SECURITY FIRST TRUST
N-30D, 1999-09-29
Previous: SAFECO CORP, 8-K, 1999-09-29
Next: SECURITY FIRST TRUST, 485APOS, 1999-09-29



<PAGE>   1
================================================================================


Dear Contract Owner:

Stocks performed well through the end of June, then gave up some of the gains in
July. For the six months ended July 31, the S&P 500 Stock Index ended with a
respectable return of 4.5%. Conservative stocks did considerably better, as
investors shifted their attention from the small group of large-cap growth
stocks that had previously been in favor to a broader universe of value and
cyclical stocks.

In the fixed income markets, interest rates have moved higher during this six
month period. The 30-year Treasury increased 94 basis points during the last six
months. This was primarily caused by the Federal Reserve rate tightening on June
30, as well as Chairman Greenspan's subsequent cautious Congressional testimony.
As a result, bonds did not perform well during the six months ended July 31,
with the Lehman Aggregate Index dropping 2.5%.

I encourage you to review the following report covering the past six months and
to contact us if you have any questions.


                                 Respectfully submitted,

                                 /s/ RICHARD C. PEARSON
                                 ----------------------
                                 Richard C. Pearson
                                 President


                                 [SECURITY FIRST TRUST LOGO]


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


<PAGE>   2
================================================================================


SECURITY FIRST TRUST:
T. ROWE PRICE GROWTH
AND INCOME SERIES AND
EQUITY SERIES

EQUITY MARKET OVERVIEW

   The U.S. equity market turned in strong positive returns once again during
the second quarter of 1999 and has rebounded significantly since its collapse in
September of 1998, despite higher interest rates. Healthier markets throughout
the world and strong domestic economic news combined to support equities. Early
in the quarter, higher than expected producer and consumer price data, together
with tight labor market conditions and increased demand from foreign markets,
led to inflationary fears. In June, the Federal Reserve boosted interest rates
by 25 basis points and stated that the bias has moved away from higher rates and
is now neutral. The Fed's activity seems to have quelled inflationary fears for
the present time and to have created renewed confidence in both the economy and
in stocks.

   The second quarter saw a distinct shift in market favor. Small cap stocks,
which had been underperforming for well over a year, outperformed large cap
stocks. Given the early inflationary fears, investors may have believed that the
significantly lower valuations seen at the small end of the market would provide
some protection. Increased confidence in future economic growth also contributed
to the renewed interest in small caps. Finally, better than expected first
quarter earnings reports by many small companies moved them into a more
favorable light.

   Value stocks, which had lagged as investors focused on growth stocks, also
moved into the spotlight. While value's outperformance was most significant at
the larger end of the market, the trend held across all market capitalizations.
Fears of higher interest rates contributed here as well, given that value stocks
traditionally outperform in rising rate environments. Growth stocks,
particularly at the large end of the market, began the quarter with lofty
valuations. Fears of a less favorable economic environment led many investors to
shift their emphasis away from these names, leading to the underperformance.
Cyclical stocks within the value indices, including industrial stocks such as
those in the materials and processing and producer durables sectors, were the
best performers.

EQUITY MARKET OUTLOOK

   Despite July's volatility, we were pleasantly surprised by the durability of
the stock market's strength and resilience, particularly in the face of rising
interest rates. Given historically high stock valuations and unrealistic
investor expectations, we would not be surprised to see a bit of turbulence
ahead. However, we believe that a conservative profile will offer good
protection if a significant correction should occur. A strategy emphasizing
investments in sound companies may offer an attractive combination of good
upside potential and relatively limited downside risk.

PORTFOLIO MANAGEMENT: T. ROWE PRICE GROWTH AND INCOME SERIES

   During the past few months, we eliminated or reduced positions in several
holdings whose share prices had risen to levels that reduced their valuation
appeal. Georgia-Pacific, for example, benefited from the market's renewed
interest in cyclical stocks. After the stock appreciated in price, we eliminated
it from the portfolio. We cut back on other holdings that had advanced in price,
including Corning, Bestfoods, and American Express.

   Among our purchases during the past six months were Campbell, Chubb, Hershey
Foods, Merck, and Washington Mutual. They all share the common characteristics
of providing a good combination of attractive stock valuations, good yields and
dividend growth potential, and high-quality management. The portfolio's top
holdings at the end of July included BP Amoco, Citigroup, Hewlett-Packard,
Motorola, and First Data.


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


                                       1
<PAGE>   3
================================================================================


                             GROWTH & INCOME SERIES
                               15 LARGEST HOLDINGS

<TABLE>
<CAPTION>
                                   Percentage of
   Security                          Portfolio
   --------                        -------------
<S>                                <C>
   BP Amoco PLC.                         3.0
   Citigroup, Inc.                      2.0
   Hewlett-Packard Co.                  2.0
   Yale University                      2.0
   Motorola, Inc.                       1.9
   Ciesco Ltd.                          1.8
   First Data Corp.                     1.7
   Kimberly-Clark                       1.7
   Baker Hughes, Inc.                   1.7
   SBC Communications, Inc.             1.6
   Dayton Hudson Corp.                  1.6
   Allied Signal, Inc.                  1.6
   Browning Ferris, Inc.                1.5
   General Electric Co.                 1.5
   Travelers Aetna P&C                  1.3
                                       ----
            TOTAL                      26.9
                                       ====
</TABLE>


   Energy and utility stocks together accounted for approximately 17% of
portfolio assets, consumer nondurables 20%, financial stocks 12%, and 16% of
assets were in capital equipment, process industries, and basic materials. The
balance was diversified among several other industries.



                            GROWTH AND INCOME SERIES
                             SECTOR DIVERSIFICATION




Capital Equipment             3.1%
Consumer Non-Durables        19.9%
Consumer Cyclicals            0.7%
Consumer Services            12.9%
Transportation                7.2%
Energy                       10.9%
Financial                    12.5%
Process Industries           13.4%
Technology                    6.5%
Utilities                     5.8%
Short-Term Securities         7.1%


PORTFOLIO MANAGEMENT:
EQUITY SERIES

   The Equity Series' philosophy is to remain relatively sector neutral to the
S&P 500 while focusing on undervalued securities. It appears as though market
participants rediscovered valuation as an important investment parameter in the
second quarter. This is apparent through the decline in the P/E ratios of the
drug and specialty retail sectors of the market. This move was coincident with a
rally in the basic material, energy and mature retailing sectors. We had long
anticipated this market rotation and have based our security selection emphasis
on finding the best-undervalued companies in each sector of the market.

   The excess return of the portfolio resulted from strong security selection
during the quarter. The stock selection within the technology area was
particularly strong, as Hewlett Packard was up 48%, IBM up 46%, Texas
Instruments up 45%, and Oracle up 41%.


                                  EQUITY SERIES
                               15 LARGEST HOLDINGS


<TABLE>
<CAPTION>
                                          Percentage of
   Security                                 Portfolio
   --------                               -------------
<S>                                       <C>
   Microsoft Corp.                             4.6
   General Electric Co.                        3.6
   IBM                                         3.5
   Intel Corp.                                 2.5
   Cisco Systems, Inc.                         2.3
   Exxon Corp.                                 2.2
   SBC Communications, Inc.                    2.1
   Walmart Stores                              1.8
   AT&T Co.                                    1.8
   Merck & Co.                                 1.8
   Lucent Technologies, Inc.                   1.7
   American International Group                1.7
   Bristol Myers Squibb Co.                    1.6
   Bankamerica Corp.                           1.6
   Coca Cola                                   1.6
                                              ----
            TOTAL                             34.4
                                              ====
</TABLE>

   As the quarter ended, we were focused on specific opportunities in the basic
material and finance sector, while being cautious in the retail and technology
area.


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


                                       2
<PAGE>   4
================================================================================


We were pleased that the Federal Reserve raised interest rates by only 25
basis points and relieved that they assumed a neutral posture toward future rate
increases. As a result, we saw a market rally on the last day of the quarter and
investors across all market sectors turned their focus back to earnings and
sales and away from interest rate pressures.





                                 EQUITY SERIES
                             SECTOR DIVERSIFICATION


<TABLE>
<CAPTION>
  Consumer                                   Consumer                 Capital    Consumer             Process
Non-Durables   Transportation   Technology   Cyclicals   Financial   Equipment   Services   Energy   Industries   Utilities
<S>            <C>              <C>          <C>         <C>         <C>         <C>        <C>      <C>          <C>
    19.0%          3.6%            23.1%       1.4%         16.2%       4.8%       8.6%      8.1%       3.5%        11.7%
</TABLE>


SECURITY FIRST TRUST:
BOND SERIES AND U.S. GOVERNMENT INCOME SERIES

FIXED-INCOME MARKET OVERVIEW

   At the end of the last six month reporting period we commented on the
turbulent nature of the fixed-income markets during the previous six months. In
the current reporting period, while there have been no external shocks to the
market, the tone and breadth of the market have continued to reflect investor
caution regarding the direction of interest rates. While inflation -- as
measured by the CPI -- has remained in check, the surprising strength in the
domestic economy coupled with signs of recovery in Asian and European economies
has roiled the fixed-income markets. This has been primarily a function of the
Federal Reserve's 25 basis point increase in the discount rate on June 30, and
the subsequent cautious testimony of Chairman Greenspan in his semi-annual
Humphrey/Hawkins presentation. Thus, during this period interest rates have
moved steadily higher.

   Fears of a Fed tightening, the Y2K effect, and continuing stock repurchase
programs prompted an avalanche of corporate and Agency bond offerings that
spanned all credit ratings and the scope of the yield curve. Consequently, in
the face of supply and uncertainty, the yield spreads of all fixed-income
sectors to Treasuries widened during the period and in some cases spreads
actually exceeded the levels of last September.

FIXED-INCOME MARKET OUTLOOK

   In every cloud there is a silver lining, and in this case, it is our view
that true values are starting to emerge. The market has already discounted
another rate increase at the August FOMC meeting. Even if inflation were to
increase, no one expects a precipitous change, but rather a move to more
historic levels. Thus with interest rates today near 6.25% and highly attractive
spreads available, we continue to look for good values. Additionally, it is our
sense, that we are closer to a cyclical high in rates as opposed to being on the
verge of a move even more sharply upward.

PORTFOLIO MANAGEMENT:
BOND SERIES


   This was a challenging environment for any investor and given the broad
latitude allowed by your guidelines, we believe we have delivered competitive
results.

   In the broadest sense the portfolio activity reflected a continuation of the
same strategy that was discussed in our last report. For much of the period --
until mid July -- we remained cautious in our duration strategy while seeking to
capture incremental yield through diversification.

   We continued to reduce our exposure to Treasuries, which have benefited from
reduced supply. We also modestly cut our Agency position. While Agencies
remained attractive, we were able to identify better long-term opportunities in
other areas including high yield and international issues. We added about 1% to
our position in Inflation Indexed Notes, which have performed very well in a
difficult market. We eliminated commercial mortgage-backed issues when spreads
on these issues tightened and also eliminated our position in CMOs to fund other
purchases.


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


                                       3
<PAGE>   5
================================================================================


   In particular we almost doubled our commitment to high yield issues. We are
broadly diversified in this sector which continues to offer excellent value, and
have been able to steadily build our commitment. In a similar fashion we
increased our international commitment based upon our belief that the dollar is
likely to move sideways to downward in the coming months.


                                  BOND SERIES
                             SECTOR DIVERSIFICATION



<TABLE>
<CAPTION>
Corporate        Foreign           Federal      U.S. Government
  Bonds         Governments        Agencies       Obligations
<S>             <C>                <C>          <C>
 28.1%             6.2%             41.2%          24.5%
</TABLE>



   We continued to maintain a yield curve structure that will benefit returns if
the yield curve steepens. The current relationship of ten and thirty year yields
is very narrow and likely to widen and become more normal in coming months.

   In mid-July as rates stabilized we extended duration by about one half year.
Looking forward, we have a generally neutral market position, a robust yield and
a conservative yield curve posture. As the markets stabilize and supply drops
off, we should be well positioned to deliver attractive absolute and relative
returns.


PORTFOLIO MANAGEMENT:
U.S. GOVERNMENT INCOME SERIES

    The portfolio ended the quarter slightly long in duration versus the
benchmark; however, we outperformed the benchmark by 40 basis points net of
fees. The Treasury allocation decreased from 37% to 32% as we continue to extend
duration via longer maturity bonds. As a result, mortgages, especially CMOs, and
other spread sectors were pared accordingly. We continued to keep our commercial
mortgage-backed securities holdings steady at 2% of the portfolio.


                         U.S. GOVERNMENT INCOME SERIES
                             SECTOR DIVERSIFICATION


<TABLE>
<CAPTION>
Federal         Corporate       U.S. Government
Agencies          Bonds           Obligations
<S>             <C>             <C>
 59.7%            8.7%              31.6%
</TABLE>






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


                                       4
<PAGE>   6
================================================================================


PERFORMANCE OF SECURITY FIRST TRUST GROWTH AND INCOME SERIES, BOND SERIES,
EQUITY SERIES AND U.S. GOVERNMENT INCOME SERIES

   The following are the average annual and total returns for each series for
the period ending July 31, 1999, assuming an investment of $10,000 at the start
of the period, and redemption at the end of the period, with dividends
reinvested. These returns are based on past experience. Future values of shares
will fluctuate so that their redemption values may be more or less than original
cost.


<TABLE>
<CAPTION>
                          AVERAGE ANNUAL TOTAL RETURNS
- --------------------------------------------------------------------------------------
Fund                           1 Year         3 Years         5 Years         10 Years
- --------------------------------------------------------------------------------------
<S>                            <C>            <C>             <C>             <C>
Growth and Income
Series(1)(2)                   17.62%          22.70%          20.83%          13.17%

Bond Series(1)(2)               0.78%           6.22%           6.42%           6.57%

Equity Series(1)               18.69%          25.93%          20.45%           N/A*

U.S. Government Income(1)       0.77%           5.15%           5.50%           N/A*

Consumer Price Index            2.13%           2.00%           2.35%           2.97%
- --------------------------------------------------------------------------------------
</TABLE>
* Funds were introduced as of May 1993.


<TABLE>
<CAPTION>
                             COMPOUND TOTAL RETURNS
- ---------------------------------------------------------------------------------------
Fund                           1 Year         3 Years         5 Years          10 Years
- ---------------------------------------------------------------------------------------
<S>                            <C>            <C>             <C>              <C>
Growth and Income
Series(1)(2)                   17.62%          84.75%         157.51%          244.74%

Bond Series(1)(2)               0.78%          19.85%          36.50%           89.04%

Equity Series(1)               18.69%          99.69%         153.49%            N/A*

U.S. Government Income(1)       0.77%          16.25%          30.72%            N/A*

Consumer Price Index            2.13%           6.12%          12.33%           33.94%
</TABLE>

* Funds were introduced as of May 1993.

- ---------------

   (1) Return is computed after deduction of all series expenses, but before
deduction of actuarial risk charges and other fees of the variable annuity
account.

   (2) From inception to July 1983, Security First Investment Management
Corporation reimbursed the Growth and Income Series for expenses in excess of
the maximum expense limitation, and these reimbursements were repaid from August
1983 to July 1986. Likewise, the Bond Series was reimbursed for excess expenses
from inception to July 1985, and these reimbursements were repaid from August
1985 to July 1993. Reimbursement of expenses to a series increases average
annual total returns while repayments of such reimbursements reduces these
returns.


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


                                       5
<PAGE>   7
   The following graphs set forth the historical performance of each series as
compared to a stated market index for the periods ended July 31:

 Comparison of Change in Value of $10,000 Investment in Security First Trust T.
 Rowe Price Growth and Income Series and Standard and Poors 500 Index Assuming
                  Dividends and Distributions are Reinvested.




                           [GRAPH] PLOT POINT MISSING




   The performance indicated here may not be indicative of future performance.



Comparison of Change in Value of $10,000 Investment in Security First Trust Bond
   Series, Lehman Government Bonds Index, and the Lehman Aggregate Bond Index
              Assuming Dividends and Distributions are Reinvested.




                           [GRAPH] PLOT POINT MISSING




  The performance indicated here may not be indicative of future performance.



  Comparison of Change in Value of $10,000 Investment in Security First Trust
     Equity Series and Standard and Poors 500 Index Assuming Dividends and
                         Distributions are Reinvested.




                           [GRAPH] PLOY POINT MISSING




   The performance indicated here may not be indicative of future performance.
                  *The Series commenced operations on 5/19/93.



Comparison of Change in Value of $10,000 Investment in Security First Trust U.S.
 Government Income Series and Lehman Government and Intermediate Index Assuming
                  Dividends and Distributions are Reinvested.




                           [GRAPH] PLOT POINT MISSING




  The performance indicated here may not be indicative of future performance.
                  *The Series commenced operations on 5/19/93.


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


                                       6
<PAGE>   8
================================================================================


SECURITY FIRST TRUST T. ROWE PRICE GROWTH AND INCOME SERIES

   The graph and Per Share Data Table below illustrate the growth in per share
value for the period ending July 31, 1999, of one share of the Security First
Trust T. Rowe Price Growth and Income Series purchased on August 1, 1979, at a
price of $5.07, assuming that dividends and capital gains were reinvested.

   The results shown should not be considered a representation of the income
that may be earned by investing in the Series today. The value of variable
annuities funded by shares in this Series will be reduced by any actuarial risk
charges.


                            GROWTH AND INCOME SERIES




                           [GRAPH] PLOT POINT MISSING





                                 PER SHARE DATA

<TABLE>
<CAPTION>
                                       Per Share
                                       Value with                   Cumulative
Calendar         Net        Dividend   Dividends &                    Change
Year            Asset      & Capital  Capital Gains       Yearly       from
Ending          Value        Gains     Reinvested         Change      8/1/79
- --------        -----      ---------  -------------       ------    ----------
<S>             <C>        <C>        <C>                 <C>       <C>
  1989           7.52         1.09        26.64           +23.6       +425.4
  1990           6.25          .44        23.70           -11.0       +367.5
  1991           7.69          .24        30.07           +26.9       +493.1
  1992           8.17          .22        32.80            +9.1       +546.9
  1993           9.12          .22        37.49           +14.3       +639.4
  1994           9.05          .32        38.51            +2.7       +659.6
  1995          11.52          .34        50.49           +31.1       +895.8
  1996          13.18          .83        61.42           +21.7      +1111.4
  1997          15.52         1.25        78.12           +27.2      +1440.8
  1998          15.81         1.29        86.06           +10.2      +1597.4
7/1999          18.01           --        98.01           +13.9      +1833.1
</TABLE>



SECURITY FIRST TRUST BOND SERIES

   The graph and Per Share Data Table below illustrate the growth in per share
value for the period ending July 31, 1999, of one share of the Security First
Trust Bond Series purchased on August 1, 1979, at a price of $3.12, assuming
that dividends and capital gains were reinvested.

   The results shown should not be considered a representation of the income
that may be earned by investing in the Series today. The value of variable
annuities funded by shares in this Series will be reduced by any actuarial risk
charges.


                                  BOND SERIES




                           [GRAPH] PLOT POINT MISSING





                                 PER SHARE DATA

<TABLE>
<CAPTION>
                                       Per Share
                                       Value with                   Cumulative
Calendar         Net        Dividend   Dividends &                    Change
Year            Asset      & Capital  Capital Gains       Yearly       from
Ending          Value        Gains     Reinvested         Change      8/1/79
- --------        -----      ---------  -------------       ------    ----------
<S>             <C>        <C>        <C>                 <C>       <C>

  1989           3.89         .30          8.39           +11.1       +168.9
  1990           3.52         .54          8.76            +4.4       +180.8
  1991           3.79         .25         10.06           +14.8       +222.4
  1992           3.80         .23         10.70            +6.4       +242.9
  1993           3.94         .22         11.72            +9.5       +275.6
  1994           3.58         .22         11.31            -3.5       +262.5
  1995           3.94         .24         13.21           +16.8       +323.4
  1996           3.82         .24         13.58            +2.8       +335.3
  1997           3.95         .21         14.81            +9.1       +374.6
  1998           4.03         .21         15.92            +7.5       +410.3
7/1999           3.93          --         15.52            -2.5       +397.4
</TABLE>


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


                                       7
<PAGE>   9
================================================================================


SECURITY FIRST TRUST
EQUITY SERIES

   The Per Share Data Table below illustrates the growth in per share value for
the period ending July 31, 1999, of one share of the Security First Trust Equity
Series purchased on May 19, 1993, at a price of $5.00, assuming that dividends
and capital gains were reinvested.

   The results shown should not be considered a representation of the income
that may be earned by investing in the Series today. The value of variable
annuities funded by shares in this Series will be reduced by any actuarial risk
charges.

                                 PER SHARE DATA

<TABLE>
<CAPTION>
                                       Per Share
                                       Value with                   Cumulative
Calendar         Net        Dividend   Dividends &                    Change
Year            Asset      & Capital  Capital Gains       Yearly       from
Ending          Value        Gains     Reinvested         Change     5/19/93
- --------        -----      ---------  -------------       ------    ----------
<S>             <C>        <C>        <C>                 <C>       <C>

  1993           $5.15         $.03      $ 5.18            +3.6%       +3.6%+
  1994            4.78          .05        4.85            -6.3        -3.0
  1995            5.91          .21        6.21           +28.0       +24.2
  1996            6.45          .55        7.36           +18.5       +47.2
  1997            7.63          .72        9.52           +29.3       +90.4
  1998            7.89         1.51       11.73           +23.2      +134.6
7/1999            8.54           --       12.70            +8.3      +154.0
</TABLE>

+change from 5-19-93 to 12-31-93

SECURITY FIRST TRUST
U.S. GOVERNMENT INCOME SERIES

    The Per Share Data Table below illustrates the growth in per share value for
the period ending July 31, 1999, of one share of the Security First Trust U.S.
Government Income Series purchased on May 19, 1993, at a price of $5.00,
assuming the dividends and capital gains were reinvested.

    The results shown should not be considered a representation of the income
that may be earned by investing in the Series today. The value of variable
annuities funded by shares in this Series will be reduced by any actuarial risk
charges.

                                 PER SHARE DATA

<TABLE>
<CAPTION>
                                       Per Share
                                       Value with                   Cumulative
Calendar         Net        Dividend   Dividends &                    Change
Year            Asset      & Capital  Capital Gains       Yearly       from
Ending          Value        Gains     Reinvested         Change     5/19/93
- --------        -----      ---------  -------------       ------    ----------
<S>             <C>        <C>        <C>                 <C>       <C>

  1993           $5.04        $.08        $5.11            +2.2%       +2.2%+
  1994            4.74         .14         4.96            -2.9        -0.8
  1995            5.18         .20         5.63           +13.5       +12.6
  1996            5.14         .22         5.83            +3.6       +16.6
  1997            5.26         .24         6.24            +7.0       +24.8
  1998            5.25         .40         6.70            +7.4       +34.0
7/1999            5.10          --         6.51            -2.8       +30.2
</TABLE>

+change from 5-19-93 to 12-31-93


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


                                       8

<PAGE>   10

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

                              SECURITY FIRST TRUST
                       STATEMENT OF ASSETS AND LIABILITIES
                                  JULY 31, 1999

<TABLE>
<CAPTION>
                                                                                  T. Rowe Price
                                                                                    Growth and                    U.S. Government
                                                                                      Income          Equity           Income
                                                                 Bond Series          Series          Series           Series
                                                                -------------     --------------    -----------   ----------------
<S>                                                             <C>                <C>              <C>             <C>
ASSETS
 Investments at market - Note A and Schedule I:
   Investment securities (cost:
   Bond Series - $24,705,369; Growth
   and Income Series - $267,445,522;
   Equity Series - $44,265,252;
   U.S. Government Income Series -
     $32,756,552)                                               $  23,948,048      $367,297,873     $57,999,389     $ 31,760,918

 Cash                                                                 506,915         1,375,426         354,162          145,855
 Interest receivable                                                  298,061             4,714           1,092          434,814
 Dividends receivable                                                                   466,455          61,807
 Receivable for securities sold                                           450                            87,724            2,315
 Receivable for capital shares purchased                                                153,829
 Unrealized appreciation on foreign
   currency contracts                                                   3,612
                                                                -------------      ------------     -----------     ------------
                                                                   24,757,086       369,298,297      58,504,174       32,343,902

LIABILITIES
 Payable for securities purchased                                                                       102,164
 Accrued expenses                                                      13,411            75,982          14,673           13,303
 Payable for capital shares redeemed                                   18,550                            45,878            6,795
 Payable to investment adviser - Note B                                 7,156           108,701          27,668           10,579
 Payable for directors' fees                                              265             2,429             629              676
                                                                -------------      ------------     -----------     ------------
                                                                       39,382           187,112         191,012           31,353

NET ASSETS
 Capital shares (authorized 100,000,000
   shares of $.01 par value for each series)                       24,992,823       254,632,508      43,017,733       32,775,232
 Undistributed net investment income                                  765,101         3,364,585         210,605        1,057,930
 Undistributed net realized gain (loss)                              (286,511)       11,261,741       1,350,687         (524,979)
 Net unrealized appreciation (depreciation)
   of investments                                                    (753,709)       99,852,351      13,734,137         (995,634)
                                                                -------------      ------------     -----------     ------------
                      NET ASSETS                                $  24,717,704      $369,111,185     $58,313,162     $ 32,312,549
                                                                =============      ============     ===========     ============

      Capital shares outstanding                                    6,284,950        20,495,939       6,827,497        6,336,073

                                  Net asset value per share     $        3.93      $      18.01     $      8.54     $       5.10
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       9
<PAGE>   11

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

                              SECURITY FIRST TRUST
                             STATEMENT OF OPERATIONS
                        FOR THE YEAR ENDED JULY 31, 1999


<TABLE>
<CAPTION>
                                                                         T. Rowe Price
                                                                           Growth and                     U.S. Government
                                                                             Income           Equity           Income
                                                         Bond Series         Series           Series           Series
                                                         -----------     --------------     ----------    ---------------
<S>                                                      <C>             <C>                <C>           <C>
INVESTMENT INCOME
  Dividends                                                                $ 6,098,773      $  820,370
  Interest                                               $ 1,369,651         1,517,513          25,097      $ 2,040,305
                                                         -----------       -----------      ----------      -----------
                                                           1,369,651         7,616,286         845,467        2,040,305

EXPENSES
  Custodian fees                                              15,767            52,929          16,873           16,317
  Adviser fees - Note B                                       78,847         1,118,247         306,436          134,661
  Management fees - Note B                                    33,791           479,726          83,574           50,498
  Printing expenses                                            7,749           130,177          17,860           18,664
  Audit fees                                                   5,583             6,727           5,606            4,465
  Insurance expenses                                           2,269            34,154           5,758            3,293
  Directors' fees and expenses                                 1,856            24,818           4,421            3,117
  Miscellaneous expenses                                         894             5,126           6,330            5,923
                                                         -----------       -----------      ----------      -----------
                                                             146,756         1,851,904         446,858          236,938
                                                         -----------       -----------      ----------      -----------

           NET INVESTMENT INCOME                           1,222,895         5,764,382         398,609        1,803,367

NET REALIZED AND UNREALIZED GAINS
  (LOSSES) ON INVESTMENTS - Notes A and C

  Net realized gain (loss) on sale of investments           (198,084)       17,734,362       1,354,678          (13,673)
  Net unrealized appreciation (depreciation) of:
    Investments during the year                             (971,834)       31,098,623       7,802,709       (1,476,045)
    Assets denominated in foreign currencies                   3,612
                                                         -----------       -----------      ----------      -----------
    Net gain (loss) on investments                        (1,166,306)       48,832,985       9,157,387       (1,489,718)
                                                         -----------       -----------      ----------      -----------

          INCREASE IN NET ASSETS
       RESULTING FROM OPERATIONS                         $    56,589       $54,597,367      $9,555,996      $   313,649
                                                         ===========       ===========      ==========      ===========
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       10
<PAGE>   12

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

                              SECURITY FIRST TRUST
                       STATEMENT OF CHANGES IN NET ASSETS
                        FOR THE YEAR ENDED JULY 31, 1999

<TABLE>
<CAPTION>
                                                                      T. Rowe Price
                                                                        Growth and                          U.S. Government
                                                                          Income              Equity             Income
                                                     Bond Series          Series              Series             Series
                                                    ------------      --------------       ------------     ---------------
<S>                                                 <C>                <C>                 <C>                <C>
OPERATIONS
  Net investment income                             $  1,222,895       $   5,764,382       $    398,609       $  1,803,367
  Net realized gain (loss) on sale
    of investments                                      (198,084)         17,734,362          1,354,678            (13,673)
  Net unrealized appreciation (depreciation)
    during the period                                   (968,222)         31,098,623          7,802,709         (1,476,045)
                                                    ------------       -------------       ------------       ------------
           INCREASE IN NET ASSETS
        RESULTING FROM OPERATIONS                         56,589          54,597,367          9,555,996            313,649

DISTRIBUTIONS TO SHAREOWNERS
  Net investment income                                 (968,742)         (5,234,796)          (449,055)        (1,847,027)
  Net realized gains                                    (207,719)        (18,412,869)        (8,668,236)          (597,259)

CAPITAL SHARE TRANSACTIONS - NOTE D
  Reinvestment of net investment income
    distributed                                          968,742           5,234,796            449,055          1,847,027
  Reinvestment of net realized gains                     207,719          18,412,869          8,668,236            597,259
  Sales of capital shares                              9,504,353          37,641,014            793,709          2,362,361
  Redemptions of capital shares                       (2,777,630)        (13,568,724)        (6,839,695)        (4,454,380)
                                                    ------------       -------------       ------------       ------------
      INCREASE IN NET ASSETS FROM
       CAPITAL SHARE TRANSACTIONS                      7,903,184          47,719,955          3,071,305            352,267
                                                    ------------       -------------       ------------       ------------
     TOTAL INCREASE IN NET ASSETS                      6,783,312          78,669,657          3,510,010
     TOTAL DECREASE IN NET ASSETS                                                                               (1,778,370)

NET ASSETS
  BEGINNING OF YEAR                                   17,934,392         290,441,528         54,803,152         34,090,919
                                                    ------------       -------------       ------------       ------------
  END OF YEAR (including undistributed net
    investment income: Bond Series - $765,101;
    Growth and Income Series - $3,364,585;
    Equity Series - $210,605; U.S. Government
    Income Series - $1,057,930)                     $ 24,717,704       $ 369,111,185       $ 58,313,162       $ 32,312,549
                                                    ============       =============       ============       ============
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       11
<PAGE>   13

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

                              SECURITY FIRST TRUST
                       STATEMENT OF CHANGES IN NET ASSETS
                        FOR THE YEAR ENDED JULY 31, 1998

<TABLE>
<CAPTION>
                                                                     T. Rowe Price
                                                                       Growth and                          U.S. Government
                                                                         Income             Equity              Income
                                                   Bond Series           Series             Series              Series
                                                   ------------      --------------       ------------     ---------------
<S>                                                <C>                <C>                 <C>                <C>
OPERATIONS
  Net investment income                            $    793,704       $   4,757,262       $    449,747       $  1,841,411
  Net realized gain on sale of investments              258,714          14,401,027         11,847,457            137,839
  Net unrealized appreciation (depreciation)
    during the year                                     (52,442)          3,597,110         (4,704,685)            68,011
                                                   ------------       -------------       ------------       ------------
           INCREASE IN NET ASSETS
        RESULTING FROM OPERATIONS                       999,976          22,755,399          7,592,519          2,047,261

DISTRIBUTIONS TO SHAREOWNERS
  Net investment income                                (647,867)         (4,191,181)          (482,528)        (1,507,408)
  Net realized gains                                                    (13,443,002)        (4,086,984)

CAPITAL SHARE TRANSACTIONS - NOTE D
  Reinvestment of net investment income
    distributed                                         647,867           4,191,181            482,528          1,507,408
  Reinvestment of net realized gains
    distributed                                                          13,443,002          4,086,984
  Sales of capital shares                             7,387,828          68,143,134          6,440,386          6,833,426
  Redemptions of capital shares                      (1,088,132)         (5,160,103)        (6,801,222)        (3,679,228)
                                                   ------------       -------------       ------------       ------------
      INCREASE IN NET ASSETS FROM
       CAPITAL SHARE TRANSACTIONS                     6,947,563          80,617,214          4,208,676          4,661,606
                                                   ------------       -------------       ------------       ------------

     TOTAL INCREASE IN NET ASSETS                     7,299,672          85,738,430          7,231,683          5,201,459

NET ASSETS

  BEGINNING OF YEAR                                  10,634,720         204,703,098         47,571,469         28,889,460
                                                   ------------       -------------       ------------       ------------
  END OF YEAR (including undistributed net
    investment income: Bond Series -$510,948;
    Growth and Income Series - $2,834,998;
    Equity Series - $261,051; U.S. Government
    Income Series - $1,101,590)                    $ 17,934,392       $ 290,441,528       $ 54,803,152       $ 34,090,919
                                                   ============       =============       ============       ============
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       12
<PAGE>   14

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                            PORTFOLIO OF INVESTMENTS
                                  JULY 31, 1999

<TABLE>
<CAPTION>
                                                              Percentage
                                                              of Market
                                                               Value of                        Market
Fixed Maturities                                               Portfolio       Principal       Value
- ----------------                                              ----------       ---------      --------
<S>                                                           <C>              <C>            <C>
CORPORATE NOTES                                                     28.1%

Aerospace & Defense:                                                 1.3%
    Boeing Co.,  8.75%, 08/15/21                                               $  50,000      $ 56,500
    Lockheed Martin Corp., 7.75% , 05/01/26                                       90,000        88,988
    Tyco International Group, 6.375%, 06/15/05                                   165,000       159,638
                                                                                              --------
                                                                                               305,126

Automobiles & Related:                                               1.4%
    Borg Warner Automotive, Inc., 6.5%, 02/15/09                                 235,000       220,606
    GMAC Corporate Bond., 9.625%, 12/15/01                                       100,000       106,625
                                                                                              --------
                                                                                               327,231

Banking:                                                             2.3%
    Banc One Corp., 7.75%, 07/15/25                                              200,000       206,250
    Chase Manhattan Corp., 6.00%, 11/01/05                                       250,000       238,125
    HSBC Fin Nederland Bank, 7.40%, 04/15/03                                     100,000       101,250
                                                                                              --------
                                                                                               545,625

Building Materials & Garden Supplies:                                0.3%
    NBTY, Inc., 8.625%, 09/15/07                                                 100,000        85,125

Computer & Office Equipment:                                         1.4%
    Hydrochem Industrial Svcs., Inc., 10.375%,  08/01/07                          85,000        74,694
    IBM Corp., 5.375%, 02/01/09                                                  235,000       212,088
    Printpack, Inc., 10.625%, 08/15/06                                            60,000        57,225
                                                                                              --------
                                                                                               344,007

Chemicals and Allied Products:                                       1.9%
    Fort James Corp., 6.875%, 09/15/07                                           245,000       242,550
    Rohm & Haas Co., 6.95%, 07/15/04                                             200,000       201,250
                                                                                              --------
                                                                                               443,800
</TABLE>



The accompanying notes are an integral part of these financial statements.

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




                                       13
<PAGE>   15

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                     PORTFOLIO OF INVESTMENTS (CONTINUED) I
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CORPORATE NOTES (Continued)

Electric Utilities:                                               1.8%
    CMS Energy Corp., 8.00%, 07/01/11                                       $  225,000      $  225,844
    National Rural Utilities, 6.50%, 09/15/02                                  100,000         100,000
    Public Service Electric & Gas Co., 6.25%, 01/01/07                         100,000          95,875
                                                                                            ----------
                                                                                               421,719

Finance & Credit:                                                 4.9%
    G.E. Capital Mortgage Svcs, Inc., 6.25%, 12/25/28                          248,770         174,139
    G.E. Capital Mortgage Svcs, Inc., 6.50%, 04/25/29                          308,980         220,148
    Northwest Asset Corp., 6.75%, 05/25/29                                     249,798         189,269
    Standard Credit Card, 7.25%, 04/07/08                                      100,000         101,875
    Salomon Smith Barney, Inc., 7.375%, 05/15/07                               300,000         300,000
    Texaco Capital Inc., 5.5%, 01/15/09                                        220,000         198,825
                                                                                            ----------
                                                                                             1,184,256

Food & Beverages:                                                 1.7%
    Archer Daniels Midland Co., 6.625%, 05/01/29                               120,000         108,900
    Hershey Foods Corp., 6.95%, 08/15/12                                       235,000         237,350
    Southern Foods Group, 9.875% , 09/01/07                                     60,000          61,875
                                                                                            ----------
                                                                                               408,125

Forest Products:                                                  0.8%
    Noranda Forest, Inc., 7.50%, 07/15/03                                      100,000          99,750
    Stone Container Corp.,12.25%, 04/01/02                                      80,000          80,400
                                                                                            ----------
                                                                                               180,150

Health Services:                                                  0.7%
    ICN Pharmaceuticals, Inc., 8.75%, 11/15/08                                 100,000         100,375
    Tenet Healthcare Corp., 7.875%, 01/15/03                                    70,000          68,338
                                                                                            ----------
                                                                                               168,713
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       14
<PAGE>   16


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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CORPORATE NOTES (Continued)

Insurance Carriers:                                               1.2%
    Conseco, Inc., 6.40%, 06/15/01                                          $  200,000      $  195,750
    Prudential Insurance Co. America, 6.875%, 04/15/03                         100,000          99,625
                                                                                            ----------
                                                                                               295,375

Media & Communications:                                           0.6%
    Liberty Media Corp., 7.875%, 07/15/09                                      150,000         149,813

Miscellaneous Business Services:                                  0.4%
    Allied Waste North America, 7.875%, 01/0/09                                115,000         106,375

Miscellaneous Consumer Products:                                  2.3%
    French Fragrances, Inc., 10.375% , 05/15/07                                 60,000          60,900
    Hedstrom Corp., 10.00%, 06/01/2007                                          70,000          62,912
    Home Products International, Inc., 9.625%, 05/15/08                         70,000          64,925
    Jones Apparel Group, Inc., 7.875%, 06/15/06                                230,000         229,138
    Kinder Care Learning Centers, 9.50%, 02/15/09                               70,000          67,375
    S C International Service, Inc., 9.25%, 09/01/07                            60,000          61,875
                                                                                            ----------
                                                                                               547,125

Oil and Gas Extraction:                                           0.4%
    Quaker State Corp., 6.63%, 10/15/05                                        100,000          98,875

Building & Real Estate:                                           0.4%
    Webb Del Corp., 10.25%, 02/15/10                                           100,000         100,250

Telephone Communication:                                          2.4%
    GTE Corp., 6.94%, 4/15/28                                                  100,000          94,125
    Global Crossing Holdings Ltd., 9.625%, 05/15/08                            100,000         104,500
    Telecom Argentina Stetfrances, 9.75%, 07/12/01                             200,000         198,000
    U.S. West Communications, 7.50%, 06/15/23                                   80,000          75,400
    Worldcom, Inc., 6.95%, 08/15/28                                            100,000          93,125
                                                                                            ----------
                                                                                               565,150
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       15
<PAGE>   17

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CORPORATE NOTES (Continued)

Textile Mill Products:                                            0.4%
    GFSI, Inc., 9.625%, 03/01/07                                            $   45,000      $   39,544
    Polymer Group, Inc., 9.00%, 07/01/07                                        60,000          58,800
                                                                                            ----------
                                                                                                98,344

Transportation:                                                   1.5%
    Newport News Shipbuilding, Inc.,  9.25%, 12/01/06                           60,000          62,850
    Norfolk Southern Corp., 7.8%, 05/15/27                                     100,000         102,500
    Sea Containers Ltd.,  7.875%, 02/15/08                                     200,000         187,000
                                                                                            ----------
                                                                                               352,350
                                                                                            ----------
                           TOTAL CORPORATE NOTES
                              (COST  $6,984,143)                                             6,727,534

FEDERAL AGENCIES                                                 41.2%

Federal Home Loan Mortgage Corp.:                                 0.2%
    9.50%, 04/01/19                                                             26,722          28,559
    9.00%, 06/01/19                                                             13,651          14,521
                                                                                            ----------
                                                                                                43,080

Federal National Mortgage Assn.:                                 11.8%
    5.75%, 04/15/03                                                            910,000         891,836
    6.92%, 03/19/07                                                             75,000          76,412
    6.21%, 11/07/07                                                          1,205,000       1,175,273
    7.00%, 09/01/10                                                            195,217         194,545
    7.00%, 05/01/12                                                            146,912         146,407
    6.50%, 03/01/13                                                            332,982         325,384
    7.50%, 08/25/21                                                              9,069           9,094
                                                                                            ----------
                                                                                             2,818,951
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       16
<PAGE>   18

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FEDERAL AGENCIES (Continued)

Government National Mortgage Association:                        29.2%
    9.00%, 04/15/09                                                         $    2,335      $    2,457
    9.00%, 05/15/09                                                             12,868          13,540
    9.00%, 05/15/09                                                              3,721           3,915
    9.00%, 05/15/09                                                              3,917           4,121
    9.00%, 05/15/09                                                              1,137           1,196
    9.00%, 05/15/09                                                              1,894           1,993
    9.00%, 05/15/09                                                              8,404           8,843
   11.25%, 09/15/15                                                             79,903          88,193
   11.50%, 11/15/15                                                             42,216          47,334
   10.00%, 06/15/17                                                             21,774          23,713
    9.25%, 07/15/17                                                              7,168           7,611
   10.00%, 11/15/17                                                              7,765           8,456
   11.50%, 02/15/18                                                              3,296           3,696
   10.00%, 03/15/19                                                             33,662          36,660
   10.00%, 03/15/20                                                             13,858          15,093
    9.25%, 05/15/20                                                             29,860          31,707
    9.25%, 05/15/21                                                             88,272          93,734
    9.25%, 06/15/21                                                             21,385          22,708
    7.50%, 06/15/23                                                             91,471          91,413
    7.00%, 08/15/23                                                             87,031          84,856
    7.50%, 10/15/23                                                            141,552         141,463
    7.00%, 01/15/24                                                            141,441         137,905
    7.00%, 03/15/24                                                             93,591          91,251
    7.00%, 01/15/25                                                            399,796         390,049
    9.50%, 01/15/25                                                             27,162          29,258
    9.50%, 05/15/25                                                              8,845           9,528
    7.00%, 02/15/26                                                            507,990         495,290
    7.50%, 09/15/26                                                            183,001         182,886
    8.00%, 05/15/27                                                            229,977         235,078
    6.50%, 04/15/28                                                            780,602         741,322
    7.00%, 05/15/28                                                            373,599         364,259
    7.00%, 06/15/28                                                            333,639         325,298
</TABLE>



The accompanying notes are an integral part of these financial statements.

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




                                       17
<PAGE>   19

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FEDERAL AGENCIES (Continued)

Government National Mortgage Association (Continued)
    6.50%, 10/15/28                                                         $1,871,641      $1,777,460
    6.50%, 11/15/28                                                            539,506         512,358
    6.50%, 03/15/29                                                            815,283         774,258
    8.00%, 07/15/29                                                            209,979         214,633
                                                                                            ----------
                                                                                             7,013,535

                              TOTAL FEDERAL AGENCIES
                                 (COST $ 10,247,597)                                         9,875,566

U.S. GOVERNMENT OBLIGATIONS                                      24.5%

U.S. Treasury Bond:                                               4.4%
    6.75%, 08/15/26                                                          1,000,000       1,058,040

U.S. Treasury Notes:                                             20.1%
    6.375%, 08/15/02                                                           115,000         116,845
    5.375%, 06/30/03                                                         1,290,000       1,269,218
    3.375%, 01/15/07                                                           933,619         894,230
    5.625%, 05/15/08                                                         2,605,000       2,530,132
                                                                                            ----------
                                                                                             4,810,425

                   TOTAL U.S. GOVERNMENT OBLIGATIONS
                                   (COST $5,980,437)                                         5,868,465
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       18
<PAGE>   20

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                   BOND SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FOREIGN GOVERNMENT  OBLIGATIONS                                   6.2%

Canada Government Bond, 6.00%, 06/01/08                                     $  538,961      $  562,142
New South Wales Treasury Corp., 6.50%, 05/01/06                                932,148         914,341
                                                                                            ----------

               TOTAL FOREIGN  GOVERNMENT OBLIGATIONS
                                   (COST $1,493,192)                                         1,476,483
                                                                                            ----------

                                   TOTAL INVESTMENTS
                                 (COST $ 24,705,369)            100.0%                      23,948,048

Forward Foreign Currency Contracts

CONTRACT TO SELL
    800,000 Aussie Dollars (Settlement Date 08/23/99;
    Receivable amt. $521,680; Market value $520,000)                                             1,680

CONTRACT TO BUY
    120,000 Euro Dollars (Settlement Date 09/10/99;
    Payable amt. $126,744; Market value $128,676)                                                1,932
                                                                                            ----------
                                                                                                 3,612

Other assets less liabilities                                                                  766,044

                                                                                            ----------

                                          NET ASSETS                                       $24,717,704
                                                                                            ==========
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       19
<PAGE>   21

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                            PORTFOLIO OF INVESTMENTS
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CAPITAL EQUIPMENT                                                 3.1%

Electrical  Equipment:                                            3.1%
    General Electric Co.                                                        50,000      $5,450,000
    Honeywell, Inc.                                                             30,000       3,594,375
    Hubbell, Inc. Class B                                                       60,000       2,475,000
                                                                                            ----------
                                                                                            11,519,375

CONSUMER CYCLICALS                                                0.7%

Automobiles & Related:                                            0.7%
    Genuine Parts Co.                                                           80,000       2,485,000

CONSUMER NONDURABLES                                             19.9%

Food & Beverages:                                                 6.9%
    Anheuser-Busch Company, Inc.                                                50,000       3,946,875
    Campbell Soup Co.                                                          100,000       4,400,000
    General Mills, Inc.                                                         54,000       4,471,875
    Hershey Foods, Inc.                                                         40,000       2,320,000
    McCormick & Co.                                                            100,000       3,306,250
    Pepsico, Inc.                                                               50,000       1,956,250
    Quaker Oats Company                                                         30,000       2,041,875
    Ralston-Ralston Purina Group                                               100,000       2,993,750
                                                                                            ----------
                                                                                            25,436,875

Health Services:                                                  0.6%
    Baxter International, Inc.                                                  30,000       2,060,625
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       20
<PAGE>   22

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CONSUMER NONDURABLES (Continued)

Miscellaneous Consumer Products:                                  7.2%
    Colgate Palmolive Co.                                                       60,000      $2,962,500
    Eastman  Kodak                                                              50,000       3,456,250
    Fortune Brands, Inc.                                                        92,300       3,645,850
    Int'l. Flavors & Fragrance                                                 100,000       4,531,250
    Owens Corning Fiber                                                         70,000       2,161,250
    Philip Morris Companies, Inc.                                              100,000       3,725,000
    Stanley Works                                                              100,000       2,793,750
    UST, Inc.                                                                  100,000       3,100,000
                                                                                            ----------
                                                                                            26,375,850

Pharmaceuticals:                                                  5.2%
    Abbott Laboratories                                                        100,000       4,293,750
    American Home Products                                                      60,000       3,060,000
    Johnson & Johnson                                                           45,000       4,145,625
    Merck & Co.                                                                 27,500       1,861,406
    Pharmacia-Upjohn, Inc.                                                      36,250       1,950,703
    Schering-Plough Corp.                                                       80,000       3,920,000
                                                                                            ----------
                                                                                            19,231,484

CONSUMER SERVICES                                                12.9%

Entertainment & Leisure:                                          0.8%
    Hilton Hotels Corp.                                                        225,000       2,939,063

General Merchandise Stores:                                       5.2%
    Dayton Hudson Corp.                                                         90,000       5,821,875
    J.C. Penney, Inc.                                                           50,000       2,187,500
    Neiman-Marcus Group, Inc.*                                                  90,000       2,250,000
    Rite Aid Corp.                                                             150,000       3,178,125
    Toys R Us, Inc.*                                                           200,000       3,250,000
    Tupperware Corp.                                                           100,000       2,362,500
                                                                                            ----------
                                                                                            19,050,000
</TABLE>


* Non-income producing
The accompanying notes are an integral part of these financial statements.

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



                                       21
<PAGE>   23

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CONSUMER SERVICES (Continued)

Media & Communications:                                           3.4%
    CBS  Corp.                                                                  75,000      $3,295,313
    Walt Disney Co.                                                            100,000       2,762,500
    Knight Ridder, Inc.                                                         60,000       3,217,500
    Meredith Corp.                                                              60,000       2,156,250
    Readers Digest Assn., Inc.                                                  35,000       1,102,500
                                                                                            ----------
                                                                                            12,534,063

Miscellaneous Business Services:                                  1.9%
    Browning Ferris, Inc.                                                      125,000       5,609,375
    Waste Management, Inc.                                                      50,750       1,297,297
                                                                                            ----------
                                                                                             6,906,672

Building & Real Estate:                                           1.6%
    Crescent Real Estate Equity Co.                                             90,000       1,980,000
    Starwood Hotel & Resort Trust                                              150,000       4,050,000
                                                                                            ----------
                                                                                             6,030,000

ENERGY                                                           10.9%

Oil And Gas Extraction:                                          10.9%
    Amerada Hess Corp.                                                          55,000       3,255,313
    Atlantic Richfield Co.                                                      30,000       2,701,875
    BP Amoco PLC                                                                96,166      11,143,235
    Baker Hughes, Inc.                                                         175,000       6,092,188
    Chevron Corp.                                                               40,000       3,650,000
    Exxon Corp.                                                                 36,000       2,857,500
    Mobil Corp.                                                                 16,000       1,636,000
    Pioneer Natural Resources Co.                                              125,000       1,453,121
    Royal Dutch Petroleum Co. ADR                                               40,000       2,440,000
    Texaco, Inc.                                                                30,600       1,906,763
    Unocal Corp.                                                                75,000       2,976,563
                                                                                            ----------
                                                                                            40,112,558
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       22
<PAGE>   24

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FINANCIAL                                                        12.5%

Banking:                                                          3.7%
    Chase Manhattan Corp.                                                       30,000      $2,306,250
    Mellon Bank Corp.                                                          100,000       3,375,000
    National City Corp.                                                         40,000       1,190,000
    Washington Mutual, Inc.                                                    120,000       4,117,500
    Wells Fargo & Co.                                                           66,660       2,599,740
                                                                                            ----------
                                                                                            13,588,490

Federal Agencies:                                                 0.9%
    Freddie Mac                                                                 60,000       3,442,500

Financial Services:                                               4.7%
    American Express Co.                                                        25,000       3,293,750
    H&R Block, Inc.                                                             60,000       3,277,500
    Citigroup, Inc.                                                            165,547       7,377,188
    J.P. Morgan & Co., Inc.                                                     25,000       3,196,875
                                                                                            ----------
                                                                                            17,145,313

Insurance Carriers:                                               3.2%
    Chubb Corp.                                                                 27,800       1,662,788
    Loews Corp.                                                                 30,000       2,103,750
    St. Paul Companies, Inc.                                                   105,136       3,272,358
    Travelers Aetna P&C                                                        120,000       4,740,000
                                                                                            ----------
                                                                                            11,778,896

PROCESS INDUSTRIES                                               13.4%

Chemicals And Allied Products:                                    8.0%
    Dow Chemical Co.                                                            30,000       3,720,000
    Dupont Co.                                                                  50,000       3,603,125
    Fort James Corp.                                                           125,000       4,562,500
    Great Lakes Chemical Corp.                                                  60,000       2,655,000
    Hercules, Inc.                                                             120,000       4,185,000
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       23
<PAGE>   25

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
PROCESS INDUSTRIES (Continued)

Chemicals And Allied Products (Continued)
    Imperial Chemical ADR                                                      100,000      $4,612,500
    Minnesota Mining & Manufacturing Co.                                        38,300       3,368,006
    Pall Corp.                                                                 125,000       2,632,813
                                                                                            ----------
                                                                                            29,338,944

Forest Products:                                                  0.5%
    Weyerhaeuser Co.                                                            30,000       1,940,625

Metal Mining:                                                     2.6%
    Inco Ltd.                                                                  175,000       3,106,250
    Newmont Mining Corp.                                                        75,000       1,387,500
    Phelps Dodge Corp.                                                          50,000       2,965,625
    Reynolds Metals Co.                                                         40,000       2,265,000
                                                                                            ----------
                                                                                             9,724,375

Paper And Allied Products:                                        2.3%
    Kimberly-Clark                                                             100,000       6,100,000
    International Paper Co.                                                     47,278       2,417,088
                                                                                            ----------
                                                                                             8,517,088

TECHNOLOGY                                                        6.5%

Computer and Office Equipment:                                    6.5%
    Computer Associates International, Inc.                                     75,000       3,440,625
    First Data Corp.                                                           125,000       6,195,313
    Hewlett-Packard Co.                                                         70,000       7,328,125
    Motorola, Inc.                                                              75,000       6,843,750
                                                                                            ----------
                                                                                            23,807,813
</TABLE>


The accompanying notes are an integral part of these financial statements.

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



                                       24
<PAGE>   26

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
TRANSPORTATION                                                    7.2%
Aerospace and Defense:                                            4.4%
    Allied Signal, Inc.                                                         90,000      $5,821,875
    Boeing Company                                                             100,000       4,537,500
    Lockheed Martin Corp.                                                       60,000       2,088,750
    Raytheon Co CL B                                                            50,000       3,515,625
                                                                                            ----------
                                                                                            15,963,750

Railroad Transportation:                                          2.8%
    Burlington Northern Santa Fe                                                75,000       2,400,000
    Norfolk Southern Corp.                                                     140,000       4,095,000
    Union Pacific Corp.                                                         70,000       3,801,875
                                                                                            ----------
                                                                                            10,296,875

UTILITIES                                                         5.8%

Telephone Communication:                                          2.9%
    AT&T Co.                                                                    30,000       1,558,125
    GTE Corp.                                                                   40,000       2,947,500
    SBC Communications, Inc.                                                   104,865       5,996,967
                                                                                            ----------
                                                                                            10,502,592

Utility Holding Companies:                                        2.9%
    Edison International                                                        50,000       1,265,625
    GPU                                                                         16,000         614,000
    Niagara Mohawk Holdings, Inc.*                                             137,500       2,165,625
    Peco Energy Co.                                                             50,000       2,118,750
    Pacificorp                                                                  70,000       1,277,500
    Unicom Corp.                                                                75,000       2,943,750
                                                                                            ----------
                                                                                            10,385,250
                                                                                            ----------

                             TOTAL EQUITY SECURITIES
                                 (COST $241,262,283)                                        341,114,076
</TABLE>



* Non-income producing
The accompanying notes are an integral part of these financial statements.

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



                                       25
<PAGE>   27

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                     T. ROWE PRICE GROWTH AND INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                         Market
Short-Term Investments                                      Portfolio       Principal         Value
- ----------------------                                     ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
SHORT-TERM INVESTMENTS                                            7.1%

Commercial Paper:                                                 7.1%
    Abbey National  North America, 4.80%, 08/09/1999                        $3,720,000      $3,715,506
    Ciesco Ltd., 5.10%, 08/17/1999                                           6,565,000       6,549,133
    Commonwealth Bank/Australia, 4.80%, 08/10/1999                           3,000,000       2,995,929
    Duke University, 5.17%, 10/06/1999                                       1,000,000         990,780
    General Electric Capital  Corp., 4.81%, 08/11/1999                         295,000         294,561
    Internationale Nederlanden, 5.14%, 10/07/1999                              275,000         272,457
    Motiva Enterprises LLC, 5.10%, 09/23/1999                                2,000,000       1,984,696
    Repsol International Finance, 4.82%, 08/12/1999                          1,600,000       1,597,394
    Shell Oil Co., 5.15%, 08/02/1999                                           530,000         529,849
    Yale University, 5.11%, 09/09/1999                                       7,295,000       7,253,492
                                                                                            ----------
                                 (COST  $26,183,239)                                        26,183,797
                                                                                            ----------

                                   TOTAL INVESTMENTS
                                 (COST $267,445,522)            100.0%                     367,297,873

Other assets less liabilities                                                                1,813,312
                                                                                            ----------

                                          NET ASSETS                                      $369,111,185
                                                                                            ==========
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       26
<PAGE>   28

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                            PORTFOLIO OF INVESTMENTS
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CAPITAL EQUIPMENT                                                 4.8%

Electrical Equipment:                                             4.3%
    General Electric Co.                                                        19,200      $2,092,800
    Emerson Electric Co.                                                         6,400         382,000
                                                                                            ----------
                                                                                             2,474,800

Machinery:                                                        0.5%
    Illinois Tool Works, Inc.                                                    4,100         304,681

CONSUMER NONDURABLES                                             19.0%

Food & Beverages:                                                 3.8%
    Anheuser-Busch Company, Inc.                                                 4,700         371,006
    Best Foods                                                                  10,200         497,250
    Coca Cola                                                                   15,100         910,719
    Pepsico, Inc.                                                               10,800         422,550
                                                                                            ----------
                                                                                             2,201,525

Health Services:                                                  1.4%
    Columbia/HCA  Health System, Inc.                                           10,000         222,500
    Medtronic, Inc.                                                              3,700         266,631
    United Healthcare Corp.                                                      4,900         298,900
                                                                                            ----------
                                                                                               788,031

Miscellaneous Consumer Products:                                  5.1%
    Colgate Palmolive Co.                                                        8,800         434,500
    Gillette Co.                                                                 6,000         262,875
    Heinz (H J) Co.                                                              6,100         287,463
    McDonalds  Corp.                                                            12,200         508,587
    Philip Morris Companies, Inc.                                               16,700         622,075
    Proctor & Gamble Co.                                                         9,500         859,750
                                                                                            ----------
                                                                                             2,975,250
</TABLE>


The accompanying notes are an integral part of these financial statements.

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



                                       27
<PAGE>   29

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CONSUMER NONDURABLES (Continued)

Pharmaceuticals:                                                  8.7%
    American Home Products Co.                                                  14,400      $  734,400
    Bristol Myers Squibb Co.                                                    14,300         950,950
    Johnson & Johnson                                                            6,900         635,663
    Eli Lilly & Co.                                                              8,200         538,125
    Merck & Co.                                                                 15,200       1,028,850
    Pfizer, Inc.                                                                20,700         702,506
    Warner Lambert Co.                                                           7,200         475,200
                                                                                            ----------
                                                                                             5,065,694

CONSUMER CYCLICALS                                                1.4%

Automobiles & Related:                                            1.4%
    Ford Motor Co.                                                               9,300         452,213
    General Motors Corp.                                                         5,900         359,531
                                                                                            ----------
                                                                                               811,744

CONSUMER SERVICES                                                 8.6%

Building & Real Estate:                                           0.3%
    Starwood Hotel & Resort Trust                                                7,500         202,500

General Merchandise Stores:                                       5.4%
    Albertsons, Inc.                                                             5,200         258,375
    Home Depot, Inc.                                                             9,900         631,744
    K Mart Corp.*                                                               23,400         339,300
    J.C. Penney, Inc.                                                            7,200         315,000
    Pep Boys Manny Moe & Jack                                                    7,200         119,700
    Sears Roebuck & Co.                                                          6,800         275,400
    Toys R Us, Inc.*                                                             9,400         152,750
    Walmart Stores                                                              25,200       1,064,700
                                                                                            ----------
                                                                                             3,156,969
</TABLE>


* Non-income producing
The accompanying notes are an integral part of these financial statements.

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



                                       28
<PAGE>   30

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CONSUMER SERVICES (Continued)

Media & Communications:                                           2.8%
    Walt Disney Co.                                                             18,800      $  519,350
    Fox Entertainment Group, Inc.                                               10,600         263,675
    Time Warner, Inc.                                                            6,800         489,600
    Tribune Co.                                                                  4,300         378,669
                                                                                            ----------
                                                                                             1,651,294

                                                                  0.1%

Miscellaneous Business Services:
    Waste Management, Inc.                                                       3,300          84,356

ENERGY                                                            8.1%

Oil And Gas Extraction:                                           8.1%
    Atlantic Richfield Co.                                                       4,100         369,256
    BP Amoco PLC                                                                 2,400         278,100
    Chevron Corp.                                                                3,900         355,875
    Enron Corp.                                                                  3,600         306,675
    Exxon Corp.                                                                 16,200       1,285,875
    Mobil Corp.                                                                  5,400         552,150
    Royal Dutch Petroleum Co. ADR                                               13,200         805,200
    Schlumberger Ltd.                                                            6,300         381,544
    Unocal Corp.                                                                 9,100         361,156
                                                                                            ----------
                                                                                             4,695,831

FINANCIAL                                                        16.2%

Banking:                                                          7.6%
    Banc One Corp.                                                              15,614         851,939
    Bankamerica Corp.                                                           14,246         945,578
    Bank of Boston Corp.                                                         3,700         173,669
    Chase Manhattan Corp.                                                       11,300         868,688
    Household International, Inc.                                                5,900         253,331
</TABLE>


The accompanying notes are an integral part of these financial statements.

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



                                       29
<PAGE>   31

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FINANCIAL (Continued)

Banking (Continued)
    Suntrust Banks, Inc.                                                         3,800      $  245,100
    U S Bancorp                                                                  8,400         261,450
    Washington Mutual, Inc.                                                      6,150         211,021
    Wells Fargo & Co.                                                           15,000         585,000
                                                                                            ----------
                                                                                             4,395,776

Federal Agencies:                                                 0.9%
    Federal National  Mortgage Assn                                              7,600         524,400

Financial Services:                                               4.8%
    American Express Co.                                                         1,500         197,625
    Associates First Capital Corp.                                               5,374         205,891
    CIT Group, Inc.                                                              6,700         179,225
    Citigroup, Inc.                                                             18,375         818,836
    Equifax, Inc.,                                                               6,400         210,400
    Fleet Financial Group                                                        8,700         352,350
    Lehman Brothers Holdings, Inc.                                               2,000         107,500
    Morgan Stanley Dean Witter                                                   7,685         692,611
                                                                                            ----------
                                                                                             2,764,438

Insurance Carriers:                                               2.9%
    Allstate Corp.                                                               9,300         330,150
    American International Group                                                 8,550         992,869
    Cigna Corp.                                                                  2,100         185,194
    Conseco, Inc.                                                                5,800         167,112
                                                                                            ----------
                                                                                             1,675,325
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       30
<PAGE>   32

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
PROCESS INDUSTRIES                                                3.5%

Chemicals and Allied Products:                                    2.6%
    Air Products & Chemical                                                      5,000      $  167,188
    Dow Chemical Co.                                                             2,100         260,400
    Dupont Co.                                                                   8,500         612,531
    Fort James Corp.                                                             8,000         292,000
    PPG Industries, Inc.                                                         3,000         178,875
                                                                                            ----------
                                                                                             1,510,994

Metal Mining:                                                     0.5%
    Alcoa, Inc.                                                                  2,800         167,650
    Barrick Gold Corp.                                                           5,800         107,663
                                                                                            ----------
                                                                                               275,313

Paper And Allied Products:                                        0.4%
    Bowater, Inc.                                                                5,000         248,750

TECHNOLOGY                                                       23.1%

Computer & Office Equipment:                                     23.1%
    America Online, Inc.*                                                        3,200         304,400
    Applied Materials, Inc.*                                                     5,000         359,688
    Cisco Systems, Inc.*                                                        21,600       1,341,900
    Dell Computer Corp.*                                                        12,100         494,588
    EMC Corp.*                                                                   7,000         423,938
    Hewlett Packard Co.                                                          8,300         868,906
    Intel Corp.                                                                 21,400       1,476,600
    International Business Machines Corp.                                       16,200       2,036,138
    Lucent Technologies, Inc.                                                   15,500       1,008,469
    Microsoft Corp.                                                             31,300       2,685,930
    Motorola, Inc.                                                               6,400         584,000
    Oracle Corp.*                                                               14,200         540,488
    Sun Microsystems *                                                           4,500         305,437
    Texas Instruments, Inc.                                                      4,200         604,800
</TABLE>



* Non-income producing
The accompanying notes are an integral part of these financial statements.

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



                                       31
<PAGE>   33

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
TECHNOLOGY (Continued)

Computer & Office Equipment (Continued)
    Xerox Corp.                                                                  6,600      $  321,749
                                                                                            ----------
                                                                                            13,357,031

TRANSPORTATION                                                    3.6%

Aerospace & Defense:                                              2.6%
    Boeing Company                                                               5,300         240,488
    Lockheed Martin Corp.                                                        8,200         285,463
    Tyco International, Ltd.                                                     7,600         742,425
    United Technologies Corp.                                                    3,400         226,737
                                                                                            ----------
                                                                                             1,495,113

Transportation Services:                                          1.0%
    AMR Corp.                                                                    4,100         265,987
    Burlington Northern Santa Fe                                                 3,700         118,400
    Delta Air Lines, Inc.                                                        3,500         208,688
                                                                                            ----------
                                                                                               593,075

UTILITIES                                                        11.7%

Telephone Communication:                                          9.5%
    AT&T Co.                                                                    20,200       1,049,138
    Alltel Corp.                                                                 5,300         380,606
    Bell Atlantic Corp.                                                          9,100         580,125
    BellSouth Corp.                                                              6,300         302,400
    GTE Corp.                                                                   10,100         744,244
    MCI Worldcom, Inc.*                                                         10,800         891,000
    Mediaone Group, Inc.                                                         1,000          72,375
    SBC Communications, Inc.                                                    21,100       1,206,656
    US West Communications, Inc.                                                 3,800         217,787
                                                                                            ----------
                                                                                             5,444,331
</TABLE>



* Non-income producing
The accompanying notes are an integral part of these financial statements.

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



                                       32
<PAGE>   34

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                                  EQUITY SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of          No. of          Market
Equity Securities                                           Portfolio         Shares          Value
- -----------------                                          ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
UTILITIES (Continued)

Utility Holding Companies:                                        2.2%
    Cinergy Corp.                                                                7,800      $  233,513
    Duke Energy Corp.                                                            3,400         179,988
    Entergy Corp.                                                                8,300         251,593
    FPL Group, Inc.                                                              7,400         399,138
    Southern Co.                                                                 9,000         237,936
                                                                                            ----------
                                                                                             1,302,168
                                                                                            ----------

                                   TOTAL INVESTMENTS
                                  (COST $44,265,252)            100.0%                      57,999,389

Other assets less liabilities                                                                  313,773
                                                                                            ----------

                                          NET ASSETS                                       $58,313,162
                                                                                            ==========
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       33
<PAGE>   35

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                          U.S. GOVERNMENT INCOME SERIES
                            PORTFOLIO OF INVESTMENTS
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                          Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
CORPORATE NOTES                                                   8.7%

Finance & Credit:                                                 8.7%
    Bear Stearns Mortgage Sec., Inc., 8.125%, 09/25/27                      $  400,000      $  394,625
    Commercial  Mortgage Asset Trust, 6.25%, 08/17/06                          196,538         190,518
    GMAC  Mortgage Securities, Inc., 6.42%, 08/15/08                            10,000           9,530
    GMAC Mortgage Corp., 5.94%, 07/01/13                                       457,480         421,923
    First Union Lehman Bros. Trust, 7.15%, 02/18/04                            652,396         655,159
    LB Commercial Conduit Trust, 6.78%, 04/15/09                               375,000         361,466
    Morgan Stanley Capital, Inc., 6.33%, 08/01/10                              117,480         113,727
    Residential Accredit Lines, Inc., 7.75%, 04/25/27                          600,000         608,304
                                                                                            ----------

                               TOTAL CORPORATE NOTES
                                   (COST $2,847,544)                                         2,755,252

U.S. GOVERNMENT OBLIGATIONS                                      31.6%

U.S. Treasury Bond:                                              22.0%
    8.75%, 11/15/08                                                            500,000         549,425
   12.75%, 11/15/10                                                            600,000         801,504
   14.00%, 11/15/11                                                             50,000          72,389
    8.50%, 02/15/20                                                          1,575,000       1,954,166
    6.375%, 08/15/27                                                         3,580,000       3,624,464
                                                                                            ----------
                                                                                             7,001,948

U.S. Treasury Notes:                                              9.6%
    6.50%, 10/15/06                                                          2,900,000       2,968,150
    5.5%, 05/15/09                                                              75,000          72,732
                                                                                            ----------
                                                                                             3,040,882

                                                                                            ----------
                   TOTAL U.S. GOVERNMENT OBLIGATIONS
                                  (COST $10,610,021)                                        10,042,830
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       34
<PAGE>   36

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                          U.S. GOVERNMENT INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                          Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FEDERAL AGENCIES                                                 59.7%

Federal Farm Credit Bank:                                         7.0%
    6.05%, 04/21/03                                                         $  550,000      $  546,695
    6.94%, 05/19/05                                                            125,000         127,968
    7.37%, 08/01/06                                                          1,500,000       1,532,565
                                                                                            ----------
                                                                                             2,207,228

Federal Home Loan Bank:                                           0.8%
    8.00%, 08/27/01                                                            250,000         259,628

Federal Home Loan Mortgage Corp.:                                23.1%
    7.36%, 06/05/07                                                          1,500,000       1,520,400
    7.00%, 07/01/07                                                             85,508          84,518
    7.00%, 09/01/10                                                            178,488         178,153
    6.50%, 04/01/11                                                          1,119,642       1,095,144
    6.00%, 05/11/11                                                          1,188,056       1,138,300
    5.50%, 05/01/14                                                            500,000         468,750
    6.50%, 04/01/29                                                          1,487,620       1,417,880
    6.50%, 05/01/29                                                            499,231         475,827
    6.50%, 05/01/29                                                            499,113         475,715
    6.50%, 06/01/29                                                            499,582         476,161
                                                                                            ----------
                                                                                             7,330,848

Federal National Mortgage Assn.:                                 22.7%
    6.00%, 11/01/03                                                             66,451          64,830
    6.125%, 11/25/03                                                           213,309         209,444
    5.125%, 02/13/04                                                           175,000         166,206
    6.09%, 10/01/08                                                            518,871         487,525
    6.00%, 11/01/08                                                            316,004         307,904
    6.50%, 03/01/09                                                            113,977         114,618
    7.00%, 04/01/11                                                            963,969         960,653
    5.50%, 07/01/13                                                            475,377         445,072
    8.00%, 11/01/13                                                            657,097         671,264
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       35
<PAGE>   37

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

                              SECURITY FIRST TRUST                    SCHEDULE I
                          U.S. GOVERNMENT INCOME SERIES
                      PORTFOLIO OF INVESTMENTS (CONTINUED)
                                  JULY 31, 1999


<TABLE>
<CAPTION>
                                                           Percentage
                                                            of Market
                                                            Value of                          Market
Fixed Maturities                                            Portfolio       Principal         Value
- ----------------                                           ----------       ----------      ----------
<S>                                                        <C>              <C>             <C>
FEDERAL AGENCIES (Continued)

Federal National Mortgage Assn. (Continued)
    5.50%, 01/01/14                                                         $  484,500      $  453,613
    5.50%, 02/01/14                                                            483,836         452,991
    6.00%, 02/01/14                                                            186,105         178,136
    6.00%, 02/01/14                                                            158,148         151,376
    6.00%, 03/01/14                                                            634,110         606,957
    6.00%, 06/01/14                                                            457,777         438,175
    6.50%, 05/17/15                                                            700,000         683,375
    6.315%, 10/01/23                                                           703,743         647,444
    8.00%, 10/01/25                                                            171,155         174,847
                                                                                            ----------
                                                                                             7,214,430

Government National Mortgage Assn.:                               4.8%
    8.25%, 02/15/09                                                            256,464         265,037
    7.50%, 01/15/26                                                            785,449         784,954
    6.00%, 04/15/14                                                            498,346         477,321
                                                                                            ----------
                                                                                             1,527,312

Other Federal Agencies:                                           1.3%
    Small Business Admin., 5.50%, 10/01/18                                     349,342         322,222
    Student Loan Marketing Assn., 7.50%, 03/08/00                              100,000         101,168
                                                                                            ----------
                                                                                               423,390
                                                                                            ----------

                              TOTAL FEDERAL AGENCIES
                                  (COST $19,298,987)                                        18,962,836
                                                                                            ----------

                                   TOTAL INVESTMENTS
                                 (COST $ 32,756,552)            100.0%                      31,760,918

Other assets less liabilities                                                                  551,631
                                                                                            ----------

                                          NET ASSETS                                       $32,312,549
                                                                                            ==========
</TABLE>



The accompanying notes are an integral part of these financial statements.

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



                                       36
<PAGE>   38

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

SECURITY  FIRST TRUST

NOTES TO FINANCIAL STATEMENTS

JULY 31, 1999

NOTE A -- ORGANIZATION OF THE TRUST AND SIGNIFICANT ACCOUNTING POLICIES

Security First Trust (the Trust) was established under Massachusetts law
pursuant to a Declaration of Trust dated February 13, 1987, as an unincorporated
business trust, a form of organization that is commonly called a Massachusetts
Business Trust. The Trust is registered with the Securities and Exchange
Commission as a diversified open-end management investment company (mutual fund)
under the Investment Company Act of 1940 (1940 Act).

On June 17, 1987, the shareowners of Security First Legal Reserve Fund, Inc. and
Security First Variable Life Fund, Inc. (the Funds), each of which was a
Maryland corporation registered as an investment company under the 1940 Act,
approved Plans of Reorganization and Liquidation and on July 24, 1987, the Funds
became Series of the Trust and their shareowners became shareowners of the Bond
Series and the T. Rowe Price Growth and Income Series (the Growth and Income
Series), respectively, in a tax-free exchange of shares. The Trust operates as a
"series company," as that term is used in Rule 18f-2 under the 1940 Act.
Financial information for periods prior to June 17, 1987, reflect the results of
the respective funds.

The Declaration of Trust permits the Trustees to issue an unlimited number of
shares and to divide such shares into an unlimited number of series, all without
shareowner approval. Pursuant to this authority, the Board of Trustees of
Security First Trust established the Equity Series and the U.S. Government
Income Series on January 11, 1993, which commenced operations May 19, 1993.

The following is a summary of significant accounting policies followed by the
Trust:

FEDERAL INCOME TAXES -- Each series of the Trust has elected to qualify as a
"Regulated Investment Company." No provision for federal income taxes is
necessary because each series intends to maintain its qualification as a
"Regulated Investment Company" under the Internal Revenue Code and distribute
each year substantially all of its net income and realized capital gains to its
shareowners. Income and gains to be distributed are determined annually as of
December 31.

PORTFOLIO VALUATION -- Investments are carried at market value. The market value
of equity securities is determined as follows: securities traded on a national
securities exchange are valued at the last sale price; securities not traded on
a national securities exchange are valued at the bid price for such securities
as reported by security dealers. Fixed maturities are valued at prices obtained
from a major dealer in bonds.

Short-term investments which have remaining maturities of more than 60 days and
for which representative market quotations are readily available are valued at
the most recent bid price or yield equivalent as quoted by a major broker-dealer
in money market securities. Securities with remaining maturities of 60 days or
less are valued at their amortized cost, which approximates market value due to
the short duration to maturity. Securities and other assets for which such
procedures are deemed not to reflect fair value, or for which representative
quotes are not readily available, are valued at prices deemed best to reflect
their fair value as determined in good faith by or under supervision of officers
of the Trust in a manner specifically authorized by the Board of Directors and
applied on a consistent basis.



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

                                       37
<PAGE>   39

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

SECURITY FIRST TRUST

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE A--ORGANIZATION OF THE TRUST AND SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)

CURRENCY TRANSLATION -- Assets and liabilities are translated into U.S. dollars
at the prevailing exchange rate at the end of the reporting period. Purchases
and sales of securities and income and expenses are translated into U.S. dollars
at the prevailing exchange rate on the dates of such transactions. The effect of
changes in foreign exchange rates on realized and unrealized security gains and
losses is reflected as a component of such gains and losses.

FOREIGN CURRENCY CONTRACTS -- The Trust may use foreign currency contracts to
facilitate transactions in foreign securities and to manage the Trust's currency
exposure.

Contracts to buy and to sell foreign currency generally are used to minimize the
effect of currency fluctuation on the portfolios. Also, a contract to buy or to
sell can offset a previous contract. Losses may arise from changes in the value
of the foreign currency or if the counterparties do not perform under the
contractual terms.

The U.S. dollar value of forward foreign currency contracts is determined using
forward currency exchange rates supplied by The Wall Street Journal. Purchases
and sales of forward foreign currency contracts having the same settlement date
are offset, and any gain or loss is recognized on the date of offset; otherwise,
the gain or loss is recognized on the settlement date.

DIVIDENDS AND DISTRIBUTIONS -- Each series declares dividends annually. Net
realized gains from security transactions, if any, are distributed annually.

OTHER -- As is common in the industry, security transactions are accounted for
no later than the day following the date the securities are purchased or sold.
Dividend income is recorded on the ex-dividend date. Interest income is accrued
daily. Net realized gain or loss on sale of investments is determined by the
specific identification method.

NOTE B -- REMUNERATION OF MANAGER AND OTHERS

Bond Series and T. Rowe Price Growth and Income Series:

Security First Investment Management Corporation (Security Management or
Manager) serves as both investment adviser and manager, and is entitled by
agreement to a monthly fee equal to 1/24 of 1% of the average daily net asset
value of the Bond Series and Growth and Income Series (equivalent annually to
 .5%), less compensation payable to the Series' sub-advisers, Neuberger & Berman,
LLC and T. Rowe Price Associates, respectively. However, to the extent that
operating expenses (including management fees but excluding interest and taxes
and certain extraordinary expenses) of each series exceed 2.5% of the first $30
million of each series' average daily net assets, 2.0% of the next $70 million
of each series' average daily net assets, and 1.5% of each series' average daily
net assets in excess of that amount, calculated on the basis of each series'
fiscal year (the expense limitation), the agreement requires that Security
Management waive its fee. In addition, for the year ended July 31, 1999,
Security Management has also agreed to reimburse the Bond Series for any
remaining expenses exceeding a limitation equivalent annually to 1.5%. Security
Management may elect on an annual basis to reimburse the Series for future
excess expenses.

SECURITY FIRST TRUST



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

                                       38
<PAGE>   40

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

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE B -- REMUNERATION OF MANAGER AND OTHERS (CONTINUED)

If during the fiscal year repayments are made to the Manager and the series'
expenses subsequently exceed the expense limitation, the Series shall recover
such repayments from the Manager to the extent of the excess determined.
Conversely, if during the fiscal year repayments are made by the Manager and the
series' expenses subsequently are within the expense limitation, the Manager
shall recover such repayments to the extent of the excess repaid. It is
management's opinion that it is reasonably possible that actual operating
expense may be less than the expense limitation; however, in accordance with the
requirements of FASB Statement No. 5, no accrual has been made for the
contingent obligation to repay Security Management for excess expense
reimbursements since the conditions required for such accrual have not, in the
opinion of management, been met.

T. Rowe Price Associates provides investment advice and makes investment
decisions for the Growth and Income Series, while Neuberger & Berman, LLC
provides the same for the Bond Series. T. Rowe Price Associates and Neuberger &
Berman, LLC are each paid an annual fee of .35% of the average daily net assets
of the series for which they respectively provide investment advice less any
compensation payable to Security Management acting as adviser on certain assets
in which a series may invest.

Equity Series and U.S. Government Income Series:

Security Management serves as both investment adviser and manager, and is
entitled by agreement to a monthly fee equal to 1/17 of 1% (equivalent annually
to .7%) of the average daily net asset value of the Equity Series and 1/22 of 1%
(equivalent annually to .55%) of the average daily net asset value of the U.S.
Government Income Series, less compensation payable to the Series' sub-adviser,
Blackrock, Inc. (Blackrock). However, to the extent that operating expenses
(including management fees but excluding interest and taxes and certain
extraordinary expenses) of each series exceed 2.5% of the first $30 million of
each series' average daily net assets, 2.0% of the next $70 million of each
series' average daily net assets and 1.5% of each series' average daily net
assets in excess of that amount, calculated on the basis of each series' fiscal
year (the expense limitation), the agreement requires that Security Management
and Blackrock waive their fees.

Blackrock provides investment advice and makes investment decisions for the U.S.
Government Income Series and for the Equity Series. Blackrock is paid an annual
fee of .40% of the average daily net assets of the U.S. Government Income Series
and an annual fee of .55% of the average daily net assets of the Equity Series.



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

                                       39
<PAGE>   41

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

SECURITY FIRST TRUST

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE C -- INVESTMENT SECURITIES TRANSACTIONS

Purchases and sales of fixed maturities and equity securities for the year ended
July 31, 1999 were as follows:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
                                                 T. Rowe Price
                                                     Growth                             U.S.
                                                      and                            Government
                                                    Income            Equity           Income
                                  Bond Series       Series            Series           Series
                                  -----------    --------------     -----------      -----------
<S>                               <C>            <C>                <C>              <C>
U.S. Government Securities:
 Purchases                        $24,478,274                                        $97,036,942
 Sales                             21,160,842                                         98,189,292
Other Investment Securities:
 Purchases                         14,711,578      $95,525,002      $12,926,717        3,265,959
 Sales                              9,819,588       44,339,369       17,088,851        2,812,222
- ------------------------------------------------------------------------------------------------
</TABLE>

The cost of investments at July 31, 1999 was the same for both financial
statement and federal income tax purposes. At July 31, 1999, the composition of
unrealized appreciation and depreciation of investment securities was as
follows:


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------
                                                      Unrealized
                                            Appreciation       Depreciation            Net
                                            ------------      -----------      ------------
<S>                                         <C>               <C>              <C>
Bond Series                                 $     51,525      $   805,234      $   (753,709)
T. Rowe Price Growth and Income Series       114,817,646       14,965,295        99,852,351
Equity Series                                 15,456,520        1,722,383        13,734,137
U.S. Government Income Series                     73,246        1,068,880          (995,634)
- --------------------------------------------------------------------------------------------
</TABLE>



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

                                       40
<PAGE>   42

SECURITY FIRST TRUST

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE D -- CAPITAL SHARE TRANSACTIONS

Transactions in capital shares of the Trust were as follows:

<TABLE>
<CAPTION>
                                                                Shares Issued
                                                                in Connection
                                                             with Reinvestment of
                                                          ---------------------------
                                                              Net           Net
                                                           Investment    Realized
                                                             Income        Gain
                                                 Sold     Distributions Distributions       Redeemed           Net
                                              ---------   ------------- -------------      ----------       ---------
<S>                                           <C>         <C>           <C>                <C>              <C>
YEAR ENDED JULY 31, 1999
  Bond Series                                 2,312,332      240,383          51,543         (682,801)      1,921,457
  T. Rowe Price Growth and Income
  Series                                      2,272,424      331,107       1,164,634         (812,020)      2,956,145
  Equity Series                                  94,561       56,914       1,098,636         (814,089)        436,022
  U.S. Government Income Series                 441,277      351,815         113,764         (828,203)         78,653

YEAR ENDED JULY 31, 1998
  Bond Series                                 1,821,690      164,017                         (270,227)      1,715,480
  T. Rowe Price Growth and Income Series      4,129,204      270,050         866,173         (313,712)      4,951,715
  Equity Series                                 797,059       63,241         535,647         (821,153)        574,794
  U.S. Government Income Series               1,267,299      286,579                         (683,910)        869,968
</TABLE>

NOTE E -- IMPACT OF YEAR 2000 (UNAUDITED)

Security Management has conducted a comprehensive review of its computer systems
to identify the systems that could be affected by the Year 2000 issue and has
performed the necessary repairs to the systems as well as upgrades to
infrastructure. All systems have been tested and certified and testing will
continue throughout 1999. Security Management currently believes that the Year
2000 issue will not pose significant operational problems for Security
Management's computer systems. However, there can be no assurance that the
failure by vendors or other third parties to solve the Year 2000 issue will not
have a material impact on the operations of Security Management.



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

                                       41
<PAGE>   43

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

SECURITY FIRST TRUST

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE F -- FINANCIAL HIGHLIGHTS

The per share information for each respective series' capital stock outstanding
throughout the period is as follows:

<TABLE>
<CAPTION>
                                           NET REALIZED
                                               AND            TOTAL                         DISTRIBUTIONS
               NET ASSET                    UNREALIZED        INCOME       DIVIDENDS            FROM       NET ASSET
               VALUE AT         NET            GAINS           FROM         FROM NET          REALIZED     VALUE AT
               BEGINNING     INVESTMENT     (LOSSES) ON     INVESTMENT     INVESTMENT          CAPITAL       END OF         TOTAL
                OF YEAR        INCOME       INVESTMENTS     OPERATIONS       INCOME             GAINS         YEAR         RETURN(1)
               ---------     ---------     -------------    ---------      ----------       -------------  ----------      ---------
<S>            <C>           <C>           <C>              <C>            <C>              <C>            <C>             <C>
BOND SERIES
Year ended July 31,
    1995        $  3.82        $   .24        $   .08         $   .32        $  (.22)                       $   3.92         8.38%
    1996           3.92            .24           (.04)            .20           (.24)                           3.88         5.10
    1997           3.88            .24            .14             .38           (.24)                           4.02         9.79
    1998           4.02            .19            .11             .30           (.21)            .99            4.11         7.46
    1999           4.11            .18           (.14)            .04           (.18)           (.04)           3.93         0.97

T. ROWE PRICE
   GROWTH AND
   INCOME SERIES
Year ended July 31,
    1995         $ 9.26        $   .29        $  1.35         $  1.64        $  (.26)         $ (.06)       $  10.58        17.71%
    1996          10.58            .30           1.56            1.86           (.30)           (.04)          12.10        17.58
    1997          12.10            .30           4.69            4.99           (.29)           (.54)          16.26        41.24
    1998          16.26            .28           1.27            1.55           (.30)           (.95)          16.56         9.53
    1999          16.56            .29           2.45            2.74           (.29)          (1.00)          18.01        16.55

EQUITY SERIES
Year ended July 31,

    1995        $  4.99        $   .05        $   .71         $   .76        $  (.05)                       $   5.70        15.23%
    1996           5.70            .10            .46             .56           (.05)         $ (.16)           6.05         9.82
    1997           6.05            .09           2.60            2.69           (.11)           (.45)           8.18        44.46
    1998           8.18            .07           1.04            1.11           (.08)           (.64)           8.57        13.57
    1999           8.57            .06           1.42            1.48           (.07)          (1.44)           8.54        17.27

U.S. GOVERNMENT
     INCOME SERIES
Year ended July 31,
    1995        $  4.91        $   .21        $   .15         $   .36        $  (.14)                       $   5.13         7.33%
    1996           5.13            .18            .04             .22           (.19)         $ (.01)           5.15         4.29
    1997           5.15            .23            .20             .43           (.22)                           5.36         8.35
    1998           5.36            .27            .06             .33           (.24)                           5.45         6.16
    1999           5.45            .30           (.24)            .06           (.31)           (.10)           5.10         1.10
</TABLE>



(1)     Total return computed after deduction of all series expenses, but before
        deduction of actuarial risk charges and other fees of the variable
        annuity account.

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



                                       42
<PAGE>   44

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

SECURITY FIRST TRUST

NOTES   TO FINANCIAL STATEMENTS (CONTINUED)

NOTE F -- FINANCIAL HIGHLIGHTS (CONTINUED)

<TABLE>
<CAPTION>
                                                 Ratio of
                             Ratio of              Net
                            Operating           Investment
                             Expenses             Income              Portfolio             Net Assets
                            to Average           to Average            Turnover              End of
                            Net Assets           Net Assets              Rate                 Year
                            ----------          -----------           ----------           -----------
<S>                         <C>                 <C>                   <C>                  <C>
BOND SERIES
Year ended July 31,
    1995                          1.29%                6.27%                  56%          $ 7,977,781
    1996                           .90                 6.32                   34             8,981,365
    1997                           .75                 6.41                   54            10,634,720
    1998                           .73                 5.78                  125            17,934,392
    1999                           .66                 5.46                  147            24,717,704

T. ROWE PRICE
GROWTH AND INCOME SERIES

Year ended July 31,
    1995                           .74%                3.10%                   8%          $83,789,646
    1996                           .64                 2.73                    8           112,552,893
    1997                           .57                 2.44                   14           204,703,098
    1998                           .57                 1.92                   11           290,441,528
    1999                           .59                 1.83                   15           369,111,185

EQUITY SERIES
Year ended July 31,
    1995                          1.00%                1.29%                  84%          $ 7,765,719
    1996                          1.00                 2.24                   88            20,701,776
    1997                          1.00*                1.56*                  55            47,571,469
    1998                           .91*                 .86*                  87            54,803,152
    1999                           .81                  .72                   23            58,313,162


U.S. GOVERNMENT INCOME SERIES
Year ended July 31,

    1995                           .70%                5.19%                  16%          $ 5,996,149
    1996                           .70                 5.38                  148            14,888,824
    1997                           .70**               5.68**                 62            28,889,460
    1998                           .66**               5.53**                103            34,090,919
    1999                           .71                 5.37                  307            32,312,549
</TABLE>


*       The former investment adviser had agreed to waive a portion of its
        management and advisory fees. Absent this agreement, the ratio of
        expenses to average net assets and the ratio of net investment income to
        average net assets would have been .98% and .81% and 1.05% and 1.51% for
        1998 and 1997 respectively.


**      The former investment adviser had agreed to waive a portion of its
        management and advisory fees. Absent this agreement, the ratio of
        expenses to average net assets and the ratio of net investment income to
        average net assets would have been .90% and 5.27% and 1.04% and 5.34%
        for 1998 and 1997 respectively.



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

                                       43



<PAGE>   45

INDEPENDENT AUDITORS' REPORT

To the Shareholders and the Board of Trustees
of the Security First Trust:

We have audited the statements of assets and liabilities, including the
portfolio of investments, of the Security First Trust comprised of the Security
First Trust Bond Series, the T. Rowe Price Growth and Income Series, the Equity
Series, and the U.S. Government Income Series (collectively, the "Trust") as of
July 31, 1999, and the related statements of operations, statements of changes
in net assets, and the financial highlights for the year then ended. These
financial statements and financial highlights are the responsibility of the
Trust's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit. The statements
of changes in net assets of the Trust for the year ended July 31, 1998, and the
financial highlights for the four years ended July 31, 1998, were audited by
other auditors whose report, dated September 14, 1998, expressed an unqualified
opinion on those statements and the financial highlights for each of the four
years.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of July 31, 1999, by correspondence with the
custodian and brokers. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
Security First Trust Bond Series, the T. Rowe Price Growth and Income Series,
the Equity Series, and the U.S. Government Income Series as of July 31, 1999,
and the results of their operations, the changes in their net assets and
financial highlights for the year then ended, in conformity with generally
accepted accounting principles.

Deloitte & Touche LLP

September 10, 1999
Los Angeles, California


<PAGE>   46
VARIABLE ANNUITIES OFFER CHOICES AND BENEFITS THAT REGULAR MUTUAL FUNDS CAN'T

   Tax-deferred retirement savings plans are among the best investments a person
can make today for his or her future. As a vehicle for creating tax-favored
retirement savings, variable annuities offer many advantages.

   A variable annuity offers the opportunity to invest in a diversified
portfolio of securities similar to mutual funds. Taxes are deferred on all
dividends and on all increases in portfolio value until you take your money out.

   At retirement, another significant advantage is that the variable annuity can
provide you with income that is based on the performance of the fund or funds in
which you participated. You may elect to receive monthly, quarterly or annual
payments for a specified number of years, your lifetime, or the longer of your
lifetime and the lifetime of your joint payee. See your policy for specific
options available to you.

   The Security First Trust series offers you a choice of professionally managed
options. You may invest in a Bond Series, Growth and Income Series, Equity
Series, or U.S. Government Income Series, each with a varying degree of risk:

   SECURITY FIRST TRUST BOND SERIES is for conservative investors. The objective
is to achieve the highest investment income over the long term consistent with
the preservation of capital.

   SECURITY FIRST TRUST T. ROWE PRICE GROWTH AND INCOME SERIES is for
individuals willing to accept a degree of risk. The fund's goal is growth of
principal with a reasonable level of income primarily through investment in
common stocks.

   SECURITY FIRST TRUST EQUITY SERIES also seeks to provide growth of capital
and income through investment in common stocks of high quality companies. The
fund is for individuals willing to accept a degree of risk.

   SECURITY FIRST TRUST U.S. GOVERNMENT INCOME SERIES is for conservative
investors and seeks to provide current income through investment in a
diversified portfolio limited primarily to U.S. government securities.

                          [SECURITY FIRST TRUST LOGO]
                          11365 West Olympic Boulevard
                          Los Angeles, California 90064
SFG 1768                         (310) 312-6100



                                  ANNUAL REPORT
                                  July 31, 1999


                                    SECURITY

                                      FIRST

                                      TRUST

- --------------------------------------------------------------------------------

                                BOARD OF TRUSTEES
- --------------------------------------------------------------------------------
                   Jack R. Borsting            Howard H. Kayton

                 Katherine L. Hensley         Lawrence E. Marcus

                        Security First Trust Bond Series
                  Security First Trust T. Rowe Price Growth and
                                  Income Series
                       Security First Trust Equity Series



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission