for the day-to-day management of the Portfolio. Mr.
Hudson has been employed by Lord Abbett for thirteen years.
Under the Management Agreement, the Portfolio is obligated to pay Lord Abbett a
monthly fee, based on average daily net assets for the Portfolio for each month
at an annual rate of 0.50 of 1%. Lord Abbett may waive its management fee and/or
advance other expenses of the Portfolio.
In selecting broker-dealers to execute portfolio transactions for the Fund's
Portfolio, if two or more broker-dealers are considered capable of best
execution, the Fund may prefer the broker-dealer who has sold Portfolio shares
and/or shares of other Lord Abbett-sponsored funds.
7 EXPENSES OF THE PENSION CLASS
The Pension Class will bear the cost of the Distribution and Service Plan
(discussed under "Purchase and Redemption of shares" below) and other expenses
and fees attributable and allocated to the Pension Class. Such expenses could
include (a) transfer and shareholder servicing agent fees and shareholder
servicing costs identified as being attributable to the Pension Class, (b)
stationery, printing, postage and delivery expenses related to preparing and
distributing materials such as shareholder reports, prospectuses and proxy
statements to shareholders of the Pension Class, (c) registration fees incurred
by the Pension Class (d) expenses of administrative and personnel services as
required to support the shareholders of the Pension Class, (e) accounting
expenses, auditors fees, litigation expenses and legal fees and expenses
relating to the Pension Class, (f) expenses incurred in connection with
shareholders meetings as a result of issues relating to the Pension Class and
(g) other expenses related solely to the Pension Class. As provided in a revenue
ruling obtained from the Internal Revenue Service, such expenses allocated to a
class other than
Rule 12b-1 Plan expenses may not equal or exceed during a year 0.50 of 1% of the
average net asset value of the class within the Portfolio that has the smaller
average net asset value.
Expenses attributable to the Portfolio, but not a particular class within the
Portfolio, will be allocated to the Pension Class and each other class of the
Portfolio based upon their relative net asset values. Such Portfolio expenses
could include advisory fees and custodian fees and fees and expenses related to
the preparation of separate documents of the Portfolio, such as an annual report
for the Portfolio.
Fund expenses that are not attributable to a particular portfolio or class will
be allocated among the portfolios based upon their relative net asset values,
and any expenses allocated in this manner to the Portfolio will be allocated to
the Pension Class and each other class of the Portfolio as described above. Such
Fund expenses could include directors' fees, fees and expenses related to the
preparation of documents of the Fund, such as an annual report of the Fund,
accounting expenses, auditors fees and legal expenses relating to the Fund and
expenses incurred in connection with shareholders meetings involving all the
portfolios and classes of the Fund.
8 SHAREHOLDER RIGHTS
Each Pension Class share represents from time to time a proportionate interest
in the assets of the Portfolio determines as set forth below under "Net Asset
Value". On any matters submitted for a vote of shareholders, all shares of the
Portfolio (and of any other portfolio) then issued and outstanding shall be
voted as a single class, except that matters concerning fewer than all classes
or portfolios shall be voted upon by the class(es) or portfolio(s) that are
affected. The holder of each share of stock entitled to vote will be entitled to
one vote for each full share and a
<PAGE>
fractional vote for each fractional share of stock. Shares of one class may not
bear the same economic relationship to the Fund as shares of another class.
The Fund's By-Laws provide that the Fund shall not hold an annual meeting of its
shareholders in any year unless one or more matters are required to be acted on
by shareholders under the Investment Company Act of 1940, as amended (the
"Act"), or unless called at the request in writing of a majority of the Board of
Directors or by shareholders holding at least one-quarter of the shares of the
Fund outstanding and entitled to vote at the meeting. The Fund will hold a
shareholder meeting to fill existing vacancies on the Board in the event that
less than a majority of Directors were elected by the shareholders. The
Directors also shall call a meeting of shareholders for the purpose of voting
upon the question of removal of any Director when requested in writing to do so
by the record holders of not less than 10 percent of the outstanding shares.
Under the By-Laws of the Fund and in accordance with the Act, shareholder
approval of the independent auditors of the Fund will not be required except
when shareholder meetings are held.
9 PURCHASE AND REDEMPTION OF SHARES
Pension Class shares are currently sold at net asset value (see below) to the
trustees of, or employer-sponsors with respect to, pension or retirement plans
with at least 250 eligible employees (such as a plan under Section 401(a),
401(k) or 457(b) of the Internal Revenue Code) which engage an investment
professional providing, or participating in an agreement to provide, certain
record keeping, administrative and/or sub-transfer agency services to the Fund
on behalf of the legal or beneficial Pension Class shareholders.
Purchases and redemption of Pension Class shares will be effected at net asset
value by trustees, custodians or employers on behalf of plan participants who
will not deal directly with the Fund.
Distribution of Pension Class Shares
Pursuant to a Distribution Agreement (the "Agreement") between Lord Abbett
Distributor LLC ("Lord Abbett Distributor") and the Fund, Lord Abbett
Distributor is the distributor of the Pension Class shares. The shares of the
Pension Class are purchased and redeemed at net asset value. Lord Abbett
Distributor reserves the right to suspend, change or withdraw the offering of
shares of the Pension Class or any of the terms of such offering.
Pension Class Rule 12b-1 Plan. The Series has adopted a Pension Class share Rule
12b-1 Plan (the "Plan") which authorizes the payment of fees to authorized
institutions (except as to certain accounts for which tracking data is not
available) in order to provide additional incentives for them (a) to provide
continuing information and investment services to their Pension Class
shareholder accounts and otherwise to encourage those accounts to remain
invested in the Series and (b) to sell Pension Class shares of the Series. Under
the Plan, in order to save on the expense of shareholders meetings and to
provide flexibility to the Board of Directors, the Board, including a majority
of the outside directors who are not "interested persons" of the Fund as defined
in the Investment Company Act of 1940, is authorized to approve annual fee
payments from the Pension Class assets of up to 0.75 of 1% of the average net
asset value of such assets consisting of distribution and service fees, at a
maximum annual rates not exceeding 0.50 and 0.25 of 1%, respectively (the "Fee
Ceiling").
Under the Plan, the Board has approved payments from Pension Class assets to
Lord Abbett Distributor which uses or passes on to authorized institutions (1)
an annual service fee (payable quarterly) of 0.20 of 1% of the average daily net
asset value of the Pension Class shares serviced by authorized institutions, (2)
a distribution fee of up to 0.25 of 1% of the average daily net asset value of
the Pension Class shares sold by authorized institutions which have a
satisfactory program for the promotion of such shares. Institutions and persons
permitted by law to receive such fees are "authorized institutions".
<PAGE>
Under the Plan, Lord Abbett Distributor is permitted to use payments received to
provide continuing services to Pension Class shareholder accounts not serviced
by authorized institutions and, with Board approval, to finance any activity
which is primarily intended to result in the sale of
Pension Class shares. Any such payments are subject to the Fee Ceiling. Any
payments under the Plan not used by Lord Abbett Distributor in this manner are
passed on to authorized institutions.
Lord Abbett Distributor may pay additional concessions to authorized
institutions which, during a specified period, sell a minimum dollar amount of
Pension Class shares and/or shares of other Lord Abbett-sponsored funds. In some
instances, such additional concessions will be offered only to certain
authorized institutions expected to sell significant amounts of shares. These
additional concessions may be paid from Lord Abbett Distributor's own resources
and will be made in the form of cash or, if permitted, non-cash payments. The
non-cash payments will include business seminars at resorts or other locations,
including meals and entertainment, or the receipt of merchandise. The cash
payments will include payment of various business expenses of the authorized
institutions.
Authorized institutions may receive different compensation with respect to one
class of Portfolio shares over the other.
10 DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income may be taken in cash or additional shares
at net asset value (without a sales charge) and will be paid to shareholders in
July and December.
A long-term capital gains distribution is made if the Portfolio has net profits
during a year from sales of securities which the Portfolio has held more than
one year. If the Portfolio realizes net short-term capital gains, they also will
be distributed. Any capital gains will be distributed annually in December. You
may take them in cash or additional shares at net asset value.
11 TAX STATUS
It is the intention of the Fund to have the Portfolio qualify, and for the
fiscal year ended December 31, 1995 it did qualify, as a "regulated investment
company" under Sub chapter M of the Internal Revenue Code. The Portfolio is
treated as a separate entity for federal income tax purposes and, therefore, the
investments and results of the Portfolio are determined separately for purposes
of determining whether the Portfolio qualifies as a "regulated investment
company" and for purposes of determining net ordinary income (or loss) and net
realized capital gains (or losses).
Shareholders may be subject to a $50 penalty under the Internal Revenue Code and
the Fund may be required to withhold and remit to the U.S. Treasury a portion
(31%) of any redemption proceeds, and of any dividend or distribution on any
account, where the payee (shareholder) failed to provide a correct taxpayer
identification number or to make certain required certifications.
12 NET ASSET VALUE
Pension Class shares are sold and redeemed at a price equal to the net asset
value per share next determined after receipt of the sales order or request for
redemption. Net asset value per Pension Class share is determined as of the
close of the New York Stock Exchange on each day that the New York Stock
Exchange is open for business by taking the Pension Class' pro rata share of the
value of the total assets of the Portfolio, deducting the Pension Class' pro
rata share of Portfolio liabilities common to all classes, deducting the
liabilities allocated specifically to the Pension Class, and then dividing the
result by the number of Pension Class shares outstanding at the time of
calculation.
Orders for shares received by the Fund prior to the close of the New York Stock
Exchange ("NYSE"), or received by authorized institutions prior to such close
and received by Lord Abbett Distributor in proper form prior to the close of its
business day are executed at the applicable per share net asset value effective
as of the close of the NYSE that next business day. The authorized institution
is responsible for the timely transmission of orders to Lord Abbett Distributor.
A business day is a day on which the NYSE is open for trading.
<PAGE>
Securities that are listed on a securities exchange are valued at their closing
sales price on the day of the valuation. Price valuations for listed securities
are based on market quotations where the security is primarily traded or, if not
available, are valued at the mean of the bid and asked prices on any valuation
date. Unlisted securities in the Portfolio are primarily valued based on their
latest quoted bid price or, if not available, are valued by a method determined
by the Directors to accurately reflect fair value. Money market instruments
maturing in 60 days or less are valued on the basis of amortized cost, which
means that securities are valued at their acquisition cost to reflect a constant
amortization rate to maturity of any premium or discount, rather than at current
market value.
13 PERFORMANCE
From time to time, advertisements and other sales materials for the Fund may
include information concerning the historical performance of the Fund. Total
return information will include the Portfolio's average annual compounded rate
of return with respect to a class for a given period, based upon the value of
the class' shares acquired through a hypothetical $1000 investment at the
beginning of the specified period and the net asset or redemption value of such
shares at the end of the period, assuming reinvestment of all dividends and
distributions at net asset value. In lieu of or in addition to total return
calculations, such information may include performance rankings and similar
information from independent organizations such as Lipper Analytical Services,
Inc., Business Week, Forbes or other industry publications.
"Yield" for the classes of the Portfolio is calculated by dividing each class'
annualized net investment income per share during a recent 30-day period by the
net asset value per share on the last day of that period.
Total return figures utilized by the Fund are based on historical performance
and are not intended to indicate future performance. Total return and net asset
value per share can be expected to fluctuate over time.
14 GENERAL INFORMATION
The Fund's Custodian is The Bank of New York, 48 Wall Street, New York, New York
10286. The Fund's transfer agent and dividend disbursing agent is United
Missouri Bank of Kansas City, N.A., Tenth and Grand, Kansas City, Missouri
64141. The Fund's subtransfer and servicing agent with respect to the Pension
Class shares is Merrill Lynch Pierce, Fenner & Smith Incorporated, 250 Vescey
Street, World Financial Center, North Tower, New York, New York 10281. The
Fund's auditors are Deloitte & Touche LLP, Two World Financial Plaza, New York,
New York 10281. The Fund's counsel is Debevoise & Plimpton, 875 Third Avenue,
New York, New York 10022.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
LORD ABBETT SERIES FUND, INC.
November __, 1996
This Statement of Additional Information is not a Prospectus. A
Prospectus may be obtained from Lord Abbett Distributor LLC ("Lord Abbett
Distributor") at The General Motors Building, 767 Fifth Avenue, New York, N.Y.
10153-0203. This Statement relates to, and should be read in conjunction with,
the Prospectus dated November __, 1996, both of which initially offer to certain
pension and retirement plans a new class of shares (the "Pension Class") of the
Growth & Income Portfolio (the "Portfolio").
Shareholder inquiries should be made by writing directly to the Fund or
by calling (800) 874-3733.
TABLE OF CONTENTS Page
Investment Objective and Policies.......................................2
Directors and Officers..................................................6
Control Persons and Principal Holders of Securities....................10
Investment Advisory and Other Services.................................10
Portfolio Transactions.................................................11
Net Asset Value of Fund Shares.........................................14
Dividends and Distributions............................................15
Distribution Arrangements..............................................15
Taxes..................................................................15
Calculation of Performance Data........................................16
Financial Statements...................................................16
<PAGE>
1.
Investment Objectives and Policies
The Portfolio's investment objective and policies are described in the
Prospectus relating to the Pension Class of the Portfolio under "Investment
Objective and Policies". In addition to this investment objective, the Portfolio
is subject to the following investment restrictions which cannot be changed
without approval of a majority of the outstanding shares of the Portfolio. The
Portfolio may not: (1) sell short securities or buy securities or evidences of
interests therein on margin, although it may obtain short-term credit necessary
for the clearance of purchases of securities; (2) buy or sell put or call
options, although it may buy, hold or sell rights or warrants, write covered
call options and enter into closing purchase transactions as discussed below;
(3) borrow money which is in excess of one-third of the value of its total
assets taken at market value (including the amount borrowed) and then only from
banks as a temporary measure for extraordinary or emergency purposes (borrowings
beyond 5% of such total assets, may not be used for investment leverage to
purchase securities but solely to meet redemption requests where the liquidation
of the Portfolio's investment is deemed to be inconvenient or disadvantageous);
(4) invest in securities or other assets not readily marketable at the time of
purchase or subject to legal or contractual restrictions on resale except as
described under "Restricted or Not Readily Marketable Securities for the Fund's
Portfolio" below; (5) act as underwriter of securities issued by others, unless
it is deemed to be one in selling a portfolio security requiring registration
under the Securities Act of 1933, such as those described under "Restricted or
Not Readily Marketable Securities for the Fund's Portfolio" below; (6) lend
money or securities to any person except that it may enter into short-term
repurchase agreements with sellers of securities it has purchased, and it may
lend its portfolio securities to registered broker-dealers where the loan is
100% secured by cash or its equivalent as long as it complies with regulatory
requirements and the Fund deems such loans not to expose the Portfolio to
significant risk (investment in repurchase agreements exceeding 7 days and in
other illiquid investments is limited to a maximum of 5% of the Portfolio's
assets); (7) pledge, mortgage or hypothecate its assets; however, this provision
does not apply to permitted borrowing mentioned above or to the grant of escrow
receipts or the entry into other similar escrow arrangements arising out of the
writing of covered call options; (8) buy or sell real estate including limited
partnership interests therein (except securities of companies, such as real
estate investment trusts, that deal in real estate or interests therein), or
oil, gas or other mineral leases, commodities or commodity contracts in the
ordinary course of its business, except such interests and other property
acquired as a result of owning other securities, though securities will not be
purchased in order to acquire any of these interests; (9) invest more than 5% of
its gross assets, taken at market value at the time of investment, in companies
(including their predecessors) with less than three years' continuous operation;
(10) buy securities if the purchase would then cause the Portfolio to have more
than (i) 5% of its gross assets, at market value at the time of
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<PAGE>
purchase, invested in securities of any one issuer, except securities issued or
guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii)
25% of its gross assets, at market value at the time of purchase, invested in
securities issued or guaranteed by a foreign government, its agencies or
instrumentalities; (11) buy voting securities if the purchase would then cause
the Portfolio to own more than 10% of the outstanding voting stock of any one
issuer; (12) own securities in a company when any of its officers, directors or
security holders is an officer or director of the Fund or an officer, director
or partner of the Investment Manager, if after the purchase any of such persons
owns beneficially more than 1/2 of 1% of such securities and such persons
together own more than 5% of such securities; (13) concentrate its investments
in any particular industry, but if deemed appropriate for attainment of its
investment objective, up to 25% of its gross assets (at market value at the time
of investment) may be invested in any one industry classification used for
investment purposes; or (14) buy securities from or sell them to the Fund's
officers, directors, or employees, or to the Investment Manager or to its
partners, directors and employees.
Changes in Fund Objectives, Restrictions, Policies and Strategies
The Portfolio's investment objective described in the Prospectus and the
Portfolio's investment restrictions described above in this Statement of
Additional Information, both under the same heading "Investment Objective and
Policies", can be changed only with the approval of a majority of the
outstanding shares of the affected Portfolio. All of the Portfolio's policies
and techniques, including those described below, can be changed without such
approval.
Other Investments. Described below are other Portfolio policies and techniques
applicable to the Portfolio as indicated.
Investment Techniques for the Fund's Portfolio
The Fund intends to utilize from time to time one or more of the investment
techniques described below including covered call options, rights and warrants
and repurchase agreements. It is the Fund's current intention that no more than
5% of the Portfolio's net assets will be at risk in the use of any one of such
investment techniques. While some of these techniques involve risk when utilized
independently, the Fund intends to use them to reduce risk and volatility in its
Portfolio.
Covered Call Options. The Portfolio may write call options on securities it
owns. A call option on stock gives the purchaser of the option, upon payment of
a premium to the writer of the option, the right to call upon the writer to
deliver a specified number of shares of a stock on or before a fixed date at a
predetermined price.
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<PAGE>
The writing of call options will, therefore, involve a potential loss of
opportunity to sell securities at higher prices. The writer of a fully
collateralized call option assumes the full downside risk of the securities
subject to such option. In addition, in exchange for the premium received, the
writer of the call gives up the gain possibility of the stock appreciating
beyond the call price. While an option that has been written is in force, the
maximum profit that may be derived from the optioned stock is the sum of the
premium less brokerage commissions and fees plus the difference between the
strike price of the call and the market price of the underlying security.
The Portfolio will not use call options on individual equity securities traded
on foreign securities markets.
The Fund's custodian will segregate cash or permitted securities in an amount
not less than the value of the Portfolio's assets committed to written covered
call options. If the value of the securities segregated declines, additional
cash or permitted securities will be added on a daily basis (i.e. marked to
market) so that the segregated amount will not be less than the amount of the
Portfolio's commitments with respect to such written options.
Rights and Warrants. The Portfolio may invest in rights and warrants to purchase
securities. Included within that amount, but not to exceed 2% of the value of
the Portfolio's net assets, may be warrants which are not listed on the New York
Stock Exchange or American Stock Exchange.
Rights represent a privilege offered to holders of record of issued securities
to subscribe (usually on a pro rata basis) for additional securities of the same
class, of a different class, or of a different issuer, as the case may be.
Warrants represent the privilege to purchase securities at a stipulated price
and are usually valid for several years. Rights and warrants generally do not
entitle a holder to dividends or voting rights with respect to the underlying
securities nor do they represent any rights in the assets of the issuing
company.
Also, the value of a right or warrant may not necessarily change with the value
of the underlying securities, and rights and warrants cease to have value if
they are not exercised prior to their expiration date.
Repurchase Agreements. The Portfolio may enter into repurchase agreements with
respect to a security. A repurchase agreement is a transaction by which the
Portfolio acquires a security and simultaneously commits to resell that security
to the seller (a bank or securities dealer) at an agreed-upon price on an
agreed-upon date. The resale price reflects the purchase price plus an
agreed-upon market rate of interest which is unrelated to the coupon rate or
date of maturity of the purchased security. In this type of transaction, the
securities purchased by the Portfolio have a total value in excess of the value
of the repurchase agreement. The Portfolio requires at all times that the
repurchase agreement be collateralized by cash or U.S. government securities
having a value equal to, or in
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<PAGE>
excess of, the value of the repurchase agreement. Such agreements permit the
Portfolio to keep all of its assets at work while retaining flexibility in
pursuit of investments of a longer-term nature.
The use of repurchase agreements involves certain risks. For example, if the
seller of the agreement defaults on its obligation to repurchase the underlying
securities at a time when the value of these securities has declined, the
Portfolio may incur a loss upon disposition of them. If the seller of the
agreement becomes insolvent and subject to liquidation or reorganization under
the Bankruptcy Code or other laws, a bankruptcy court may determine that the
underlying securities are collateral not within the control of the Portfolio and
therefore subject to sale by the trustee in bankruptcy. Even though the
repurchase agreements may have maturities of seven days or less, they may lack
liquidity, especially if the issuer encounters financial difficulties. While the
Portfolio acknowledges these risks, it is expected that they can be controlled
through stringent selection criteria and careful monitoring procedures. The
Portfolio intends to limit repurchase agreements to transactions with dealers
and financial institutions believed by the Portfolio to present minimal credit
risks. The Portfolio will monitor creditworthiness of the repurchase agreement
sellers on an ongoing basis.
Restricted or Not Readily Marketable Securities for the Portfolio
Although the Portfolio has no current intention of investing in such securities
in the foreseeable future, no more than 5% of the value of the Portfolio may be
invested in securities with legal or contractual restrictions on resale
("restricted securities") (excluding securities qualifying for resale under SEC
Rule 144A that are determined by the Board, or by Lord Abbett & Co. pursuant to
the Board's delegation, to be liquid securities), repurchase agreements with
maturities of more than seven days, over-the-counter options and securities
which are not readily marketable.
Lending of Securities by the Portfolio
Although the Portfolio has no current intention of doing so in the foreseeable
future, the Portfolio may seek to earn income by lending portfolio securities.
Under present regulatory policies, such loans may be made to member firms of the
New York Stock Exchange and are required to be secured continuously by
collateral consisting of cash, cash equivalents, or United States Treasury bills
maintained in an amount at least equal to the market value of the securities
loaned. The Portfolio will have the right to call a loan and obtain the
securities loaned at any time on five days' notice. During the existence of a
loan the Portfolio will receive the income earned on investment of collateral.
The aggregate value of the securities loaned will not exceed 15% of the value of
the Portfolio's total assets.
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<PAGE>
Portfolio Turnover Rates
During the fiscal year ended December 31, 1995, the portfolio turnover rate of
the Growth and Income Portfolio was 70.30%. During the fiscal year ended
December 31, 1994, the portfolio turnover rate of the Growth and Income
Portfolio was 68.94%.
2.
Directors and Officers
The following director is a partner of Lord, Abbett & Co., The General Motors
Building, 767 Fifth Avenue, New York, N.Y. 10153-0203 ("Lord Abbett"). He has
been associated with Lord Abbett for over five years and is also an officer
and/or director or trustee of the twelve other Lord Abbett-sponsored funds
described under "Investment Advisory and Other Services." He is an "interested
person" as defined in the Investment Company Act of 1940, as amended, and as
such, may be considered to have an indirect financial interest in any Rule 12b-1
Plan adopted by the Portfolio.
Robert S. Dow, Age 51, Chairman and President
The following outside directors are also directors of the twelve other Lord
Abbett sponsored funds referred to above.
E. Thayer Bigelow
Time Warner Cable
300 First Stamford Place
Stamford, Connecticut
President and Chief Executive Officer of Time Warner Cable Programming, Inc.
Formerly President and Chief Operating Officer of Home Box Office, Inc. Age 54.
Stewart S. Dixon
Wildman, Harrold, Allen & Dixon
225 W. Wacker Drive (Suite 2800)
Chicago, Illinois
Partner in the law firm of Wildman, Harrold, Allen & Dixon. Age 65.
John C. Jansing
162 South Beach Road
Hobe Sound, Florida
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<PAGE>
Retired. Formerly Chairman of Independent Election Corporation of America, a
proxy tabulating firm. Age 70.
C. Alan MacDonald
The Marketing Partnership, Inc.
27 Signal Road
Stamford, Connecticut
General Partner, The Marketing Partnership, Inc., a full service marketing
consulting firm. Formerly Chairman and Chief Executive Officer of Lincoln
Snacks, Inc., manufacturer of branded snack foods (1992-1994). Formerly
President and Chief Executive Officer of Nestle Foods Corp., and prior to that,
President and Chief Executive Officer of Stouffer Foods Corp., both subsidiaries
of Nestle S.A. Switzerland. Currently serves as Director of Den West Restaurant
Co., J.B. Williams, and Fountainhead Water Company. Age 63.
Hansel B. Millican, Jr.
Rochester Button Co.
1100 Noblin Avenue
South Boston, Virginia
President and Chief Executive Officer of Rochester Button Company. Age 68.
Thomas J. Neff
Spencer Stuart & Associates
277 Park Avenue
New York, New York
President of Spencer Stuart & Associates, an executive search consulting firm.
Age 58.
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<PAGE>
The second column of the following table sets forth the compensation accrued for
the Fund's outside directors. The third and fourth columns set forth information
with respect to the retirement plan for outside directors maintained by the Lord
Abbett-sponsored funds. The fifth column sets forth the total compensation
payable by such funds to the outside directors. The information provided is for
the fiscal year ended December 31, 1995. No director of the Fund associated with
Lord Abbett and no officer of the Fund received any compensation from the Fund
for acting as a director or officer.
<TABLE>
<CAPTION>
Compensation Table for the Fiscal Year Ended December 31, 1995
Estimated Annual
Benefits Upon
Pension or Retirement
Retirement Proposed to be Total
Benefits Paid by the Fund Compensation
Accrued Expenses and Fifteen Accrued by
by the Fund and Other Lord the Fund and
Aggregate Fifteen other Abbett- Fifteen Other Lord
Compensation Lord Abbett- sponsored Abbett-sponsored
Name of Director from the Fund1 sponsored Funds 2 Funds 2 Funds 3
<S> <C> <C> <C> <C>
E. Thayer Bigelow3 $407 $9,772 $33,600 $41,700
Stewart S. Dixon $393 $22,472 $33,600 $42,000
John C. Jansing $420 $28,480 $33,600 $42,960
C. Alan MacDonald $401 $27,435 $33,600 $42,750
Hansel B. Millican Jr $420 $24,707 $33,600 $43,000
Thomas J. Neff $410 $16,126 $33,600 $42,000
<FN>
1. Outside directors fees, including attendance fees for board and committee
meetings, are allocated among all Lord Abbett-sponsored funds based on net
assets of each fund. A portion of the fees payable by the Fund to its
outside directors are being deferred under a plan that deems the deferred
amounts to be invested in shares of the Fund for later distribution to the
directors. The amounts accrued by the Fund for the year ended December 31,
1995, are as set forth after each outside Director's name above. The total
amount accrued for each outside Director since the beginning of his tenure
with the Fund, together with dividends reinvested and changes in net asset
value applicable to such deemed investments, were as follows as of
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<PAGE>
December 31, 1995: Mr. Bigelow, $547; Mr. Dixon, $724; Mr. Jansing, $1,180;
Mr. MacDonald, $699; Mr. Millican, $1,175; and Mr. Neff, $1,166.
2. Each Lord Abbett-sponsored fund has a retirement plan providing that
outside directors will receive annual retirement benefits for life equal to
80% of their final annual retainers following retirement at or after age 72
with at least 10 years of service. Each plan also provides for a reduced
benefit upon early retirement under certain circumstances, a pre-retirement
death benefit and actuarially reduced joint-and-survivor spousal benefits.
The amounts stated would be payable annually under such retirement plans if
the director were to retire at age 72 and the annual retainers payable by
such funds were the same as they were today. The amounts accrued in column
3 were accrued by Lord Abbett-sponsored funds during the fiscal year ended
December 31, 1995 with respect to the retirement benefits in column 4.
3. This column shows aggregate compensation, including director's fees and
attendance fees for board and committee meetings, of a nature referred to
in footnote one, accrued by the Lord Abbett-sponsored funds during the year
ended December 31, 1995.
4. Mr. Bigelow was elected a director of the Fund on October 19, 1994.
</FN>
</TABLE>
Except where indicated, the following executive officers of the Fund have
been associated with Lord Abbett for over five years. Of the following, Messrs.
Allen, Carper, Cutler, Henderson, Morris, Nordberg and Walsh are partners of
Lord Abbett; the others are employees: William T. Hudson, age 53, Executive Vice
President; Kenneth B. Cutler, age 63, Vice President and Secretary; Stephen I.
Allen, age 43; Daniel E. Carper, age 44; Robert G. Morris, age 51, E. Wayne
Nordberg, age 59; John J. Gargana, Jr., age 65; Paul A. Hilstad, age 53 (with
Lord Abbett since 1995 - formerly Senior Vice President and General Counsel of
American Capital Management & Research, Inc.); Thomas F. Konop, age 54; Victor
W. Pizzolato, age 63; John J. Walsh, age 58, Vice Presidents; and Keith F.
O'Connor, age 40, Treasurer.
The Fund's by-laws provide that the Fund shall not hold an annual meeting of
its stockholders in any year unless one or more matters are required to be acted
on by stockholders under the Investment Company Act of 1940, as amended (the
"Act"), or unless called at the request of a majority of the Board of Directors
or by stockholders holding at least one-quarter of the stock of the Fund
outstanding and entitled to vote at
the meeting. When any such annual meeting is held, the stockholders will elect
directors to hold the offices of any directors who have held office for more
than one year or who have been elected by the Board of Directors to fill
vacancies. Under the By-laws and in accordance with the Act, stockholder
approval of the independent auditors of the Fund will not be required except
when such meetings are held.
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<PAGE>
3.
Control Persons and Principal Holders of Securities
Substantial Shareholders
As of March 29, 1996, COVA Variable Annuity Account One, a separate account
of COVA Financial Services Life Insurance Company, One Tower Lane, Oakbrook
Terrace, Illinois 60181 ("COVA Life"), was known to the Board of Directors and
the management of the Fund to own of record 13,680,048 shares representing 0.11%
of the total shares issued and outstanding of the Growth and Income Portfolio
and Lord Abbett was known to own of record 15,185 shares representing 99.89% of
the total shares issued and outstanding. As of that date, the officers and
directors of the Fund together owned no variable contracts.
4.
Investment Advisory and Other Services
As described under "Management" in the Prospectus, Lord Abbett is the
Fund's investment manager. The eight general partners of Lord Abbett, all of
whom are officers and/or directors of the Fund, are: Stephen I. Allen, Daniel E.
Carper, Kenneth B. Cutler, Robert S. Dow, Thomas S. Henderson, Robert G. Morris,
E. Wayne Nordberg and John J. Walsh. The address of each partner is The General
Motors Building, 767 Fifth Avenue, New York, New York 10153-0203. Lord Abbett
and COVA Life provided operating funds to the Fund through their purchase of the
initial shares of the Fund.
Lord Abbett acts as investment manager for twelve other investment companies
comprising the Lord Abbett family of funds. The names of these investment
companies are: Lord Abbett Affiliated Fund, Inc., Lord Abbett Bond-Debenture
Fund, Inc., Lord Abbett Developing Growth Fund, Inc., Lord Abbett Global Fund,
Inc., Lord Abbett Mid-Cap Value Fund, Inc., Lord Abbett Tax-Free Income Fund,
Inc., Lord Abbett Tax-Free Income Trust, Lord Abbett Equity Fund, Lord Abbett
U.S. Government Securities Money Market Fund, Inc., Lord Abbett Securities
Trust, Lord Abbett Investment Trust and Lord Abbett Research Fund, Inc.
The services to be provided by Lord Abbett are described under "Management"
in the Prospectus. Under the Management Agreement, the Fund on behalf of the
Portfolio is obligated to pay Lord Abbett a monthly fee, based on the average
daily net assets of the Portfolio for each month, at the annual rate of .50 of
1% with respect to the Portfolio. This fee is allocated between the Portfolio's
two classes based on each class's proportionate share of such daily net assets.
For the year ended December 31, 1993, Lord Abbett was paid an advisory fee of
$269,800 with respect to the Growth and Income Portfolio. For
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<PAGE>
the year ended December 31, 1994, Lord Abbett was paid an advisory fee of
$518,190 with respect to the Growth and Income Portfolio. For the year ended
December 31, 1995, Lord Abbett was paid an advisory fee of $704,093 with respect
to the Growth and Income Portfolio.
The Fund pays all expenses not expressly assumed by Lord Abbett, including,
without limitation, outside directors' fees and expenses, association membership
dues, legal and auditing fees, taxes, transfer and dividend disbursing agent
fees, shareholder servicing costs, expenses relating to shareholder meetings,
expenses of preparing, printing and mailing stock certificates and shareholder
reports, expenses of registering the Fund's shares under federal and state
securities laws, expenses of printing and mailing prospectuses to existing
shareholders, insurance premiums, brokerage and other expenses connected with
executing portfolio transactions.
Due to different investment objectives or other factors, a particular
security may be bought for one or more funds, portfolios or clients (for which
Lord Abbett or its affiliates offer investment advice) when one or more are
selling the same security. If opportunities for purchase or sale of securities
by Lord Abbett for the Fund or for other funds, portfolios or clients for which
it renders investment advice arise for consideration at or about the same time,
transactions in such securities will be made insofar as feasible for the
respective funds, portfolios or clients in a manner deemed equitable to all of
them. To the extent that transactions on behalf of more than one client of Lord
Abbett, or its affiliates may increase the demand for securities being purchased
or the supply of securities being sold, there may be an adverse effect on price.
Deloitte & Touche LLP, Two World Financial Plaza, New York, New York 10281
are the independent auditors of the Fund and must be approved at least annually
by the Fund's Board of Directors to continue in such capacity. They perform
audit services for the Fund including the examination of financial statements
included in the Fund's annual report to shareholders.
The Bank of New York ("BNY"), 40 Wall Street, New York, New York 10286, is
the Fund's custodian.
5.
Portfolio Transactions
The Fund's policy is to obtain best execution on all portfolio transactions,
which means that we seek to have purchases and sales of portfolio securities
executed at the most favorable prices, considering all costs of the transaction
including brokerage commissions and dealer markups and markdowns and taking into
account the full range and quality of the brokers' services. Consistent with
obtaining best execution, the Fund may pay, as described below, a higher
commission than some brokers might charge on the same
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<PAGE>
transactions. The Fund's policy with respect to best execution governs the
selection of brokers or dealers and the market in which the transaction is
executed. To the extent permitted by law, the Fund may, if considered
advantageous, make a purchase from or sale to another Lord Abbett-managed fund
without the intervention of any broker-dealer.
The Fund selects broker-dealers on the basis of their professional
capability and the value and quality of their brokerage and research services.
Normally, for domestic assets, the selection is made by the Fund's traders who
are officers of the Fund and also are employees of Lord Abbett. The Fund's
traders do the trading as well for other accounts - investment companies (of
which they are also officers) and other investment clients managed by Lord
Abbett. They are responsible for the negotiation of prices and commissions.
In the case of securities traded in the domestic over-the-counter markets,
there is generally no stated commission, but the price usually includes an
undisclosed commission or markup. Purchases from underwriters of newly-issued
securities for inclusion in the Fund's portfolios usually will include a
concession paid to the underwriter by the issuer and purchases from dealers
serving as market makers will include the spread between the bid and asked
prices. When commissions are negotiated, the Fund pays a commission rate that it
believes is appropriate to give maximum assurance that its brokers will provide
the Fund, on a continuing basis, the highest level of brokerage services
available. While the Fund does not always seek the lowest possible commission on
particular trades, it believes that its commission rates are in line with the
rates that many institutions pay. The Fund's traders are authorized to pay
brokerage commissions in excess of those that other brokers might accept on the
same transactions in recognition of the value of the services performed by the
executing brokers, viewed in terms of either the particular transaction or the
overall responsibilities of Lord Abbett with respect to the Fund and the other
accounts they manage. Such services include such factors as showing the Fund
trading opportunities including blocks, willingness and ability to take
positions in securities, knowledge of a particular security or market, proven
ability to handle a particular type of trade, confidential treatment, promptness
and reliability. Some of the Fund's brokers also provide research services at
least some of which are useful to Lord Abbett in their overall responsibilities
with respect to the Fund and the other accounts they manage. Research includes
the furnishing of analyses and reports concerning issuers, industries,
securities, economic factors and trends, portfolio strategy and the performance
of accounts and trading equipment and computer software packages, acquired from
third-party suppliers, that enable Lord Abbett to access various information
bases. Such services may be used by Lord Abbett in servicing all their accounts,
and not all of such services will necessarily be used by Lord Abbett in
connection with their management of the Fund; conversely, such services
furnished in connection with brokerage of other accounts managed by Lord Abbett
may be used in connection with their services to the Fund, and not all of such
research will necessarily be used by Lord Abbett in connection with their
advisory services to such other accounts.
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<PAGE>
The Fund has been advised by Lord Abbett that research services received from
brokers cannot be allocated to any particular account, are not a substitute for
Lord Abbett's services but are supplemental to their own research effort and,
when utilized, are subject to internal analysis before being incorporated by
Lord Abbett into their investment process. As a practical matter, it would not
be possible for lord Abbett to generate all of the information presently
provided by brokers. While receipt of research services from brokerage firms has
not reduce Lord Abbett's normal research activities, the expenses of Lord Abbett
could be materially increased if it attempted to generate such additional
information through its own staff and purchased such equipment and software
packages directly from the suppliers.
No commitments are made regarding the allocation of brokerage business to or
among brokers, and trades are executed only when they are dictated by investment
decisions of the Fund to purchase or sell portfolio securities.
If two or more broker-dealers are considered capable of offering the
equivalent likelihood of best execution, the broker-dealer who has sold the
Fund's shares through the sale of variable contracts may be preferred.
If other clients of Lord Abbett buy or sell the same security at the same
time as the Fund does, transactions will, to the extent practicable, be
allocated among all participating accounts in proportion to the amount of each
order and will be executed daily until filled so that each account shares the
average price and commission cost of each day. Other clients who direct that
their brokerage business be placed with specific brokers or who invest through
wrap accounts introduced to Lord Abbett by certain brokers may not participate
with us in the buying and selling of the same securities as described above. If
these clients wish to buy or sell the same security as we do, they may have
their transactions executed at times different from our transactions and thus
may not receive the same price or incur the same commission cost as we do.
The Fund will not seek "reciprocal" broker-dealer business (for the purpose
of applying commissions in whole or in part for the Fund's benefit or otherwise)
from broker-dealers as consideration for the direction to them of portfolio
business. However, the Fund may receive quotations and pricing services without
charge from broker-dealers selected on the basis of the Fund's policy described
above.
-13-
<PAGE>
During the fiscal years ended December 31, 1995, 1994 and 1993, the total
dollar amounts of brokerage commissions paid by the Fund were $418,128,
$285,241, and $253,502, respectively.
6.
Net Asset Value of Fund Shares
Portfolio shares are sold and redeemed at a price equal to the share's net
asset value. Net asset value per share is determined as of the close of the New
York Stock Exchange on each day that the New York Stock Exchange is open for
business, which is Monday through Friday, except for New Year's Day, President's
Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day
and Christmas Day by dividing the Portfolio's total net assets by the number of
shares outstanding at the time of calculation. The Portfolio will also calculate
such price on each other day in which there is a sufficient degree of trading in
the Portfolio's securities such that the current net asset value of the
Portfolio's shares might be materially affected by changes in the value of such
Portfolio securities, but only if on any such day the Portfolio is required to
purchase or redeem shares. Total net assets are determined by adding the total
current value of Portfolio securities, cash, receivables, and other assets and
subtracting liabilities. Portfolio shares will be sold and redeemed at the net
asset value next determined after receipt of the sales order or request for
redemption.
Valuation of Securities Held in the Portfolio
Securities in the Fund's Portfolio are valued at their market value as of
the close of the New York Stock Exchange. Securities that are listed on a
securities exchange are valued at their closing sales price on the day of the
valuation. Price valuations for listed securities are based on market quotations
where the security is primarily traded or, if not available, are valued at the
mean of the bid and asked prices on any valuation date. Unlisted securities in
the Portfolio are primarily valued based on their latest quoted bid price or, if
such a price is not available, are valued by a method determined by the
Directors to accurately reflect fair value. Money market instruments maturing in
60 days or less are valued on the basis of amortized cost, which means that they
are valued at their acquisition cost to reflect a constant amortization rate to
maturity of any premium or discount, rather than at current market value.
-14-
<PAGE>
7.
Dividends and Distributions
It is the Fund's intention to distribute substantially all the net
investment income, if any, of the Portfolio. For dividend purposes, net
investment income of the Portfolio will consist of dividends and/or interest
earned by the Portfolio less the expenses of such Portfolio.
All net realized capital gains of the Fund, if any, are declared and
distributed annually to the shareholders of the Portfolio to which such gains
are attributable.
8.
Distribution Arrangements
General
Lord Abbett Distributor LLC, a subsidiary of Lord Abbett organized as a New
York limited liability company, serves as the distributor in connection with the
offering of the Fund's shares. Currently, only shares of the Growth and Income
Portfolio are offered for sale. In connection with the sale of its shares, the
Fund has authorized Lord Abbett to provide only such information and to make
only such statements and representations which are not materially misleading or
which are contained in Fund's then-current Prospectus or Statement of Additional
Information or shareholder reports in such financial and other statements which
are furnished to Lord Abbett by the Fund.
The Fund and Lord Abbett are parties to a Distribution Agreement that
continues in force until January 30, 1997. The Distribution Agreement may be
terminated by either party and will automatically terminate in the event of its
assignment. The Distribution Agreement may be renewed annually if specifically
approved by the Board of Directors or by vote of a majority of the outstanding
voting securities of the Fund provided that any such renewal shall be approved
by the vote of a majority of the Directors who are not parties to the
Distribution Agreement and are not "interested persons" of the Fund and have no
direct or indirect financial interest in the operation of the Distribution
Agreement.
9.
Taxes
The Fund intends to qualify as a regulated investment company under
Subchapter M of the Internal Revenue Code of 1986, as amended. Under such
provisions, the Fund will not be subject to Federal income tax on that part of
its net ordinary income and net realized capital gains which it distributes to
shareholders. The Portfolio will be treated as
-15-
<PAGE>
a separate entity for Federal income tax purposes and, therefore, the
investments and results of the Portfolio are determined separately for purposes
of determining whether the Fund qualifies as a regulated investment company and
for purposes of determining the Fund's net ordinary income (or loss) and net
realized capital gains (or losses). To qualify for treatment as a regulated
investment company, the Fund must, among other things, derive in each taxable
year at least 90% of its gross income from dividends, interest and gains from
the sale or other disposition of securities and certain other related income and
derive less than 30% of its gross income in each taxable year from the gains
(without deduction for losses) from the sale or other disposition of securities
(including, in certain circumstances, gains from options, futures, forward
contracts and foreign currencies) held for less than three months.
10.
Calculation of Performance Data
The Portfolio's average annual compounded rate of return is determined by
reference to a hypothetical $1,000 investment that includes capital appreciation
and depreciation for the stated period, according to the following formula:
{P~(~1~+~T~)}SUP n~=~ERV
where
P = a hypothetical initial payment of $1000
T = average annual total return
n = number of years
ERV = ending redeemable value of the hypothetical $1000 purchase at the
end of the period.
Aggregate total return is calculated in a similar manner, except that the
results are not annualized. Each calculation assumes that all dividends and
distributions are reinvested at net asset value on the reinvestment dates during
the period.
Using this method to compute average annual compounded rates of total return
for the Growth and Income Portfolio, the Portfolio's last one, five and the life
of the fund periods ending on December 31, 1995 are: 29.80%, 17.60% and 14.86%,
respectively. During these periods the only class of shares of the Portfolio
existing was offered exclusively to insurance companies as the underlying
investment for certain variable annuity contracts. That class of shares is now
called the Variable Contract Class and the charges and
-16-
<PAGE>
expenses attributable to that class are different from those attributable to the
Pension Class, the only class of the Portfolio offered by this Statement of
Additional Information. For more information, including a current Prospectus and
Statement of Additional Information, with respect to the Variable Contract Class
and the variable contracts associated with such class call 800-523-1661.
11.
Financial Statements
The financial statements for the fiscal year ended December 31, 1995 and the
opinion thereon of Deloitte & Touche LLP, independent auditors, included in the
1995 Annual Report to Shareholders of the Lord Abbett Series Fund, Inc., are
incorporated herein by reference in reliance upon the authority of Deloitte &
Touche LLP as experts in auditing and accounting.
-17-
<PAGE>
PART C OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements
The financial statements of the Fund for the fiscal year ended December 31, 1995
are included in the 1995 Annual Report to Shareholders and are incorporated by
reference in Part B hereof.
(b) Exhibits -
(1) Articles of Incorporation of Registrant*
(2) By-Laws of Registrant**
(3) Not Applicable
(4) Not Applicable
(5) Management Agreement between Registrant and Lord,
Abbett & Co.***
(i) Sub-Investment Management Agreement#
(6) Form of Distribution Plan between Registrant
and Lord, Abbett & Co.##
(7) Not Applicable
(8) (i) Custody Agreement between Registrant and The Bank
of New York#
(ii) Form of Transfer Agency Agreement**
(9) Not Applicable
(10) Opinion and Consent of Counsel**
(11) Consent of Independent Auditors
(12) Not Applicable
(13) Form of Agreements Governing Contribution of Capital**
(14) Not Applicable (15) Form of Pension Class rule
12b-1 Plan and Agreement between Registrant and Lord
Abbett Distributor LLC ###
(16) Not Applicable
* Incorporated by reference to Registrant's initial registration on Form
N-1A, filed on September 15, 1989.
** Incorporated by reference to Registrant's Pre-Effective Amendment No. 1,
filed on November 17, 1989.
*** Incorporated by reference to Registrant's Post-Effective Amendment No. 1,
filed on April 2, 1990.
# Incorporated by reference to Registrant's Post-Effective Amendment No. 2,
filed on April 22, 1991.
## Incorporated by reference to Registrant's Post-Effective Amendment No. 6,
filed on April 28, 1994.
### To be filed.
<PAGE>
Item 25. Persons Controlled by or Under Common Control with Registrant
The shares of the Fund are currently sold only to Xerox Variable Annuity Account
One of Xerox Financial Services Life Insurance Company (the "Company").
The Company and Lord, Abbett & Co., (the Fund's Investment Manager) each made
initial capital contributions to the Fund and together own the majority of the
outstanding shares of the Fund.
Xerox Financial Services, Inc. ("XFS") and Xerox Credit Corp. ("XCC") currently
own 73.55% and 26.45% of the Company, respectively. XFS, a Delaware corporation,
is a wholly-owned subsidiary of Xerox Corporation, a New York corporation. XCC,
a Delaware corporation, is a wholly-owned subsidiary of XFS. The Company's
address is One Tower Lane, Suite 3000, Oakbrook Terrace, Illinois 60181-4644.
Lord, Abbett & Co. is a partnership located at The General Motors
Building, 767 Fifth Avenue, New York, New York 10153-0203. The eight
general partners of Lord, Abbett & Co., all of whom are officers and/or
directors of the Fund, are: Stephen I. Allen, Daniel E. Carper, Kenneth B.
Cutler, Robert S. Dow, Thomas S. Henderson, Robert G. Morris, E.
Wayne Nordberg and John J. Walsh.
Item 26. Number of Record Holders of Securities
Xerox Financial Services Life Insurance Company and its separate
account, Xerox Variable Annuity Account One, and Lord, Abbett & Co. are
the shareholders of the Fund.
Item 27. Indemnification
Registrant is incorporated under the laws of the State of Maryland and is
subject to Section 2-418 of the Corporations and Associations Article of the
Annotated Code of the State of Maryland controlling the indemnification of
directors and officers. Since Registrant has its executive offices in the State
of New York, and is qualified as a foreign corporation doing business in such
State, the persons covered by the foregoing statute may also be entitled to and
subject to the limitations of the indemnification provisions of Sections 721-726
of the New York Business Corporation Law.
The general effect of these statutes is to protect officers, directors and
employees of Registrant against legal liability and expenses incurred by
<PAGE>
reason of their positions with the Registrant. The statutes provide for
indemnification for liability for proceedings not brought on behalf of the
corporation and for those brought on behalf of the corporation, and in each case
place conditions under which indemnification will be permitted, including
requirements that the officer, director or employee acted in good faith. Under
certain conditions, payment of expenses in advance of final disposition may be
permitted. The By-Laws of Registrant, without limiting the authority of
Registrant to indemnify any of its officers, employees or agents to the extent
consistent with applicable law, make the indemnification of its directors
mandatory subject only to the conditions and limitations imposed by the
above-mentioned Section 2-418 of Maryland Law and by the provisions of Section
17(h) of the Investment Company Act of 1940 as interpreted and required to be
implemented by SEC Release No. IC-11330 of September 4, 1980.
In referring in its By-Laws to, and making indemnification of directors subject
to the conditions and limitations of, both Section 2-418 of the Maryland Law and
Section 17(h) of the Investment Company Act of 1940, Registrant intends that
conditions and limitations on the extent of the indemnification of directors
imposed by the provisions of either Section 2-418 or Section 17(h) shall apply
and that any inconsistency between the two will be resolved by applying the
provisions of said Section 17(h) if the condition or limitation imposed by
Section 17(h) is the more stringent. In referring in its By-Laws to SEC Release
No. IC-11330 as the source for interpretation and implementation of said Section
17(h), Registrant understands that it would be required under its By-Laws to use
reasonable and fair means in determining whether indemnification of a director
should be made and undertakes to use either (1) a final decision on the merits
by a court or other body before whom the proceeding was brought that the person
to be indemnified ("indemnitee") was not liable to Registrant or to its security
holders by reason of willful malfeasance, bad faith, gross negligence, or
reckless disregard of the duties involved in the conduct of his office
("disabling conduct") or (2) in the absence of such a decision, a reasonable
determination, based upon a review of the facts, that the indemnitee was not
liable by reason of such disabling conduct, by (a) the vote of a majority of a
quorum of directors who are neither "interested persons" (as defined in the
Investment Company Act of 1940) of Registrant nor parties to the proceeding, or
(b) an independent legal counsel in a written opinion. Also, Registrant will
make advances of attorneys' fees or other expenses incurred by a director in his
defense only if (in addition to his undertaking to repay the advance if he is
not ultimately entitled to indemnification) (1) the indemnitee provides a
security for his undertaking, (2) Registrant shall be insured against losses
arising by reason of any lawful advances, or (3) a majority of a quorum of the
non-interested, non-party directors of Registrant, or an independent
<PAGE>
legal counsel in a written opinion, shall determine, based on a review of
readily available facts, that there is reason to believe that the indemnitee
ultimately will be found entitled to indemnification.
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
In addition, Registrant maintains a directors' and officers' errors and
omissions liability insurance policy protecting directors and officers against
liability for breach of duty, negligent act, error or omission committed in
their capacity as directors or officers. The policy contains certain exclusions,
among which is exclusion from coverage for active or deliberate dishonest or
fraudulent acts and exclusion for fines or penalties imposed by law or other
matters deemed uninsurable.
Finally, the Registrant's Articles of Incorporation provide that to the fullest
extent permitted by Maryland statutory or decisional law, as amended from time
to time, no director or officer of the Registrant shall be personally liable to
the Registrant or its stockholders for money damages, except to the extent such
exemption from liability or limitation thereof is not permitted by the
Investment Company Act of 1940, as amended from time to time. No amendment of
these Articles or repeal of any of their provisions shall limit or eliminate the
benefits provided to directors and officers under this provision with respect to
any act or omission which occurred prior to such amendment or repeal.
Item 28. Business and Other Connections of Investment Adviser
Lord, Abbett & Co. acts as investment adviser for thirteen other open-end
investment companies (of which it is the principal underwriter for twelve
such investment companies), and as investment adviser to approximately
<PAGE>
5,100 private accounts. Other than acting as directors and/or officers of
open-end investment companies sponsored by Lord, Abbett & Co., none of Lord,
Abbett & Co.'s partners has, in the past two fiscal years, engaged in any other
business, profession, vocation or employment of a substantial nature for his own
account or in the capacity of director, officer, employee, partner or trustee of
any entity except as follows:
John J. Walsh
Trustee
Brooklyn Hospital
Parkside Avenue
Brooklyn, N.Y.
Item 29. Principal Underwriter
(a) Lord Abbett Affiliated Fund, Inc.
Lord Abbett Bond-Debenture Fund, Inc.
Lord Abbett Mid-Cap Value Fund, Inc.
Lord Abbett Developing Growth Fund, Inc.
Lord Abbett Tax-Free Income Fund, Inc.
Lord Abbett Tax-Free Income Trust
Lord Abbett Global Fund, Inc.
Lord Abbett Equity Fund
Lord Abbett U.S. Government Securities Money Market
Fund, Inc.
Lord Abbett Securities Trust
Lord Abbett Investment Trust
Lord Abbett Research Fund, Inc.
Investment Advisor
American Skandia Trust
(Lord Abbett Growth and Income Portfolio)
(b) The partners of Lord, Abbett & Co. are:
Name and Principal Positions and Offices
Business Address (1) with Registrant
Robert S. Dow Chairman & President
Kenneth B. Cutler Vice President & Secretary
Daniel E. Carper Vice President
Thomas S. Henderson Vice President
Robert G. Morris Vice President
E. Wayne Nordberg Vice President
John J. Walsh Vice President
Stephen I. Allen Vice President
(1) Each of the above has a principal business address of 767 Fifth Avenue, New
York, NY 10153-0203
(c) Not applicable
Item 30. Location of Accounts and Records
Registrant maintains the records, required by Rules 31a-1(a) and (b), and
31a-2(a) at its main office.
Lord, Abbett & Co. maintains the records required by Rules 31a-1(f) and
31a-2(e) at its main office.
Certain records and correspondence may be physically maintained at the main
office of the Registrant's Transfer Agent, Custodian, or Shareholder Servicing
Agent within the requirements of Rule 31a-3.
Item 31. Management Services
None
Item 32. Undertakings
Registrant undertakes to furnish each person to whom a prospectus is delivered,
with a copy of the Registrant's latest annual report to share holders, upon
request and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940 the Registrant has duly caused this Registration Statement
and/or any amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York and State of New York on the
29th day of August, 1996.
LORD ABBETT SERIES FUND, INC.
By: /s/ ROBERT S. DOW
------------------------------------
Robert S. Dow, Chairman of the Board
and Director
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
Chairman of the Board
/s/Robert S. Dow President and Director August 29, 1996
- ----------------------- ---------------------------- -----------
Robert S. Dow (Title) (Date)
Vice President and
/s/John J. Gargana, Jr. Chief Financial Officer August 29, 1996
- ----------------------- ---------------------------- ------------
John J. Gargana, Jr. (Title) (Date)
/s/E. Thayer Bigelow Director August 29, 1996
- ----------------------- ---------------------------- -----------
E. Thayer Bigelow (Title) (Date)
/s/Steward S. Dixon Director August 29, 1996
- ----------------------- ---------------------------- -----------
Steward S. Dixon (Title) (Date)
/s/John C. Jansing Director August 29, 1996
- ----------------------- ---------------------------- -----------
John C. Jansing (Title) (Date)
/s/C. Alan MacDonald Director August 29, 1996
- ----------------------- ---------------------------- ------------
C. Alan MacDonald (Title) (Date)
/s/ Hansel B. Millican, Jr. Director August 29, 1996
- ----------------------- ----------------------------- -----------
Hansel B. Millican, Jr. (Title) (Date)
/s/ Thomas J. Neff Director August 29, 1996
- ----------------------- ----------------------------- ------------
Thomas J. Neff (Title) (Date)
