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Greenwich Street Series Fund
Prospectus
April 28, 2000
Appreciation Portfolio
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Shares of the fund are offered only to insurance company separate accounts that
fund certain variable annuity and variable life insurance contracts. This
prospectus should be read together with the prospectus for those contracts.
The Securities and Exchange Commission has not approved or disapproved these
securities or determined whether this prospectus is accurate or complete. Any
statement to the contrary is a crime.
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Contents
Greenwich Street Series Fund consists of 10 separate investment funds, each
with its own investment objective and policies. This prospectus relates to one
of those funds--the Appreciation Portfolio.
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<TABLE>
<CAPTION>
Page
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<S> <C>
Investments, risks and performance 2
More on the fund's investments 4
Management 6
Share transactions 7
Share price 7
Dividends, distributions and taxes 8
Financial highlights 9
</TABLE>
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The Manager:
SSB Citi Fund Management LLC (SSB Citi) (successor to SSBC Fund Management
Inc.), is the manager of the fund. The manager is an affiliate of Salomon Smith
Barney Inc. (Salomon Smith Barney) and a subsidiary of Citigroup Inc.
(Citigroup). Citigroup businesses produce a broad range of financial services.
SSB Citi, as manager of the fund, selects investments for the fund.
You should know:
An investment in the fund is not a bank deposit and is not insured or
guaranteed by the FDIC or any other government agency.
1
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Investments, risks and performance
Appreciation Portfolio
Manager
SSB Citi is the manager
Portfolio Manager
Harry D. Cohen (since 1991)
Mr. Cohen is an investment officer of SSB Citi and a managing director of
Salomon Smith Barney
Investment objective
Long-term appreciation of capital.
Principal investment strategies
The fund invests primarily in equity securities of U.S. companies. The fund
typically invests in medium and large capitalization companies but may also
invest in small capitalization companies. Equity securities include exchange
traded and over-the-counter common stocks and preferred stocks, debt
securities convertible into equity securities, and warrants and rights
relating to equity securities.
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Selection process
The manager's investment strategy consists of individual
company selection and management of cash reserves. The
manager looks for investments among a strong core of growth
and value stocks, consisting primarily of blue chip
companies dominant in their industries. The fund may also
invest in companies with prospects for sustained earnings
growth and/or a cyclical earnings record.
In selecting individual companies for the fund's portfolio,
the manager looks for the following:
. Strong or rapidly improving balance sheets
. Recognized industry leadership
. Effective management teams that exhibit a desire to earn
consistent returns for shareholders
In addition, the manager considers the following
characteristics:
. Past growth records
. Future earnings prospects
. Technological innovation
. General market and economic factors
. Current yield or potential for dividend growth
Generally, companies in the fund's portfolio fall into one
of the following categories:
. Undervalued companies: companies with assets or earning
power that are either unrecognized or undervalued. The
manager generally looks for a catalyst that will unlock
these values. The manager also looks for companies that
are expected to have unusual earnings growth or whose
stocks appear likely to go up in value because of marked
changes in the way they do business (for example, a
corporate restructuring).
. Growth at a reasonable price: companies with superior
demonstrated and expected growth characteristics whose
stocks are available at a reasonable price. Typically,
there is strong recurring demand for these companies'
products.
The manager adjusts the amount held in cash reserves
depending on the manager's outlook for the stock market.
The manager will increase the fund's allocation to cash
when, in the manager's opinion, market valuation levels
become excessive. The manager may sometimes hold a
significant portion of the fund's assets in cash while
waiting for buying opportunities or to provide a hedge
against stock market declines.
Greenwich Street Series Fund
2
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Principal risks of investing in the fund
Investors could lose money on their investment in the fund, or the fund may not
perform as well as other investments, if:
. The U.S. stock market declines
. Large and medium capitalization stocks or growth stocks are temporarily out
of favor
. An adverse event depresses the value of a company's stock
. The manager's judgment about the attractiveness, value or potential
appreciation of a particular stock or about the amount to hold in cash
reserves proves to be incorrect
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Fund Performance
This bar chart indicates the risks of investing in the fund by showing changes
in the fund's performance from year to year. The table shows how the fund's
average annual returns for different calendar periods compare to the return of
Standard & Poor's 500 Stock Price Index (the "S&P 500 Index"), an unmanaged
broad-based index of common stocks. Past performance does not necessarily
indicate how the fund will perform in the future. Performance figures do not
reflect expenses incurred from investing through a separate account; if those
expenses had been reflected, performance would have been lower. Please refer to
the separate account prospectus for more information on expenses.
[BAR GRAPH]
% Total Return
1992 1993 1994 1995 1996 1997 1998 1999
- ---- ---- ------ ---- ---- ---- ---- ----
6.13% 7.03% -1.12% 28.84% 19.77% 26.39% 19.15% 13.12%
Calendar years ended
December 31
The bar chart shows the fund's performance for each full calendar year since
inception.
Quarterly returns:
Highest: 16.91% in 4th quarter 1998
Lowest: (9.65)% in 3rd quarter 1998
Risk return table
Average Annual Total Returns
(for the periods ended December 31, 1999)
<TABLE>
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<CAPTION>
One Five Since
year years inception*
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<S> <C> <C> <C>
Fund 13.12% 21.32% 14.77%
S&P 500 Index 21.03% 28.54% 20.23%
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</TABLE>
* Inception date of 10/16/91
Index comparison begins on October 31, 1991
Greenwich Street Series Fund
3
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More on the Fund's Investments
Additional investments and investment techniques
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The fund de- Although the fund intends to be fully invested in equity se-
scribes its curities, it may invest up to 35% of its total assets in debt
investment ob- securities and money market instruments for cash management
jective and or other purposes.
its principal
investment
strategies and
risks under
"Investments,
risks and
performance."
The fund may invest up to 10% of its net assets in securities
of foreign issuers directly or in the form of American Depos-
itory Receipts, European Depository Receipts or similar secu-
rities representing interests in common stocks of foreign
issuers.
This section
provides addi-
tional infor-
mation about
the fund's in-
vestments and
certain port-
folio manage-
ment tech-
niques the
fund may use.
More informa-
tion about the
fund's invest-
ments and
portfolio man-
agement tech-
niques, some
of which en-
tail risk, is
included in
the statement
of additional
information
(SAI).
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Equity Equity securities include exchange-traded and over-the-
investments counter (OTC) common and preferred stocks, warrants, rights,
convertible securities, depositary receipts and shares, trust
certificates, limited partnership interests, shares of other
investment companies, real estate investment trusts and eq-
uity participations.
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Fixed income Fixed income securities include bonds, notes (including
investments to structured notes), mortgage-related securities, asset-backed
a limited securities, convertible securities, Eurodollar and Yankee
extent dollar instruments, preferred stocks and money market instru-
ments. Fixed income securities may be issued by U.S. and for-
eign companies; U.S. and foreign banks; the U.S. government,
its agencies, authorities, instrumentalities or sponsored en-
terprises; state and municipal governments; supranational or-
ganizations; and foreign governments and their political sub-
divisions. Fixed income securities may have all types of in-
terest rate payment and reset terms, including fixed rate,
adjustable rate, zero coupon, contingent, deferred, payment
in kind and auction rate features.
Mortgage-related securities may be issued by private compa-
nies or by agencies of the U.S. government and represent di-
rect or indirect participations in, or are collateralized by
and payable from, mortgage loans secured by real property.
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Credit quality of fixed income securities
If a security receives different ratings, the fund will treat
the securities as being rated in the highest rating category.
The fund may choose not to sell securities that are down-
graded below the fund's minimum acceptable credit rating af-
ter their purchase. The fund's credit standards also apply to
counterparties to OTC derivative contracts.
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Greenwich Street Series Fund
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Below investment grade securities
Securities are below investment grade if:
. They are rated, respectively, below one of the top four
long-term rating categories by all the nationally
recognized rating organizations that have rated the
securities
. They have received comparable short-term ratings, or
. They are unrated securities the manager believes are of
comparable quality to below investment grade securities
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Derivatives The fund may, but need not, use derivative contracts, such as
and hedging futures and options on securities, securities indices or cur-
techniques rencies; options on these futures; forward currency con-
tracts; and interest rate or currency swaps for any of the
following purposes:
. To hedge against the economic impact of adverse changes in
the market value of its securities, because of changes in
stock market prices, currency exchange rates or interest
rates
. As a substitute for buying or selling securities
A derivative contract will obligate or entitle a fund to de-
liver or receive an asset or cash payment based on the change
in value of one or more securities, currencies or indices.
Even a small investment in derivative contracts can have a
big impact on the fund's stock market, currency and interest
rate exposure. Therefore, using derivatives can dispropor-
tionately increase losses and reduce opportunities for gains
when stock prices, currency rates or interest rates are
changing. The fund may not fully benefit from or may lose
money on derivatives if changes in their value do not corre-
spond accurately to changes in the value of the fund's hold-
ings. The other parties to certain derivative contracts pres-
ent the same types of credit risk as issuers of fixed income
securities. Derivatives can also make a fund less liquid and
harder to value, especially in declining markets.
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Defensive The fund may depart from its principal investment strategies
investing in response to adverse market, economic or political condi-
tions by taking temporary defensive positions in all types of
money market and short-term debt securities. If the fund
takes a temporary defensive position, it may be unable to
achieve its investment goal.
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Portfolio The fund may engage in active and frequent trading to achieve
turnover its principal investment strategies. Frequent trading also
increases transaction costs, which could detract from the
fund's performance.
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Greenwich Street Series Fund
5
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Management
The manager
SSB Citi, located at 388 Greenwich Street, New York, New York 10013, acts as
investment manager to investment companies having aggregate assets as of March
31, 2000 in excess of $134 billion.
SSB Citi is a wholly owned subsidiary of Citigroup. Citigroup businesses
produce a broad range of financial services--asset management, banking and
consumer finance, credit and charge cards, insurance, investments, investment
banking and trading--and use diverse channels to make them available to
consumer and corporate customers around the world.
Management fees
The fund's manager oversees the investment operations of the fund and receives
the following fee for these services:
<TABLE>
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<CAPTION>
Actual management fee
paid for the fiscal year
ended December 31, 1999
(as a percentage
of the fund's
Fund Manager average daily net assets)
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<S> <C> <C>
Appreciation Portfolio SSB Citi 0.55%
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</TABLE>
Administrator
SSB Citi serves as administrator to the fund, performing certain account
maintenance and administrative services. As compensation for these services SSB
Citi receives a fee equal on an annual basis to 0.20% of the fund's average
daily net assets.
Transfer agent and shareholder servicing agent
Citi Fiduciary Trust Company serves as the fund's transfer agent and
shareholder servicing agent (the "transfer agent"). Pursuant to a sub-transfer
agency and services agreement with the transfer agent, PFPC Global Fund
Services serves as the fund's sub-transfer agent (the "sub-transfer agent") to
render certain shareholder record keeping and accounting services and
functions.
Distributor
Greenwich Street Series Fund has entered into an agreement with CFBDS, Inc. to
distribute the fund's shares.
Greenwich Street Series Fund
6
<PAGE>
Share Transactions
Availability of the fund
Shares of the fund are available only through the purchase of variable annuity
or variable life insurance contracts issued by insurance companies through
their separate accounts.
The interests of different variable contract separate accounts investing in a
fund could conflict due to differences of tax treatment and other
considerations. The fund currently does not foresee any disadvantages to
investors arising from the fact that the fund may offer its shares to different
insurance company separate accounts that serve as the investment medium for
their variable annuity and variable life products. Nevertheless, the board of
trustees intends to monitor events to identify any material conflicts which may
arise, and to determine what action, if any, should be taken in response to
these conflicts. If a conflict were to occur, one or more insurance companies'
separate accounts might be required to withdraw their investments in one or
more funds and shares of another fund might be substituted. In addition, the
sale of shares may be suspended or terminated if required by law or regulatory
authority or if in the best interests of the funds' shareholders.
Redemption of shares
The redemption price of the fund's shares will be the net asset value next
determined after receipt by the fund of a redemption order from a separate
account. The fund will ordinarily pay redemption proceeds within one business
day, and must pay redemption proceeds within seven days after receipt of the
request in good order, except on a day when the New York Stock Exchange is
closed or as permitted by the Securities and Exchange Commission in
extraordinary circumstances.
Share Price
The fund's net asset value is the value of its assets minus its liabilities.
The fund calculates its net asset value every day the New York Stock Exchange
is open. The Exchange is closed on certain holidays listed in the SAI. This
calculation is done when regular trading closes on the Exchange (normally 4:00
p.m., Eastern time). If the Exchange closes early, each fund accelerates the
calculation of its net asset value to the actual closing time.
The fund generally values its portfolio securities based on market prices or
quotations. To the extent the fund holds securities denominated in a foreign
currency, the fund's currency conversions are done when the London stock
exchange closes. When reliable market prices or quotations are not readily
available, or when the value of a security has been materially affected by
events occurring after a foreign exchange closes, the fund may price that
security at fair value. Fair value is determined in accordance with procedures
approved by the fund's board. A fund that uses fair value to price securities
may value those securities higher or lower than another fund that uses market
quotations to price the same securities.
International markets may be open on days when U.S. markets are closed, and the
value of foreign securities owned by the fund could change on days when fund
shares may not be purchased or redeemed.
Greenwich Street Series Fund
7
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Dividends, Distributions and Taxes
The fund intends to qualify and be taxed as a "regulated investment company"
under Subchapter M of the Internal Revenue Code of 1986 (the "Code"), as
amended. In order to qualify to be taxed as a regulated investment company, the
fund must meet certain income and diversification tests and distribution
requirements. As a regulated investment company meeting these requirements, the
fund will not be subject to federal income tax on its net investment income and
net capital gains that it distributes to its shareholders. All income and
capital gain distributions are automatically reinvested in additional shares of
the fund at net asset value and are includable in gross income of the separate
accounts holding these shares. See the accompanying separate account contract
prospectus for information regarding the federal income tax treatment of
distributions to the separate accounts and to holders of the contracts.
The fund is also subject to asset diversification regulations promulgated by
the U.S. Treasury Department under the Code. The regulations generally provide
that, as of the end of each calendar quarter or within 30 days thereafter, no
more than 55% of the total assets of the fund may be represented by any one
investment, no more than 70% by any two investments, no more than 80% by any
three investments, and no more than 90% by any four investments. For this
purpose all securities of the same issuer are considered a single investment.
An alternative diversification test may be satisfied under certain
circumstances. If the fund fails to comply with these special diversification
requirements under the Code, the contracts invested in that fund would not be
treated as an annuity, endowment or life insurance contracts under the Code.
Greenwich Street Series Fund
8
<PAGE>
Financial Highlights
The financial highlights tables are intended to help you understand the
performance of the fund for the past five years. The information in the
following tables was audited by KPMG LLP, independent accountants, whose
report, along with the fund's financial statements, are included in the annual
report (available upon request). Certain information reflects financial results
for a single share. Total return represents the rate that a shareholder would
have earned (or lost) on a share of the fund assuming reinvestment of all
dividends and distributions.
For a share of beneficial interest outstanding throughout each year ended
December 31:
<TABLE>
<CAPTION>
Appreciation Portfolio
1999 1998(1) 1997 1996 1995
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<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year $21.16 $18.73 $15.86 $14.39 $11.54
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Income (loss) from operations:
Net investment income 0.13 0.27 0.24 0.27 0.23
Net realized and unrealized gain
(loss) 2.62 3.24 3.90 2.60 3.04
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Total income (loss) from operations 2.75 3.51 4.14 2.87 3.27
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Less distributions from:
Net investment income (0.16) (0.22) (0.21) (0.25) (0.21)
Net realized gains (0.36) (0.86) (1.06) (1.15) (0.21)
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Total distributions (0.52) (1.08) (1.27) (1.40) (0.42)
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Net asset value, end of year $23.39 $21.16 $18.73 $15.86 $14.39
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Total return 13.12% 19.15% 26.39% 19.77% 28.84%
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Net assets, end of year (millions) $ 529 $ 246 $ 144 $ 101 $ 94
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Ratios to average net assets:
Expenses 0.79% 0.80% 0.80% 0.85% 0.97%
Net investment income 1.18 1.36 1.68 1.59 1.65
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Portfolio turnover rate 53% 22% 34% 39% 43%
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</TABLE>
(1) Per share amounts have been calculated using the monthly average shares
method.
Greenwich Street Series Fund
9
<PAGE>
Greenwich Street Series Fund
Additional Information
Shareholder reports. Annual and semiannual reports to shareholders provide
additional information about the fund's investments. These reports discuss the
market conditions and investment strategies that affected the fund's
performance.
The fund sends one report to a household if more than one account has the same
address. Contact your participating life insurance company representative if
you do not want this policy to apply to you.
Statement of additional information. The statement of additional information
provides more detailed information about the fund. It is incorporated by
reference into this prospectus.
You can make inquiries about the fund or obtain shareholder reports or the
statement of additional information (without charge) by calling 1-800-451-2010
or writing to Greenwich Street Series Fund, 388 Greenwich Street New York, NY
10013.
Information about the fund (including the SAI) can be reviewed and copied at
the Securities and Exchange Commission's (the "Commission") Public Reference
Room in Washington, D.C. In addition, information on the operation of the
Public Reference Room may be obtained by calling the Commission at 1-202-942-
8090. Reports and other information about the funds are available on the EDGAR
Database on the Commission's Internet site at http://www.sec.gov. Copies of
this information may be obtained for a duplicating fee by electronic request at
the following E-mail address: [email protected], or by writing the
Commission's Public Reference Section, Washington, D.C. 20549-0102.
If someone makes a statement about the fund that is not in this prospectus, you
should not rely upon that information. The fund is not offering to sell its
shares to any person to whom the fund may not lawfully sell its shares.
Appreciation Portfolio
(Investment Company Act file no. 811-6310)
L-12410 4/00
