KEYPORT VARIABLE INVESTMENT TRUST
485BPOS, 1996-04-25
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                                                               File No. 33-59216
                                                               File No. 811-7556



                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                    FORM N-1A

   
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                 [ X ]
      Pre-effective Amendment No.               [   ]
      Post-effective Amendment No. 7            [ X ]
    

                                       and/or

   
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
OF 1940                                                                  [ X ]
      Amendment No. 8                           [ X ]
                          (check appropriate box or boxes)
    

                          KEYPORT VARIABLE INVESTMENT TRUST
                 (Exact Name of Registrant as Specified in Charter)

                    Federal Reserve Plaza, 600 Atlantic Avenue,
                             Boston, Massachusetts 02210

          Registrant's Telephone Number Including Area Code: (617) 722-6000

                                JOHN A. BENNING, ESQ.
                      Senior Vice President and General Counsel
                          Liberty Financial Companies, Inc.
                     Federal Reserve Plaza, 600 Atlantic Avenue
                       (Name and Address of Agent for Service)










<PAGE>










Approximate Date of Proposed Public Offering:

It is proposed that this filing become effective (check appropriate box)

____      immediately upon filing pursuant to paragraph (b) of Rule 485

_X__      on May 1, 1996 pursuant to paragraph (b) of Rule 485

____      60 days after filing pursuant to paragraph (a)(i) of Rule 485

____      on _____ pursuant to paragraph (a)(i) of Rule 485

____      75 days after filing pursuant to paragraph (a)(ii) of Rule 485

____      on _____ pursuant to paragraph (a)(ii) of Rule 485


   
An  indefinite  number of shares of  beneficial  interest  of all  existing  and
subsequently  created  series of the Trust under the Securities Act of 1933 were
registered  by the  Registration  Statement  filed on March 8,  1993  under  the
Securities  Act of 1933 pursuant to Rule 24f-2. A Rule 24f-2 Notice with respect
to the fiscal year ended December 31, 1995 was filed on February 28, 1996.
    



<PAGE>











                        KEYPORT VARIABLE INVESTMENT TRUST
                              CROSS REFERENCE SHEET
                          (as required by Rule 481(a))
PART A

FORM N-1A                                 LOCATION

1.  Cover Page                            Cover Page

2.  Synopsis                              The Trust

3.  Condensed Financial Information       Financial Highlights

4.  General Description of Registrant     Cover Page; The Trust

5.  Management of the Fund                Trust Management Organizations

   
5A. Management's Discussion of Fund       Information required by Item 5A
    Performance                           is included in the Registrant's
                                          Annual   Report  for  the  year  ended
                                          December 31, 1995. As required by said
                                          Item  5,  the  Registrant   undertakes
                                          under  "Financial  Highlights"  in the
                                          Prospectus  to  provide a copy of said
                                          Annual   Report   free  of  charge  to
                                          persons requesting the same.
    

6.  Capital Stock and Other Securities    The Trust; Other
                                          Considerations: Purchases and
                                          Redemptions, Net Asset Value,
                                          Distributions, Taxes, Shareholder
                                          Communications, Organization,
                                          Meetings and Voting Rights

7.  Purchase of Securities Being Offered  Other Considerations:
                                          Purchases and Redemptions, Net
                                          Asset Value

8.  Redemption or Repurchase              Other Considerations: Purchases and
                                          Redemptions

9.  Pending Legal Proceedings             Not Applicable



<PAGE>
 
                       KEYPORT VARIABLE INVESTMENT TRUST
                            Federal Reserve Plaza 
                             600 Atlantic Avenue 
                         Boston, Massachusetts 02210 

   
Keyport Variable Investment Trust ("Trust") is an open-end management 
investment company that currently includes six separate Funds, each with its 
own investment objective and policies. The six Funds and their investment 
objectives are: 
    

(bullet) Colonial-Keyport Growth and Income Fund seeks primarily income and 
         long-term capital growth and, secondarily, preservation of capital. 

(bullet) Colonial-Keyport Utilities Fund seeks primarily current income and, 
         secondarily, long-term capital growth. 

(bullet) Colonial-Keyport International Fund For Growth seeks long-term 
         capital growth, by investing primarily in non-U.S. equity 
         securities. The Fund is non-diversified and may invest more than 5% 
         of its total assets in the securities of a single issuer, thereby 
         increasing the risk of loss compared to a diversified fund. 

(bullet) Colonial-Keyport U.S. Fund For Growth seeks growth exceeding over 
         time the S&P 500 Index (Standard & Poor's Corporation Composite 
         Stock Price Index) performance. 

(bullet) Colonial-Keyport Strategic Income Fund seeks a high level of current 
         income, as is consistent with prudent risk and maximizing total 
         return, by diversifying investments primarily in U.S. and foreign 
         government and high yield, high risk corporate debt securities. The 
         Fund may invest a substantial portion of its assets in high yield, 
         high risk bonds (commonly referred to as "junk bonds") and therefore 
         may not be suitable for all investors. High risk, high yield bonds 
         are regarded as speculative as to payment of principal and interest. 
         Purchasers should carefully assess the risks associated with an 
         investment in the Fund. 

(bullet) Newport-Keyport Tiger Fund seeks long-term capital growth by 
         investing primarily in equity securities of companies located in the 
         four Tigers of Asia (Hong Kong, Singapore, South Korea and Taiwan) 
         and the other mini-Tigers of East Asia (Malaysia, Thailand, 
         Indonesia, China and the Philippines). 

There is no assurance that the objectives of the Funds will be realized. 

Other Funds may be added or deleted from time to time. 

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR 
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL 
OFFENSE. 

This Prospectus contains information about the Funds that a prospective 
investor should know before applying for certain variable annuity contracts 
and variable life insurance policies offered by separate accounts of 
insurance companies investing in the Trust. Please read it carefully and 
retain it for future reference. 

   
Additional facts about the Funds are included in a Statement of Additional 
Information dated May 1, 1996, incorporated herein by reference, which has 
been filed with the Securities and Exchange Commission. For a free copy write 
to Keyport Financial Services Corp. at 125 High Street, Boston, Massachusetts 
02110 or other broker-dealers offering the variable annuity contracts and 
variable life insurance policies of Participating Insurance Companies (as 
such term is defined in this Prospectus). 
    

   
SHARES OF THE TRUST ARE AVAILABLE AND ARE BEING MARKETED EXCLUSIVELY AS A POOLED
FUNDING VEHICLE FOR VARIABLE ANNUITY CONTRACTS ("VA CONTRACTS") AND VARIABLE
LIFE INSURANCE POLICIES ("VLI POLICIES") OF KEYPORT LIFE INSURANCE COMPANY, OF
INDEPENDENCE LIFE & ANNUITY COMPANY AND OF LIBERTY LIFE ASSURANCE COMPANY OF
BOSTON, OR OF OTHER PARTICIPATING INSURANCE COMPANIES.
    


THIS PROSPECTUS MUST BE ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE APPROPRIATE
VA CONTRACTS OR VLI POLICIES OF PARTICIPATING INSURANCE COMPANIES. BOTH
PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.

   
                  The date of this Prospectus is May 1, 1996 
    
                                       
<PAGE>
                               TABLE OF CONTENTS


                                                             Page 
                                                            ------- 
                                                         
THE TRUST                                                       3 

FINANCIAL HIGHLIGHTS                                            4 

THE FUNDS                                                       9 
 How the Funds Invest                                           9 
 Colonial-Keyport Growth and Income Fund                        9 
 Colonial-Keyport Utilities Fund                                9 
 Colonial-Keyport International Fund For Growth                10 
 Colonial-Keyport U.S. Fund For Growth                         10 
 Colonial-Keyport Strategic Income Fund                        10 
 Newport-Keyport Tiger Fund                                    11 

TRUST MANAGEMENT ORGANIZATIONS                                 11 
 The Trustees                                                  11 
 The Manager: Keyport Advisory Services Corp. 
   (KASC)                                                      11 
 Sub-Advisers: Colonial Management Associates, Inc. 
   (Colonial), Newport Fund Management, Inc. 
   (Newport) and State Street Bank and Trust 
   Company (State Street)                                      12 

TRUST SERVICE ORGANIZATIONS                                    13 
 Underwriter: Keyport Financial Services Corp. (KFSC)          13 
 Custodians: Boston Safe Deposit and Trust Company 
   and UMB, n.a.                                               13 
 Independent Accountants: Price Waterhouse LLP                 13 
OTHER CONSIDERATIONS                                           13 
 Expenses of the Funds                                         13 
 Purchases and Redemptions                                     14 
 Investment Return                                             14 
 Net Asset Value                                               14 
 Distributions                                                 14 
 Taxes                                                         15 
 Shareholder Communications                                    16 
 Organization, Meetings, and Voting Rights                     16 
 Additional Information                                        16 

OTHER INVESTMENT PRACTICES, RISK CONSIDERATIONS, AND 
  POLICIES OF THE FUNDS                                        16 
 Short-Term Trading                                            16 
 Cash Reserves and Repurchase Agreements                       17 
 Forward Commitments and When-Issued Securities; 
   Dollar Roll Transactions                                    17 
 Foreign Securities                                            17 
 Mortgage-Backed Securities                                    19 
 Collateralized Mortgage Obligations (CMOs) and  Real 
  Estate Mortgage Investment Conduits  (REMICs)                19 
 Zero-Coupon Bonds                                             19 
 High Yield, High Risk Bonds                                   20 
 Foreign Stock Index Futures                                   20 
 Writing and Purchasing Covered Put Options on 
   Securities                                                  20 
 Interest Rate Futures                                         20 
 Certain Policies to Reduce Risk                               20 

CHANGES TO INVESTMENT OBJECTIVES AND NON- FUNDAMENTAL 
  POLICIES                                                     21 

APPENDIX A: Description of Bond Ratings                       A-1 
APPENDIX B: C-K Strategic Income Fund -- Schedule of 
  Portfolio Asset Composition by Rating for 1995              B-1 


                                       
<PAGE>
                                    THE TRUST

   
The Trust is an open-end management investment company currently consisting of
six series: Colonial-Keyport Growth and Income Fund ("C-K Growth and Income
Fund"), Colonial- Keyport Utilities Fund ("C-K Utilities Fund"),
Colonial-Keyport International Fund For Growth ("C-K International Fund For
Growth"), Colonial-Keyport U.S. Fund For Growth ("C-K U.S. Fund For Growth"),
Colonial-Keyport Strategic Income Fund ("C-K Strategic Income Fund") and
Newport-Keyport Tiger Fund ("N-K Tiger Fund") (individually referred to as a
"Fund" or by the initials indicated, or collectively as the "Funds"). Each of
C-K Growth and Income Fund, C-K Utilities Fund, C-K U.S. Fund For Growth, C-K
Strategic Income Fund and N-K Tiger Fund is a diversified fund. C-K
International Fund For Growth is non-diversified and may invest more than 5% of
its total assets in the securities of a single issuer. This increases the risk
of loss compared to a diversified fund. The Trust issues shares of beneficial
interest in each Fund that represent interests in a separate portfolio of
securities and other assets. The Trust may add or delete Funds from time to
time.
    

   
The Trust is the funding vehicle for variable annuity contracts ("VA 
contracts") and variable life insurance policies ("VLI policies") offered by 
the separate accounts of life insurance companies ("Participating Insurance 
Companies"). The shares of the Funds currently are sold only to Keyport Life 
Insurance Company ("Keyport"), Independence Life & Annuity Company 
("Independence") and Liberty Life Assurance Company of Boston ("Liberty 
Life"). 
    

The Participating Insurance Companies and their separate accounts are the 
shareholders or investors ("shareholders") of the Funds. Owners of VA 
contracts and owners of VLI policies invest in sub-accounts of separate 
accounts of the Participating Insurance Companies that, in turn, invest in 
the Funds. 

The prospectuses of the separate accounts of the Participating Insurance 
Companies describe which Funds are available to the separate accounts 
offering the VA contracts and VLI policies. The Trust assumes no 
responsibility for those prospectuses. However, Keyport Advisory Services 
Corp. ("KASC") and the Board of Trustees of the Trust ("Board of Trustees") 
monitor events to identify any material conflicts that may arise between the 
interests of the Participating Insurance Companies or between the interests 
of owners of VA contracts and VLI policies. The Trust currently does not 
foresee any disadvantages to the owners of VA contracts and VLI policies 
arising from the fact that certain interests of the owners may differ. The 
Statement of Additional Information contains additional information regarding 
such differing interests and related risks. 

KASC provides investment management and advisory services to the Funds 
pursuant to its Management Agreements with the Trust. 

Colonial Management Associates, Inc. ("Colonial") provides sub-advisory 
services to each Fund (other than N-K Tiger Fund) pursuant to separate 
Sub-Advisory Agreements (the "Colonial Sub-Advisory Agreements") with each 
such Fund and KASC. 

Newport Fund Management, Inc. ("Newport") provides sub- advisory services to 
N-K Tiger Fund pursuant to a separate Sub- Advisory Agreement (the "Newport 
Sub-Advisory Agreement") with such Fund and KASC. 

   
In addition, in the case of C-K U.S. Fund For Growth, pursuant to a separate 
Sub-Advisory Agreement among the Fund, KASC, Colonial and State Street Global 
Advisors, a division of State Street Bank and Trust Company ("State Street"), 
Colonial has delegated portfolio management of the Fund to State Street. 
    

KASC has delegated various administrative matters to Colonial. Colonial also 
provides transfer agency and pricing and record keeping services to the 
Trust. Keyport Financial Services Corp. ("KFSC") serves as the principal 
underwriter of the Trust. 

   
KASC, Colonial, Newport, KFSC, Keyport and Independence are wholly-owned 
indirect subsidiaries of Liberty Financial Companies, Inc. ("LFC"). As of 
March 31, 1996, approximately 81.5% of the combined voting power of LFC's 
issued and outstanding voting stock was held, indirectly, by Liberty Mutual 
Insurance Company ("Liberty Mutual"). Liberty Life is a wholly- owned 
subsidiary of Liberty Mutual. 
    


                                      3 
<PAGE>
                              FINANCIAL HIGHLIGHTS
   
The tables below present certain financial information for each Fund in the
Trust for the period beginning with such Fund's commencement of operations (July
1, 1993 for each of C-K Growth and Income Fund and C-K Utilities Fund; May 2,
1994 for C-K International Fund For Growth; July 5, 1994 for each of C-K U.S.
Fund For Growth and C-K Strategic Income Fund; and May 1, 1995 for N-K Tiger
Fund) and ended December 31, 1995. The information has been audited and reported
on by the Trust's independent accountants, Price Waterhouse LLP, whose report
thereon appears in the Trust's annual report to shareholders for the fiscal year
ended December 31, 1995 (which may be obtained without charge from KFSC), and is
incorporated by reference into the Statement of Additional Information. The
Funds' total returns presented below do not reflect the cost of insurance and
other insurance company separate account charges which vary with the VA
contracts and VLI policies offered through the separate accounts of
Participating Insurance Companies.
    


   
                    Colonial-Keyport Growth and Income Fund
    
<TABLE>
<CAPTION>
   


                                                        Period Ended December 31, 
                                                     ------------------------------- 
                                                     1995(a)     1994      1993*** 
                                                      -------    -------   --------- 
                                                                 
Per share operating performance: 

<S>                                                   <C>        <C>          <C>    
Net asset value, beginning of period                  $10.03     $10.36       $10.00 
                                                       -----      -----      ------- 
Net investment income                                   0.29       0.26         0.09 
Net realized and unrealized gains (losses) on 
  investments and foreign currency transactions         2.72     (0.34)         0.41 
                                                       -----      -----      ------- 
Total from investment operations                        3.01     (0.08)         0.50 
                                                       -----      -----      ------- 
Less distributions from: 
 Dividends from net investment income                 (0.25)     (0.25)       (0.11) 
 Net realized gains on investments                    (0.19)        --        (0.03) 
                                                       -----      -----      ------- 
Total distributions                                   (0.44)     (0.25)       (0.14) 
                                                       -----      -----      ------- 
Net asset value, end of period                        $12.60     $10.03       $10.36 
                                                       =====      =====      ======= 
TOTAL RETURN: 
Total investment return (b)                           30.03%    (0.76)%   5.01%**(d) 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                      $71,070    $48,052      $29,298 
Ratio of net expenses to average net assets         0.81%(e)      0.87%    1.00%*(c) 
Ratio of net investment income to average net 
  assets                                            2.51%(e)      2.82%    2.32%*(d) 
Portfolio turnover ratio                                 79%        55%         8%** 
    
</TABLE>


   
* Annualized 
** Not Annualized 
***For the period from the commencement of operations (July 1, 1993) to 
December 31, 1993. 
    

   
(a) Per share data was calculated using average shares outstanding during the 
period. 
    

   
(b) Total return at net asset value assuming all distributions reinvested. 
    

   
(c) If the Fund had paid all of its expenses and there had been no 
    reimbursement from KASC, this ratio would have been 1.23% (annualized) 
    for the period ended December 31, 1993. 
    

   
(d) Computed giving effect to KASC's expense limitation undertaking. 
    

   
(e) The benefits derived from custody credits and directed brokerage 
arrangements had no impact. Prior years' ratios are net of benefits received, 
if any. 
    


                                      8 
<PAGE>
 
   
                        Colonial-Keyport Utilities Fund
    

<TABLE>
<CAPTION>
   

                                                           Period Ended December 31, 
                                                     ------------------------------------- 
                                                      1995(a)       1994        1993*** 
                                                      ---------    ---------   ----------- 
                                                                     
Per share operating performance:
 
<S>                                                      <C>          <C>           <C>    
Net asset value, beginning of period                     $8.11        $9.65         $10.00 
                                                       -------      -------      --------- 
Net investment income                                     0.46         0.54           0.18 
Net realized and unrealized gains (losses) on 
  investments                                             2.39       (1.53)         (0.35) 
                                                       -------      -------      --------- 
Total from investment operations                          2.85       (0.99)         (0.17) 
                                                       -------      -------      --------- 
Less distributions from: 
 Dividends from net investment income                   (0.46)       (0.55)         (0.18) 
                                                       -------      -------      --------- 
Net asset value, end of period                          $10.50        $8.11          $9.65 
                                                       =======      =======      ========= 
TOTAL RETURN: 
Total investment return (b)                             35.15%     (10.27)%   (1.70)%**(c) 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                        $51,597      $38,156        $54,441 
Ratio of net expenses to average net assets           0.83%(d)        0.86%      1.00%*(e) 
Ratio of net investment income to average net 
  assets                                              4.98%(d)        5.80%      5.10%*(c) 
Portfolio turnover ratio                                   18%          16%           2%** 

    
</TABLE>


   
* Annualized 
** Not Annualized 
***For the period from the commencement of operations (July 1, 1993) to 
December 31, 1993. 
    

   
(a) Per share data was calculated using average shares outstanding during the 
    period. 
    

   
(b) Total return at net asset value assuming all distributions reinvested. 
    

   
(c) Computed giving effect to KASC's expense limitation undertaking. 
    

   
(d) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior years' ratios are net of benefits 
    received, if any. 
    

   
(e) If the Fund had paid all of its expenses and there had been no 
    reimbursement from KASC, this ratio would have been 1.09% (annualized) 
    for the period ended December 31, 1993. 
    


                                      5 
<PAGE>
 
   
                 Colonial-Keyport International Fund For Growth
    
<TABLE>
<CAPTION>
   



                                                               Period Ended December 
                                                                        31, 
                                                              ------------------------ 
                                                               1995(a)      1994*** 
                                                               ---------   ----------- 
                                                                     
Per share operating performance: 

<S>                                                               <C>            <C>   
Net asset value, beginning of period                              $1.88          $2.00 
                                                                -------      --------- 
Net investment income                                              0.01            -- 
Net realized and unrealized gains (losses) on investments 
  and foreign currency transactions                                0.10         (0.12) 
                                                                -------      --------- 
Total from investment operations                                   0.11         (0.12) 
                                                                -------      --------- 
Less distributions from: 
   Dividends from net investment income                          (0.02)            -- 
Net asset value, end of period                                    $1.97          $1.88 
                                                                =======      ========= 
TOTAL RETURN: 
Total investment return (b)                                       5.85%      (6.00)%** 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                                 $22,764        $19,146 
Ratio of net expenses to average net assets                    1.40%(c)         1.74%* 
Ratio of net investment income to average net assets           0.75%(c)         0.13%* 
Portfolio turnover ratio                                            40%          31%** 
    
</TABLE>

   
  * Annualized 
 ** Not Annualized 
*** For the period from the commencement of operations (May 2, 1994) to 
December 31, 1994. 
    

   
(a) Per share data was calculated using average shares outstanding during the 
    period. 
    

   
(b) Total return at net asset value assuming all distributions reinvested. 
    

   
(c) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior years' ratios are net of benefits 
    received, if any. 
    


                                      6 
<PAGE>
 
   
                     Colonial-Keyport U.S. Fund For Growth
    
<TABLE>
<CAPTION>
   


                                                      Period Ended December 
                                                               31, 
                                                     ------------------------ 
                                                      1995(a)      1994*** 
                                                      ---------   ----------- 
                                                            
Per share operating performance: 

<S>                                                     <C>            <C>    
Net asset value, beginning of period                    $10.27         $10.00 
                                                       -------      --------- 
Net investment income                                     0.21           0.09 
Net realized and unrealized gains on investments          2.84           0.35 
                                                       -------      --------- 
Total from investment operations                          3.05           0.44 
                                                       -------      --------- 
Less distributions from: 
 Dividends from net investment income                   (0.16)         (0.11) 
 Net realized gains on investments                      (0.80)         (0.06) 
                                                       -------      --------- 
Total distributions                                     (0.96)         (0.17) 
                                                       -------      --------- 
Net asset value, end of period                          $12.36         $10.27 
                                                       =======      ========= 
TOTAL RETURN: 
Total investment return (b)(c)                          29.70%        4.40%** 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                        $43,017       $15,373 
Ratio of net expenses to average net assets (d)       1.00%(e)         1.00%* 
Ratio of net investment income to average net 
  assets (b)                                          1.72%(e)         2.16%* 
Portfolio turnover ratio                                  115%          52%** 
    
</TABLE>


   
* Annualized 
** Not Annualized 
*** For the period from the commencement of operations (July 5, 1994) to 
December 31, 1994. 
    

(a) Per share data was calculated using average shares outstanding during the 
    period. 

   
(b) Computed giving effect to KASC's expense limitation undertaking. 
    

   
(c) Total return at net asset value assuming all distributions reinvested. 
    

   
(d) If the Fund had paid all of its expenses and there had been no 
    reimbursement from KASC, these ratios would have been 1.07% and 1.64% 
    (annualized), respectively. 
    

   
(e) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior years' ratios are net of benefits 
    received, if any. 
    


                                      7 
<PAGE>
 
   
                     Colonial-Keyport Strategic Income Fund

    
<TABLE>
<CAPTION>
   


                                                                       Period Ended December 
                                                                                31, 
                                                                      ------------------------ 
                                                                       1995(a)      1994*** 
                                                                       ---------   ----------- 
                                                                             
Per share operating performance: 

<S>                                                                       <C>           <C>    
Net asset value, beginning of period                                      $9.79         $10.00 
                                                                        -------      --------- 
Net investment income                                                      0.55           0.30 
Net realized and unrealized gains (losses) on investments and 
  foreign currency transactions                                            1.24         (0.19) 
                                                                        -------      --------- 
Total from investment operations                                           1.79           0.11 
                                                                        -------      --------- 
Less distributions from: 
 Dividends from net investment income                                    (0.56)         (0.31) 
 Net realized gains on investments                                       (0.03)         (0.01) 
                                                                        -------      --------- 
Total distributions                                                      (0.59)         (0.32) 
                                                                        -------      --------- 
Net asset value, end of period                                           $10.99          $9.79 
                                                                        =======      ========= 
TOTAL RETURN: 
Total investment return (b) (c)                                          18.30%        1.10%** 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                                         $48,334        $13,342 
Ratio of net expenses to average net assets (e)                        0.84%(d)         1.00%* 
Ratio of net investment income to average net assets (c)               8.08%(d)         7.33%* 
Portfolio turnover ratio                                                   281%          94%** 

    
</TABLE>


   
* Annualized 
** Not Annualized 
*** For the period from the commencement of operations (July 5, 1994) to 
December 31, 1994. 
    

   
(a) Per share data was calculated using average shares outstanding during the 
    period. 
    

   
(b) Total return at net asset value assuming all distributions reinvested. 
    

   
(c) Computed giving effect to KASC's expense limitation undertaking. 
    

   
(d) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior years' ratios are net of benefits 
    received, if any. 
    

   
(e) If the Fund had paid all of its expenses and there had been no 
    reimbursement from KASC, these ratios would have been 0.94% and 1.60% 
    (annualized), respectively. 
    

   
                        Newport-Keyport Tiger Fund (a) 
    
<TABLE>
<CAPTION>
   


                                                            Period Ended 
                                                            December 31, 
                                                               1995** 
                                                         ----------------- 
                                                      
Per share operating performance: 

<S>                                                                   <C>   
Net asset value, beginning of period                                  $2.00 
                                                            --------------- 
Net investment income                                                  0.01 

Net realized and unrealized gains on investments and 
  foreign currency transactions                                       0.29 
                                                            --------------- 
Total from investment operations                                      0.30 
                                                            --------------- 
Less distributions from: 
 Dividends from net investment income                                (0.01) 
 In excess of net investment income                                  (0.01) 
                                                            --------------- 
Total distributions                                                  (0.02) 
                                                            --------------- 
Net asset value, end of period                                        $2.28 
                                                            =============== 
TOTAL RETURN: 
Total investment return (b)                                       15.00%*** 
RATIOS/SUPPLEMENTAL DATA: 
Net assets, end of period (000)                                    $18,977 
Ratio of net expenses to average net assets                       1.79%*(c) 
Ratio of net investment income to average net assets              0.89%*(c) 
Portfolio turnover ratio                                                12% 
    
</TABLE>

   
* Annualized 
** For the period from the commencement of operations (May 1, 1995) to 
December 31, 1995. 
*** Not Annualized 
    

   
(a) Per share data was calculated using average shares outstanding during the 
    period. 
    

   
(b) Total return at net asset value assuming all distributions reinvested. 
    

   
(c) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. 
    

                                      8 
<PAGE>

 
   
Further information about the performance of the Funds is contained in the
Trust's annual report to shareholders for the period ended December 31, 1995,
which may be obtained without charge from KFSC.
    

                                   THE FUNDS

                             How The Funds Invest 

All investments, including mutual funds, have risks, and no one mutual fund 
is suitable for all investors. No one Fund by itself constitutes a complete 
investment program. The net asset value of the shares of the Funds will vary 
with market conditions and there can be no guarantee that any Fund will 
achieve its investment objective. 

Each Fund and its investment objectives and policies are described below. 
Certain additional investment policies and techniques common to some or all 
of the Funds are described under "OTHER INVESTMENT PRACTICES, RISK 
CONSIDERATIONS, AND POLICIES OF THE FUNDS" below. 

   
More information about the portfolio securities in which the Funds invest, 
including certain risks and investment limitations, is provided in the 
Statement of Additional Information. 
    

                    Colonial-Keyport Growth and Income Fund
   
Investment Objective. The Fund seeks primarily income and long-term capital
growth and, secondarily, preservation of capital.
    

Investment Program. The Fund may invest without limit in U.S. and foreign 
common stocks that, when purchased, meet quantitative standards that, in 
Colonial's judgment, indicate above average financial soundness and high 
intrinsic value relative to price. The issuer of any common stock the Fund 
purchases must have, when purchased, consolidated net worth in excess of 
total consolidated debt, except for banking institutions and electric 
utilities, whose consolidated net worth must exceed 35% of total 
capitalization. 

When purchased, each common stock must also meet one of the following 
criteria: 

1. Earnings yield equals or exceeds the prevailing average yield to maturity 
   of the five most recently issued, actively traded long-term U.S. 
   Government bonds; 

2. Dividend yield equals or exceeds 66% of the prevailing average yield to 
   maturity of the five most recently issued, actively traded long-term U.S. 
   Government bonds; or 

3. Per share going-concern value (as estimated by Colonial) exceeds book 
   value and market value. No purchases will be made based on this criterion 
   if at the time more than 25% of the Fund's total market value of common 
   stocks was purchased on this criterion. 

Notwithstanding the foregoing, up to 5% of the Fund's net assets may be 
invested in common stocks without regard to the quantitative standards in 
clauses 1 through 3 above pertaining to consolidated net worth, earnings 
yield, dividend yield and estimated going-concern value. 

The Fund may also invest in debt securities, but currently intends to limit 
those investments to U.S. Government and agency obligations (except for 
temporary or defensive investments). The market value of debt securities will 
fluctuate with changing interest rates which could affect the value of Fund 
shares. 

The portion of total assets invested in common stocks and debt securities 
will vary based on the availability of common stocks meeting the foregoing 
criteria and Colonial's judgment of the investment merit of common stocks 
relative to debt securities. 

   
The Fund may invest without limit in securities traded outside of the U.S. 
and may purchase foreign currencies on a spot or forward basis in conjunction 
with its investments in foreign securities and to hedge against fluctuations 
in foreign currencies. The Fund may also invest in money market instruments 
including repurchase agreements ("REPOs") collateralized by U.S. Government 
Securities. 
    

                        Colonial-Keyport Utilities Fund

Investment Objective. The Fund seeks primarily current income and, secondarily,
long-term capital growth.

Investment Program. The Fund normally invests at least 65% of its total assets
in common and preferred equity securities of utility companies.

   
The Fund will normally invest substantially all of its total assets in the 
equity securities (preferred and common stocks) of utility companies 
(including the manufacturing, production, generation, transmission, and sale 
of electricity and natural gas, water or other sanitation services, 
telephone, telegraph, satellite, microwave or other communication services to 
the public), except temporarily for defensive purposes. The market price and 
dividends of securities in the utilities industry may be adversely affected 
by fluctuating economic conditions, fuel availability and cost, energy 
conservation, competition (particularly as a result of deregulation) and, 
while relative to the utilities in general, particularly to nuclear 
facilities: environmental regulations, shortened economic life, and untimely 
or inadequate rate adjustments by regulatory commissions. 
    


                                      9 
<PAGE>
 
                 Colonial-Keyport International Fund For Growth

Investment Objective. The Fund seeks long-term capital growth by investing
primarily in non-U.S. equity securities.

Investment Program. The Fund normally invests at least 65% of its assets in 
equity securities, consisting of common and preferred stock, warrants to 
purchase such stock, and convertible debt, of issuers in at least three 
countries other than the U.S. The Fund may also invest up to 35% of its 
assets in high quality foreign government debt securities. The value of debt 
securities usually fluctuates inversely to changes in interest rates. The 
Fund may invest in both exchange and over-the-counter traded securities. 

The Fund is non-diversified and may invest more than 5% of its total assets 
in the securities of a single issuer, increasing the risk of loss compared to 
a diversified fund. 

The Fund may invest up to 10% of its total assets in closed-end investment 
companies commonly referred to as "country funds." Such investments will 
involve the payment of duplicative fees through the indirect payment of a 
portion of the expenses, including advisory fees, of such other investment 
companies. 

The Fund may invest in smaller, less well established companies which may 
offer greater opportunities for capital appreciation than larger, better 
established companies. These stocks may also involve certain special risks 
related to limited product lines, markets or financial resources and 
dependence on a small management group. Their securities may trade less 
frequently, in smaller volumes and fluctuate more sharply in value than 
exchange listed securities of larger companies. 

For a discussion of certain special risks and other considerations pertaining 
to investments in foreign securities applicable to the Fund, see "OTHER 
INVESTMENT PRACTICES, RISK CONSIDERATIONS, AND POLICIES OF THE FUNDS: Foreign 
Securities;" and "Foreign Stock Index Futures." 

                     Colonial-Keyport U.S. Fund For Growth

Investment Objective. The Fund seeks growth over time exceeding the S&P 500
Index's performance.

   
Investment Program. The Fund normally invests at least 65% of its total 
assets in U.S. common stocks that State Street believes have superior growth 
and value characteristics selected from a universe which meets certain 
guidelines for liquidity and investment information. To select securities, 
State Street uses quantitative standards, designed to identify above average 
intrinsic value relative to price and favorable earnings trends. The State 
Street Bank Stock Universe consists of approximately 1,000 securities that 
State Street believes have the highest capitalization and liquidity and are 
followed by most analysts in the U.S. The Fund intends to invest in 
approximately 100 of the securities in the State Street Bank Stock Universe 
ranked highest by State Street based on its evaluation of (i) "Value" 
criteria and (ii) the momentum of "Sentiment" of Wall Street analysts' 
earnings estimates. State Street compiles its "Value" rankings based upon 
comparisons of an issuer's assets, projected earnings and projected growth of 
income and cash flow. State Street compiles its "Sentiment" rankings based 
upon the strength and consistency of changes in Wall Street analysts' 
earnings estimates. 
    

The S&P 500 Index is a market-value weighted index of 500 common stocks 
publicly traded in the open stock market chosen on the basis of market value 
and industry diversification. Standard & Poor's Corporation ("S&P") and the 
S&P 500 Index are not affiliated with nor do they sponsor nor recommend the 
Fund or the Trust. 

The Fund will not concentrate more than 25% of its total assets in any one 
industry. The Fund's investments are not limited to securities in the S&P 500 
Index and will not precisely match the composition of the S&P 500 Index, but 
may be managed to correlate with the sectors, capitalization and volatility 
of the S&P 500 Index. 

   
Portfolio securities may be sold without regard to time held (subject to 
certain limitations imposed by the Code), causing a portfolio turnover rate 
substantially higher than that of most funds, resulting in higher brokerage 
commissions and custodian fees. 
    

Generally the Fund will maintain less than 5% of total assets in cash 
equivalents to meet current cash flow needs. The Fund may also invest 
temporarily available cash in money market investment companies, subject to 
the limits of the Investment Company Act of 1940. This will involve the 
indirect payment of a portion of the expenses, including advisory fees, of 
such investment companies. 

The Fund may lend securities to certain institutions (that State Street 
considers qualified) to increase income. The loans will not exceed 33% of 
total assets. Securities lending involves the risk of loss to the Fund if the 
borrower defaults. 

                     Colonial-Keyport Strategic Income Fund

Investment Objectives. The Fund seeks a high level of current income, as is
consistent with prudent risk and maximizing total return, by diversifying
investments primarily in U.S. and foreign government and high yield, high 15
risk corporate debt securities.

Investment Program. The Fund will seek to achieve its objectives by investing 
its assets in each of the following sectors of the debt securities markets: 
(i) U.S. Government Securities; (ii) debt securities issued by foreign 
governments and their political subdivisions; and (iii) high yield, high risk 
securities, some of which may involve equity features. The Fund may invest in 
debt securities of any maturity. The allocation of investments among these 
types of securities at any given time is based on Colonial's estimate of 
expected performance and risk of each 

                                      10 
<PAGE>
 
   
type of investment. The value of debt securities (and thus of Fund shares) 
usually will fluctuate inversely to changes in interest rates. 
    

   
The U.S. Government Securities in which the Fund invests include (1) U.S. 
Treasury obligations; (2) obligations issued or guaranteed by U.S. Government 
agencies and instrumentalities ("Agencies") which are supported by (a) the 
full faith and credit of the U.S. Government, (b) the right of the issuer or 
guarantor to borrow an amount limited to a line of credit with the U.S. 
Treasury, (c) discretionary power of the U.S. Government to purchase 
obligations of the Agencies, or (d) the credit of the Agencies; (3) real 
estate mortgage investment conduits ("REMICs"), and collateralized mortgage 
obligations ("CMOs"), including privately-issued asset-backed securities and 
privately-issued mortgage-backed securities guaranteed by an Agency; (4) 
"when-issued" commitments relating to the foregoing; and (5) certain high 
quality U.S. Government money market instruments, including REPOs 
collateralized by U.S. Government Securities. The Fund may invest in U.S. 
Government Securities of any maturity and in zero coupon securities. The Fund 
also may invest in certificates representing undivided interests in the 
interest or principal of mortgage-backed securities (interest only/principal 
only), which tend to be more volatile than other types of securities. See 
"OTHER INVESTMENT PRACTICES, RISK CONSIDERATIONS AND POLICIES OF THE FUNDS: 
Mortgage-Backed Securities." 
    

The Fund may invest any portion of its assets in securities issued or 
guaranteed by foreign governments. For a discussion of certain special risks 
and other considerations pertaining to investments in foreign securities 
applicable to the Fund, see "OTHER INVESTMENT PRACTICES, RISK CONSIDERATIONS 
AND POLICIES OF THE FUNDS: Foreign Securities." 

   
The Fund may purchase high yield, high risk bonds (commonly referred to as 
junk bonds), including bonds in the lowest rating categories (C for Moody's 
Investors Services, Inc. ("Moody's") and D for S&P) and unrated bonds. The 
lowest rating categories include bonds which are in default. Because these 
securities are regarded as predominantly speculative as to payment of 
principal and interest, the Fund will not purchase the debt securities of a 
single issuer rated by Ca by Moody's or CC by S&P or lower or comparable 
unrated securities, if as a result holdings of that issuer exceed 0.5% of the 
Fund's net assets. High yield, high risk bonds are those rated lower than Baa 
by Moody's or BBB by S&P, or comparable unrated securities. For a discussion 
of certain risks and other considerations pertaining to investments in high 
yield bonds, see "OTHER INVESTMENT PRACTICES, RISK CONSIDERATIONS AND 
POLICIES OF THE FUNDS: High Yield, High Risk Bonds." Appendix A to this 
Prospectus provides a description of bond ratings. 
    

                           Newport-Keyport Tiger Fund

Investment Objective. The Fund seeks long-term capital growth.

   
Investment Program. The Fund invests primarily in equity securities of 
companies located in the four Tigers of East Asia (Hong Kong, Singapore, 
South Korea and Taiwan), and the other mini-Tigers of East Asia (Malaysia, 
Thailand, Indonesia, China and the Philippines). These nine countries are 
referenced to herein as the "Tiger countries." Normally, the Fund will seek 
to be fully invested in securities of companies located in the Tiger 
countries. 
    

   
Equity securities in which the Fund invests include common and preferred 
stock, warrants (rights) to purchase stock, debt securities convertible into 
stock, and shares of closed-end investment companies that invest primarily in 
the foregoing securities. 
    

The Fund may invest up to 10% of its total assets in closed-end investment 
companies commonly referred to as "country funds." Such investments will 
involve the payment of duplicative fees through the indirect payment of a 
portion of the expenses, including advisory fees, of such other investment 
companies. 

For a discussion of certain special risks and other considerations pertaining 
to investments in foreign securities applicable to the Fund, see "OTHER 
INVESTMENT PRACTICES, RISK CONSIDERATIONS, AND POLICIES OF THE FUNDS: Foreign 
Securities." Such special risks are particularly relevant to investments in 
equity securities issued by companies located in the Tiger countries. 

                         TRUST MANAGEMENT ORGANIZATION

                                 The Trustees 

The business of the Trust and the Funds is supervised by the Trust's Board of 
Trustees. The Statement of Additional Informa- tion contains the names of and 
biographical information on the Trustees. 

              The Manager: Keyport Advisory Services Corp. (KASC)

KASC, 125 High Street, Boston Massachusetts 02110, is the manager of the Trust.
KASC was incorporated on January 8, 1993 under the laws of the Commonwealth of
Massachusetts.

   
In accordance with its Management Agreements with the Trust, KASC designs and 
supervises a continuous investment program for the Trust, evaluates, 
recommends, and monitors Colonial's, Newport's and State Street's 
performance, investment programs, and compliance with applicable laws and 
regulations, and recommends to the Board of Trustees whether Colonial's, 
Newport's, and State Street's respective contracts should be continued or 
    


                                      11 
<PAGE>
 
modified and whether a new sub-adviser or multiple sub-advisers should be 
added or deleted. KASC is also responsible for administering the Trust's 
operations, including the provision of office space and equipment in 
connection with the maintenance of the Trust's headquarters, preparation and 
filing of required reports, arrangements for Trustees' and shareholders' 
meetings, maintenance of the Trust's corporate books and records, 
communications with shareholders, and oversight of custodial, accounting and 
other services provided to the Funds by others. In accordance with its 
Management Agreements with the Trust, KASC may, at its own expense, delegate 
the performance of certain of its administrative responsibilities to its 
affiliate LFC, or any of LFC's majority- owned subsidiaries. KASC has 
delegated its administrative responsibilities to Colonial in accordance with 
this authority. KASC, or its affiliates, pay all compensation of the Trust's 
directors and officers who are employees of KASC or its affiliates. 

The Trust may add funds that utilize the investment advisory services of more 
than one portfolio adviser, whereby each portfolio adviser is responsible for 
specified portions of the Funds' investments. KASC will be responsible for 
the selection and supervision of such advisers and the allocation of the 
portions of the assets among such advisers. 

The Trust pays KASC management fees, accrued daily and paid monthly, at the 
following maximum annual rates of the average daily net assets of the 
specified Fund. 



                                  
C-K Growth and Income Fund           0.65% 
C-K Utilities Fund                   0.65% 
C-K International Fund For 
  Growth                             0.90% 
C-K U.S. Fund For Growth             0.80% 
C-K Strategic Income Fund            0.65% 
N-K Tiger Fund                       0.90% 


   
The fee for the C-K U.S. Fund For Growth is higher than most management fees 
for funds with comparable investment objectives. 
    


   
        Sub-Advisers: Colonial Management Associates, Inc. (Colonial), 
                 Newport Fund Management, Inc. (Newport) and 
              State Street Bank and Trust Company (State Street) 
    

Colonial 

   
Colonial, an investment adviser since 1931, is the Sub-Adviser of each of the 
current Funds (other than N-K Tiger Fund). Colonial, whose principal business 
address is One Financial Center, Boston, Massachusetts, 02111, is an indirect 
wholly owned subsidiary of LFC. 
    

   
KASC, out of the management fees it receives from the Trust, pays Colonial 
sub-advisory fees at the following annual rates of the average daily net 
assets of the specified Fund: 
    

   
  C-K Growth and Income Fund 0.45%   
  C-K Utilities Fund 0.45% 
  C-K International Fund For Growth 0.70%   
  C-K U.S. Fund For Growth 0.60% 
  C-K Strategic Income Fund 0.45% 
    

   
Under the Colonial Sub-Advisory Agreements, Colonial manages the assets of 
the respective Funds in accordance with their investment objectives, 
investment programs, policies, and restrictions under the supervision of KASC 
and the Board of Trustees. Colonial determines which securities and other 
instruments are purchased and sold for each Fund and obtains and evaluates 
certain financial data relevant to each Fund, which it provides to KASC, 
except that Colonial has delegated portfolio management of the C-K U.S. Fund 
For Growth to State Street. Colonial also provides transfer agency and 
certain pricing and record keeping services for the Funds under separate 
agreements. 
    

   
Mr. Daniel Rie, Senior Vice President, Colonial, and director of Colonial's 
Equity Group, manages the C-K Growth and Income Fund. Mr. Rie manages The 
Colonial Fund, and has managed or co-managed various other Colonial equity 
funds since 1986. 
    

   
John E. Lennon and James P. Haynie co-manage the C-K Utilities Fund. Mr. 
Lennon has been a Vice President of Colonial since 1983 and has managed 
Colonial Utilities Fund since 1984 and various other Colonial Funds since 
1982. Mr. Haynie, a Vice President of Colonial, has managed various other 
Colonial equity funds since 1993. Prior to joining Colonial in 1993, Mr. 
Haynie was a Vice President at Massachusetts Financial Services Company and a 
Portfolio Manager at Trinity Investment Management. 
    

   
Carl C. Ericson manages the C-K Strategic Income Fund. Mr. Ericson, a Senior 
Vice President of Colonial and director of Colonial's Taxable Fixed Income 
Group, has managed the Colonial Strategic Income Fund since 1991 and various 
other Colonial taxable income funds since 1985. 
    

   
Bruno Bertocci and David Harris, each of whom is jointly employed by Colonial 
and Stein Roe & Farnham Incorporated (Stein Roe), an indirect wholly owned 
subsidiary of LFC, have co-managed the C-K International Fund For Growth 
since January 1, 1996. Prior to joining Stein Roe in May, 1995, each of 
Messrs. Bertocci and Harris was employed by Rockefeller & Co., Inc., Mr. 
Bertocci as a Managing Director and Mr. Harris as a Portfolio Manager. 19 
<PAGE>
 
    
   
Colonial utilizes the trading facilities of Stein Roe to place all orders for 
the purchase and sale of portfolio securities, futures contracts and foreign 
currencies for the C-K International Fund For Growth. In selecting 
broker-dealers, Colonial may direct Stein Roe to consider research and 
brokerage services furnished to Colonial. 
    

Newport 

   
Newport is the Sub-Advisor of the N-K Tiger Fund. Newport, whose principal 
address is 580 California Street, Suite 1960, San Francisco, California 
94104, is an indirect wholly owned subsidiary of LFC. 
    

KASC, out of the management fees it receives from the Trust, pays Newport a 
sub-advisory fee at the annual rate of 0.70% of the average daily net assets 
of the N-K Tiger Fund. 

                                      12 
<PAGE>
 
   
Under the Newport Sub-Advisory Agreement, Newport manages the assets of the 
Fund in accordance with its investment objective, its investment program, 
policies, and restrictions under the supervision of KASC and the Board of 
Trustees. Newport determines which securities and other instruments are 
purchased and sold for the Fund and obtains and evaluates certain financial 
data relevant to the Fund, which it provides to KASC. 
    

   
John M. Mussey and Thomas R. Tuttle, President and Managing Director, 
respectively, of Newport, co-manage the Fund. Mr. Mussey has managed the 
Colonial Newport Tiger Fund since 1989. (The Colonial Newport Tiger Fund is 
the successor by merger to the Newport Tiger Fund, which commenced operations 
in 1989). Mr. Tuttle has co-managed the Colonial Newport Tiger Fund since 
November, 1995. Messrs. Mussey and Tuttle have been officers of Newport since 
1984. 
    

                                  State Street
   
Colonial has delegated portfolio management of the C-K U.S. Fund For Growth to
State Street. State Street is the largest provider of securities processing and
recordkeeping services for U.S. mutual funds and pension funds. State Street is
a wholly- owned subsidiary of State Street Boston Corporation, a publicly held
bank holding company. State Street Global Advisors (formerly State Street Asset
Management), a division of the bank established in 1978, specializes in
quantitative investment products and is the largest U.S. Manager of
international pension assets. State Street Global Advisors, with over $194
billion under management as of December 31, 1995, provides complete global
investment management services.
    

   
State Street, subject to the supervision of the Trustees, KASC and Colonial, 
directs the investment of C-K U. S. Fund For Growth in accordance with the 
Fund's investment objective, policies and restrictions. For these services, 
Colonial pays State Street a monthly fee at the annual rate of (i) 0.40% of 
the first $200 million of average daily net assets of the Fund and (ii) 0.35% 
of average daily net assets in excess of $200 million out of Colonial's own 
sub-advisory fee. 
    

Jeffrey P. Adams, Assistant Vice President of State Street is primarily 
responsible for the day-to-day management and investment decisions for the 
Fund and is supported by a group of other investment professionals that 
assist in the management of the Fund. Mr. Adams joined State Street in 1989. 

                           TRUST SERVICE ORGANIZATION
   
             Underwriter: Keyport Financial Services Corp. (KFSC) 
    

KFSC, 125 High Street, Boston, Massachusetts 02110, serves as principal 
underwriter for the Trust pursuant to an Underwriting Agreement. KFSC is 
registered as a broker-dealer under the Securities Exchange Act of 1934 and 
is a member of the National Association of Securities Dealers, Inc. 


   
         Custodian: Boston Safe Deposit and Trust Company and UMB, n.a.

Boston Safe Deposit and Trust Company, One Boston Place, Boston, Massachusetts
02109, is the custodian for each of the Funds other than the N-K Tiger Fund.
UMB, n.a., 928 Grand Ave., Kansas City, Missouri 64141, is the custodian for the
N-K Tiger Fund. Foreign securities are maintained in the custody of foreign
branches of U.S. banks, foreign banks and foreign trust companies that are
members of such banks' respective global custody networks or foreign
depositories used by such members.
    

   
                Independent Accountants: Price Waterhouse LLP 
    

   
Price Waterhouse LLP, 160 Federal Street, Boston, Massachusetts 02110 are the 
Trust's independent accountants. 
    

                              OTHER CONSIDERATIONS

                              Expenses of the Funds

   
The Funds generally will pay all their expenses, other than those borne by 
KASC, Colonial, Newport and State Street. KASC has agreed to reimburse all 
expenses, including management fees, but excluding interest, taxes, 
brokerage, and other expenses which are capitalized in accordance with 
accepted accounting procedures, and extraordinary expenses, incurred by (i) 
C-K Growth and Income Fund, C-K Utilities Fund and C-K U.S. Fund For Growth 
in excess of 1.00% of average net asset value per annum, (ii) each of C-K 
International Fund For Growth and N-K Tiger Fund in excess of 1.75% of 
average net asset value per annum and (iii) C-K Strategic Income Fund in 
excess of 0.80% of average net asset value per annum, in each case for the 
period beginning May 1, 1996 until April 30, 1997. 
    

   
The expenses payable by the Funds include, among other things, the management 
fees payable to KASC, described above; fees for services of independent 
accountants; consultant fees; legal fees; transfer agent, custodian and 
portfolio record keeping and tax information services; fees for pricing and 
recordkeeping services, and of equipment for communication 
    


                                      13 
<PAGE>
 
   
among the Funds' custodian, KASC, Colonial, Newport, State Street and others; 
taxes and the preparation of the Funds' tax returns; brokerage fees and 
commissions; interest; costs of Board of Trustees and shareholder meetings; 
updates and printing of prospectuses and reports to shareholders; fees for 
filing reports with regulatory bodies and the maintenance of the Trust's 
existence; membership dues for industry trade associations; fees to federal 
authorities for the registration of the shares of the Funds; fees and 
expenses of Trustees who are not directors, officers, employees or 
stockholders of KASC, Colonial, Newport, State Street or their affiliates; 
insurance and fidelity bond premiums; and other extraordinary expenses of a 
non-recurring nature. 
    

   
It is the policy of the Trust that expenses directly charged or attributable 
to any particular Fund will be paid from the assets of that Fund. General 
expenses of the Trust will be allocated among and charged to the assets of 
each of the Funds on a basis that the Board of Trustees deems fair and 
equitable, which may be based on the relative assets of each Fund or the 
nature of the services performed and their relative applicability to each 
Fund. 
    

                            Purchase and Redemptions
   
The Participating Insurance Companies place daily orders to purchase and redeem
shares of each Fund based on, among other things, the net amount of purchase
payments to be invested and surrender and transfer requests to be effected on
that day pursuant to the VA contracts and VLI policies, including deductions for
fees and charges by the applicable insurance company separate account. The Trust
continuously offers and redeems shares at net asset value without the addition
of any selling commission, sales load or redemption charge. Shares are sold and
redeemed at their net asset value as next determined after receipt of purchase
payments or redemption requests, respectively, by the separate accounts.
Similarly, shares are sold or redeemed as a result of such other transactions
under the VA contracts and VLI policies at the net asset value computed for the
day on which such transactions are effected by the separate accounts. The right
of redemption may be suspended or payments postponed whenever permitted by
applicable law and regulations.
    

                               Investment Return
   
The total return from an investment in a Fund is measured by the distributions
received (assuming reinvestment of all distributions) plus or minus the change
in the net asset value per share for a given period. A total return percentage
is calculated by first dividing the value of a share at the end of the period
(including reinvestment of distributions) by the value of the share at the
beginning of the period and then subtracting 1.0. A Fund's average annual total
return is determined by computing the annual percentage change in value of a
$1.00 investment in such Fund for a specified period, assuming reinvestment of
all dividends and distributions.
    

Performance information describes a Fund's performance for the period shown 
and does not predict future performance. Comparison of a Fund's yield or 
total return with those of alternative investments should consider 
differences between the Fund and the alternative investments. A Fund's 
investment performance figures do not reflect the cost of insurance and the 
separate account fees and charges which vary with the VA contracts and VLI 
policies offered through the separate accounts of the Participating Insurance 
Companies, and which will decrease the return realized by a contract or 
policyholder. 

                                Net Asset Value

   
The initial net asset value of each Fund (other than C-K International Fund For
Growth and N-K Tiger Fund) at the commencement of operations was established at
$10.00. The initial net asset value of each of C-K International Fund For Growth
and N-K Tiger Fund was established at $2.00. The net asset value per share of
each Fund is determined as of the close of regular trading on the New York Stock
Exchange ("NYSE") (currently 4:00 p.m., New York time). Net asset value per
share is calculated for each Fund by dividing the current market value of total
portfolio assets, less all liabilities (including accrued expenses), by the
total number of shares outstanding. Net asset value is determined on each day
when the NYSE is open, except on such days in which no order to purchase or
redeem shares is received. The NYSE is scheduled to be open Monday through
Friday throughout the year except for certain federal and other holidays.
    

All assets denominated in foreign currencies are converted to U.S. dollars. 
The books and records of the Trust are recorded in U.S. dollars. 

   
Fund securities are valued based on market quotations or, if such quotations 
are not available, at fair market value determined in good faith under 
procedures established by the Board of Trustees. Investments maturing in 60 
days or less are valued at amortized cost. 
    

                                 Distributions
 
Each Fund intends to declare and distribute, as dividends or capital gains
distributions, at least annually, substantially all of its net investment income
and net profits realized from the sale of portfolio securities, if any, to its
shareholders (Participating Insurance Companies' separate accounts). The net
investment income of each Fund consists of all dividends or interest 

                                       14
<PAGE>
 

received by such Fund, less estimated expenses (including the advisory and
administrative fees). Income dividends will be declared and distributed annually
in the case of each Fund. All net short-term and long-term capital gains of each
Fund, net of carry-forward losses, if any, realized during the fiscal year, are
declared and distributed periodically, no less frequently than annually. All
dividends and distributions are reinvested in additional shares of the Fund at
net asset value, as of the record date for the distributions.

                                     Taxes
   
Each Fund intends to elect to be treated and to qualify as a "regulated
investment company" under Subchapter M of the Code. As a result of such
election, for any tax year in which a Fund meets the investment limitations and
the distribution, diversification and other requirements referred to below, to
the extent a Fund distributes its taxable net investment income and its net
realized long-term and short-term capital gains, that Fund will not be subject
to federal income tax, and the income of the Fund will be treated as the income
of its shareholders. Under current law, since the shareholders are life
insurance company "segregated asset accounts," they will not be subject to
income tax currently on this income to the extent such income is applied to
increase the values of VA contracts and VLI policies.
    

Among the conditions for qualification and avoidance of taxation at the Trust 
level, Subchapter M imposes investment limitations, distribution 
requirements, and requirements relating to the diversification of 
investments. The requirements of Subchapter M may affect the investments made 
by each Fund. Any of the applicable diversification requirements could 
require a sale of assets of a Fund that would affect the net asset value of 
the Fund. 

   
In addition, the Tax Reform Act of 1986 made certain changes to the tax 
treatment of regulated investment companies, including the imposition of a 
nondeductible 4% excise tax on certain undistributed amounts. To avoid this 
tax, each Fund must declare and distribute to its shareholders by the end of 
each calendar year at least 98% of ordinary income earned during that 
calendar year and at least 98% of capital gain net income, net of 
carry-forward losses, if any, realized for the twelve-month period ending 
October 31 of that year, plus any remaining undistributed income from the 
prior year. 
    

Pursuant to the requirements of Section 817(h) of the Code, the only 
shareholders of the Trust and its Funds will be Participating Insurance 
Companies and their separate accounts that fund VA contracts, VLI policies 
and other variable insurance contracts and retirement plans. The prospectus 
that describes a particular VA contract or VLI policy discusses the taxation 
of both separate accounts and the owner of such contract or policy. 

Each Fund intends to comply with the requirements of Section 817(h) of the 
Code and the related regulations issued thereunder by the Treasury 
Department. These provisions impose certain diversification requirements 
affecting the securities in which the Funds may invest and other limitations. 
The diversification requirements of Section 817(h) of the Code are in 
addition to the diversification requirements under Subchapter M and the 
Investment Company Act of 1940. The consequences of failure to meet the 
requirements of Section 817(h) could result in taxation of the Participating 
Insurance Company offering the VA contracts and VLI policies and immediate 
taxation of all owners of the contracts and policies to the extent of 
appreciation on investment under the contracts. The Trust believes it is in 
compliance with these requirements. 

The Secretary of the Treasury may issue additional rulings or regulations 
that will prescribe the circumstances in which a variable insurance contract 
owner's control of the investments of a segregated asset account may cause 
such owner, rather than the insurance company, to be treated as an owner of 
the assets of a segregated asset account. It is expected that such 
regulations would have prospective application. However, if a ruling or 
regulation were not considered to set forth a new position, the ruling or 
regulation could have retroactive effect. 

The Trust therefore may find it necessary, and reserves the right to take 
action to assure, that a VA contract or VLI policy continues to qualify as an 
annuity or insurance contract under federal tax laws. The Trust, for example, 
may be required to alter the investment objectives of any Fund or substitute 
the shares of one Fund for those of another. No such change of investment 
objectives or substitution of securities will take place without notice to 
the contract and policy owners with interests invested in the affected Fund 
and without prior approval of the Securities and Exchange Commission, or the 
approval of a majority of such owners, to the extent legally required. 

To the extent a Fund invests in foreign securities, investment income 
received by the Fund from sources within foreign countries may be subject to 
foreign income taxes withheld at the source. The United States has entered 
into tax treaties with many foreign countries which entitle a Fund to a 
reduced tax or exemption from tax on such income. 

Gains and losses from foreign currency dispositions, foreign- currency 
denominated debt securities and payables or receivables, and foreign currency 
forward contracts are subject to special tax rules that generally cause them 
to be recharacterized as ordinary income and losses, and may affect the 23 
<PAGE>
 
timing and amount of the Fund's recognition of income, gain or loss. 

   
In order to avoid adverse tax consequences, a Fund may be required to limit 
its equity investments in non-U.S. corporations that are treated as "passive 
foreign investment companies" under the Code. C-K International Fund For 
Growth, however, does invest in such entities. See "PASSIVE FOREIGN 
INVESTMENT COMPANIES" in the Statement of Additional Information. 
    

   
It is impossible to determine the effective rate of foreign tax in advance 
since the amount of a Fund's assets, if any, to be invested within various 
countries will fluctuate and the extent to which tax refunds will be 
recovered is uncertain. The Funds intend to operate so as to qualify for 
treaty-reduced tax rates where applicable. 
    


                                      15 
<PAGE>
 
The preceding is a brief summary of some relevant tax considerations. This
discussion is not intended as a complete explanation or a substitute for
careful tax planning and consultation with individual tax advisers.

                           Shareholder Communications

Owners of VA contracts and VLI policies, issued by the Participating Insurance
Companies or for which shares of one or more Funds are the investment vehicles,
receive from the Participating Insurance Company unaudited semi-annual financial
statements and audited year-end financial statements of such Funds certified by
the Trust's independent auditors. Each report shows the investments owned by
each Fund and provides other information about the Trust and its operations.
Copies of such reports may be obtained from the Participating Insurance Company
or the Secretary of the Trust.

                   Organization, Meetings, and Voting Rights

The Trust is organized as a Massachusetts business trust under an Agreement and
Declaration of Trust ("Declaration of Trust") dated March 4, 1993. The
Declaration of Trust may be amended by a vote of either the Trust's shareholders
or the Board of Trustees. The Trust is authorized to issue an unlimited number
of shares of beneficial interest without par value, in one or more series as the
Board of Trustees may authorize. Each Fund is a separate series of the Trust.

Each share of a Fund is entitled to participate pro rata in any dividends and 
other distributions declared by the Board of Trustees with respect to that 
Fund, and all shares of a Fund have equal rights in the event of liquidation 
of that Fund. 

   
The Trust is not required to hold annual meetings and does not intend to do 
so. However, special meetings may be called for purposes such as electing 
Trustees or approving an amendment to an advisory contract. Shareholders 
receive one vote for each Fund share. Shares of the Trust vote together 
except when required to vote separately by Fund. Shareholders have the power 
to remove Trustees and to call meetings to consider removal. 
    

   
Under Massachusetts law, shareholders of a business trust may, under certain 
circumstances, be held personally liable for the obligations of the Trust. 
However, the Trust's Declaration of Trust disclaims liability of the 
shareholders, the Trustees, or officers of the Trust for acts or obligations 
of the Trust, which are binding only on the assets and property of the Trust 
(or the applicable Fund thereof) and requires that notice of such disclaimer 
be given in each agreement, obligation, or contract entered into or executed 
by the Trust or the Board. The Declaration of Trust provides for 
indemnification out of the Trust's assets (or the applicable Fund) for all 
losses and expenses of any shareholder held personally liable for the 
obligations of the Trust. Thus, the risk of a shareholder incurring financial 
loss on account of shareholder liability is believed to be remote because it 
is limited to circumstances in which the disclaimer is inoperative and the 
Trust itself is unable to meet its obligations. The risk to any one Fund of 
sustaining a loss on account of liabilities incurred by another Fund also is 
believed to be remote. 
    

                             Additional Information

This Prospectus, including the Statement of Additional Information which has
been incorporated by reference herein, does not contain all the information set
forth in the Registration Statement filed by the Trust with the Securities and
Exchange Commission under the Securities Act of 1933. Copies of the Registration
Statement may be obtained from the Commission or may be examined at the office
of the Commission in Washington, D.C.

   OTHER INVESTMENT PRACTICES, RISK CONSIDERATIONS, AND POLICIES OF THE FUNDS

   
A number of the investment policies and techniques referred to below are subject
to certain additional risks described more fully in the Statement of Additional
Information.
    

                               Short-Term Trading

   
In seeking each Fund's objective, Colonial (or State Street, in the case of C-K
U.S. Fund For Growth, and Newport, in the case of The N-K Tiger Fund) will buy
or sell portfolio securities whenever it believes it is appropriate. The
decisions of Colonial, State Street or Newport will not generally be influenced
by how long the Fund may have owned the security. A Fund may buy securities
intending to seek short-term trading profits, subject to limitations imposed by
the Code. A change in the securities held by a Fund is known as "portfolio
turnover" and generally involves some expense to the Fund. These expenses may
include brokerage commissions or dealer mark-ups, custodian fees and other
transaction costs on both the sale of securities and the reinvestment of the
proceeds in other securities. If sales of portfolio securities cause a Fund to
realize net short-term capital gains, such gains will be taxable as ordinary
income.
    


                                      16 
<PAGE>
 
   
As a result of a Fund's investment policies, under certain market conditions, 
a Fund's portfolio turnover rate may be higher than that of other mutual 
funds. Portfolio turnover rate for a fiscal year is the ratio of the lesser 
of purchases or sales of portfolio securities to the monthly average of the 
value of portfolio securities, excluding securities whose maturities at 
acquisition were one year or less. A 100% turnover rate would occur if all of 
the securities in the portfolio were sold and either repurchased or replaced 
within one year. Although the Funds cannot predict portfolio turnover rate, 
it is estimated that, under normal circumstances, the annual rate for each 
Fund (other than the C-K U.S. Fund For Growth) will be no greater than 100%. 
C-K U.S. Fund For Growth uses quantitative techniques which may result in a 
high level of short-term trading. Colonial and State Street anticipate that 
its turnover rate will not exceed 200%. C-K Utilities Fund and C-K 
International Fund For Growth also may have a higher rate of turnover than 
the other Funds or alternative investment funds because of the flexibility of 
their investment policies permitting shifts between different types of 
investments and the use of aggressive strategies and investments. The 
portfolio turnover rates of the Funds for the period ended December 31, 1995 
are shown under "FINANCIAL HIGHLIGHTS" above. A Fund's portfolio turnover 
rate is not a limiting factor when Colonial, State Street or Newport 
considers a change in the Fund's portfolio. 
    

                    Cash Reserves and Repurchase Agreements
   
Each of the Funds may invest temporarily available cash in U.S. dollar
denominated money market instruments. Such money market instruments will be
limited to high-quality securities rated within the two highest credit
categories by any nationally recognized securities rating organization or, if
not rated, of comparable investment quality as determined by Colonial, State
Street or Newport. Such domestic money market instruments may include: U.S.
Government securities; certificates of deposit; bankers' acceptances; bank time
deposits; commercial paper; short-term corporate debt securities; and repurchase
agreements with a securities dealer or bank. In these repurchase transactions,
the underlying security, which is held by the custodian through the federal
book-entry system for a Fund as collateral, will be marked to market on a daily
basis to ensure full collateralization of the repurchase agreement. In the event
of a bankruptcy or default of certain sellers of repurchase agreements, a Fund
could experience costs and delays in liquidating the underlying security and
might incur a loss if such collateral held declines in value during this period.
Not more than 15% of a Fund's total assets will be invested in repurchase
agreements maturing in more than seven days and other illiquid assets.
    

    Forward Commitments and When-Issued Securities; Dollar Roll Transcations

   
Each of C-K Growth and Income Fund and C-K Strategic Income Fund may purchase
securities on a when-issued, delayed delivery, or forward commitment basis. When
such transactions are negotiated, the price of such securities is fixed at the
time of the commitment, but delivery and payment for the securities may take
place up to 120 days after the date of the commitment to purchase. The
securities so purchased are subject to market fluctuation, and no interest
accrues to the purchaser during this period. When-issued securities or forward
commitments involve a risk of loss if the value of the security to be purchased
declines prior to the settlement date. Colonial does not believe that the net
asset value or income of the Funds will be adversely affected by the purchase of
securities on a when-issued or forward commitment basis. The Funds will not
enter into such transactions for leverage (borrowing) purposes.
    

   
C-K Strategic Income Fund may enter into dollar roll transactions. A dollar 
roll transaction involves a sale by the Fund of securities that it holds with 
an agreement by the Fund to repurchase substantially similar securities at an 
agreed upon price and date. During the period between the sale and 
repurchase, the Fund will not be entitled to accrue interest and receive 
principal payments on the securities sold. Dollar roll transactions involve 
the risk that the market value of the securities sold by the Fund may decline 
below the repurchase price of those securities. In the event the buyer of 
securities under a dollar roll transaction files for bankruptcy or becomes 
insolvent, the Fund's use of proceeds of the transaction may be restricted 
pending a determination by or with respect to the other party. 
    

                               Foreign Securities
   
N-K Tiger Fund normally will remain fully invested in equity securities of
companies located in the Tiger countries. C-K International Fund For Growth
normally invests primarily in foreign securities. Investments in foreign
securities include sovereign risks and risks pertaining to the local economy in
the country or countries in which the foreign issuer conducts business. C-K
Strategic Income Fund may invest any portion of its assets in securities issued
or guaranteed by foreign governments. C-K Growth and Income Fund also may invest
in foreign securities. Investments in foreign securities also involve certain
risks that are not typically associated with investing in domestic issuers,
including: (i) foreign securities traded for foreign currencies and/or
denominated in foreign currencies may be affected favorably or unfavorably by
changes in currency exchange rates and exchange control regulations, and the
Fund may incur costs in connection with conversions between various currencies;
(ii) less publicly available information about the securities and about the
foreign company or government issuing them; (iii) less comprehensive accounting,
auditing, and financial reporting standards, practices, and requirements; (iv)
    

                                      17 
<PAGE>
 
securities markets outside the United States may be less developed or efficient
than those in the United States and government supervision and regulation of
those securities markets and brokers and the issuers in those markets is less
comprehensive than that in the United States; (v) the securities of some foreign
issuers may be less liquid and more volatile than securities of comparable
domestic issuers; (vi) settlement of transactions with respect to foreign
securities may sometimes be delayed beyond periods customary in the United
States; (vii) fixed brokerage commissions on certain foreign securities
exchanges and custodial costs with respect to securities of foreign issuers
generally exceed domestic costs; and (viii) with respect to some countries,
there is the possibility of unfavorable changes in investment or exchange
control regulations, expropriation, or confiscatory taxation, taxation at the
source of the income payment or dividend distribution, difficulties in enforcing
judgements, limitations on the removal of funds or other assets of the Fund,
political or social instability, or diplomatic developments that could adversely
affect United States investments in those countries.

   
C-K International Fund For Growth's investments in foreign securities may 
include investments in countries whose economies or securities markets are 
not yet highly developed. Special risks associated with these investments (in 
addition to the considerations regarding foreign investments generally) may 
include, among others, greater political uncertainties, an economy's 
dependence on revenues from particular commodities or on international aid or 
development assistance, currency transfer restrictions, highly limited 
numbers of potential buyers for such securities and delays and disruptions in 
securities settlement procedures. See "DESCRIPTION OF CERTAIN INVESTMENTS: 
Investments in Less Developed Countries" in the Statement of Additional 
Information for a list of the countries whose economies or securities markets 
currently are considered by Colonial not to be highly developed. Normally no 
more than 25% of the Fund's assets will be invested in such securities. 
    

Foreign Currency Transactions. Transactions in foreign securities include 
currency conversion costs. N-K Tiger Fund, C-K International Fund For Growth, 
C-K Strategic Income Fund and C-K Growth and Income Fund may engage in 
currency exchange transactions to convert currencies to or from U.S. dollars. 
These Funds may purchase foreign currencies on a spot or forward basis. Such 
transactions will be entered into (i) to lock in a particular foreign 
exchange rate pending settlement of a purchase or sale of a foreign security 
or pending the receipt of interest, principal or dividend payments on a 
foreign security held by the Funds, or (ii) to hedge against a decline in the 
value, in U.S. dollars or in another currency, of a foreign currency in which 
securities held by the Fund are denominated. 

   
C-K International Fund For Growth and C-K Strategic Income Fund also may buy 
and sell currency futures contracts and options thereon for such hedging 
purposes. C-K Strategic Income Fund also may buy or sell options on 
currencies for hedging purposes. 
    

The Funds will not attempt, nor would they be able, to eliminate all foreign 
currency risk. The precise matching of foreign currency exchange transactions 
and the portfolio securities will not generally be possible since the future 
value of such securities in foreign currencies will change as a consequence 
of market movements which cannot be precisely forecast. Currency hedging does 
not eliminate fluctuations in the underlying prices of securities, but rather 
establishes a rate of exchange at some future point in time. Although hedging 
may lessen the risk of loss due to a decline in the value of the hedged 
currency, it tends to limit potential gain from increases in currency values. 

The purchase and sale of foreign currencies on a forward basis and the 
purchase and sale of currency futures contracts and options thereon may 
present additional risks associated with the use of leverage. Leverage may 
magnify the effect of fluctuations in the values of the Fund's portfolio 
securities underlying these transactions. In accordance with Securities and 
Exchange Commission pronouncements, to reduce (but not necessarily eliminate) 
leverage, a Fund will either "cover" its obligations under such transactions 
by holding the currency (or rights to acquire the currency) it is obligated 
to deliver under such contracts, or deposit and maintain in a segregated 
account with its custodian high quality liquid debt securities, or equity 
securities denominated in the particular currency, equal in value to the 
Fund's obligations under such contracts. 

ADRs. With respect to equity securities, each of N-K Tiger Fund, C-K Growth 
and Income Fund and C-K U.S. Fund For Growth may purchase American Depositary 
Receipts ("ADRs"). ADRs are U.S. dollar-denominated certificates issued by a 
United States bank or trust company representing the right to receive 
securities of a foreign issuer deposited in a domestic bank or foreign branch 
of that bank or a corresponding bank and traded on a United States exchange 
or in an over-the- counter market. Generally, ADRs are in registered form. 
There are no fees imposed on the purchase or sale of ADRs when purchased from 
the issuing bank or trust company in the initial underwriting, although the 
issuing bank or trust company may impose charges for the collection of 
dividends and the conversion of ADRs into the underlying securities. 
Investment in ADRs has certain advantages over direct investment in the 
underlying foreign securities since: (i) ADRs are U.S. dollar-denominated 
investments that are registered domestically, easily transferable and for 
which market quotations are readily available; and (ii) issuers whose 
securities are represented by ADRs are subject to the same auditing, 
accounting, and financial reporting standards as domestic issuers. 
Investments in ADRs, however, are otherwise subject to the same general 
considerations and risks pertaining to foreign securities described above. 

See "DESCRIPTION OF CERTAIN INVESTMENTS: Investments in Less Developed 
Countries;" "Foreign Currency Transactions;" "Forward Currency and Futures 
Contracts;" "Currency Options;" "Settlement Procedures;" "Foreign Currency 
Conversion;" and "Passive Foreign Investment Companies" in the Statement of 
Additional Information for more information about foreign investments. 

                                      18 
<PAGE>
 
                           Mortgage-Backed Securities

   
C-K Strategic Income Fund may invest in mortgage-backed securities, which are
securities representing interests in pools of mortgages. Principal and interest
payments made on the mortgages in the pools are passed through to the holder of
such securities. Payment of principal and interest on some mortgage- backed
securities (but not the market value of the securities themselves) may be
guaranteed by the full faith and credit of the U.S. Government (in the case of
securities guaranteed by GNMA), or guaranteed by agencies or instrumentalities
of the U.S. Government (in the case of securities guaranteed by the FNMA or
FHLMC). Mortgage-backed securities created by non- governmental issuers (such as
commercial banks, savings and loan institutions, private mortgage insurance
companies, mortgage bankers, and other secondary market issuers) may be
supported by various forms of insurance or guarantees, including individual
loan, title, pool and hazard insurance and letters of credit, which may be
issued by governmental entities, private insurers, or the mortgage poolers. The
Fund will only invest in mortgage-backed securities that are issued or
guaranteed by governmental entities.
    

Unscheduled or early repayment of principal on mortgage- backed securities 
(arising from prepayment of principal due to the sale of the underlying 
property, refinancing, or foreclosure, net of fees and costs which may be 
incurred) may expose the Fund to a lower rate of return upon reinvestment of 
principal. The Fund may only be able to invest prepaid principal at lower 
yields. The prepayment of securities purchased at a premium may result in 
losses equal to the premium. Like other fixed- income securities, when 
interest rates rise, the value of a mortgage-related security generally will 
decline; however, when interest rates are declining, the value of 
mortgage-related securities with prepayment features may not increase as much 
as other fixed-income securities. 

   
C-K Strategic Income Fund also may invest in certificates representing 
undivided interests in the interest or principal of mortgage-backed 
securities (interest only/principal only securities). These securities tend 
to be more volatile than other types of debt securities. The interest only 
class involves the risk of loss of the entire value of the investment if the 
underlying mortgages are prepaid. In the case of principal only class 
securities, the Fund recognizes (accrues) as income for accounting purposes a 
portion of the difference between purchase price and face value. Because the 
Fund includes this accrued income in calculating its dividend even though it 
has not received payment, the Fund may have to sell other investments to 
obtain cash needed to make income distributions. 
    


     Collateralized Mortgage Obligations (CMOs) and Real Estate Mortgage 
                         Investment Conduits (REMICs) 

   
C-K Strategic Income Fund may invest in CMOs and REMICs of investments grade 
or considered by Colonial to be of comparable quality. CMOs and REMICs are 
debt securities issued by special-purpose trusts collateralized by underlying 
mortgage loans or pools of mortgage-backed securities guaranteed by GNMA, 
FHLMC, or FNMA. CMOs and REMICs may be issued by agencies or 
instrumentalities of the U.S. Government, or by private originators of, or 
investors in mortgage loans, including depository institutions, mortgage 
banks, investment banks and special-purpose subsidiaries of the foregoing. 
    

   
CMOs and REMICs are not, however, "mortgage pass-through" securities, such as 
those described above under "Mortgage- Backed Securities." Rather they are 
pay-through securities, i.e., securities backed by the cash flow from the 
underlying mortgages. Investors in CMOs and REMICs are not owners of the 
underlying mortgages, which serve as collateral for such debt securities, but 
are simply owners of a fixed-income security backed by such pledged assets. 
CMOs and REMICs typically are structured into multiple classes, with each 
class bearing a different stated maturity and having different payment 
streams. One class (the Residual) is in the nature of equity. The Fund will 
not invest in the Residual class. Although the structures of CMOs and REMICs 
vary greatly, monthly payments of principal, including prepayments, typically 
are first returned to the investors holding the shortest maturity class; 
investors holding longer maturity classes typically receive principal 
payments only after the shorter class or classes have been retired. The Fund 
may experience costs and delays in liquidating the collateral if the issuer 
defaults or enters bankruptcy and may incur a loss. Principal on a REMIC, CMO 
or other mortgage-backed security may be prepaid if the underlying mortgages 
are prepaid. Because of the prepayment feature these investments may not 
increase in value when interest rates fall. The Fund may be able to invest 
prepaid principal only at lower yields. The prepayment of REMICs, CMOs or 
other mortgage-backed securities purchased at a premium may result in losses 
equal to the premium. 
    

                               Zero-Coupon Bonds

   
C-K Strategic Income Fund may invest in zero-coupon bonds. Such bonds may be
issued directly by agencies and instrumentalities of the U.S. Government or by
private corporations. Zero- coupon bonds may originate as such or may be created
by stripping an outstanding bond. Zero-coupon bonds do not make regular interest
payments. Instead, they are sold at a deep discount from their face value.
Because a zero-coupon bond does not pay current income, its price can be very
volatile when interest rates change. In calculating its dividend, the Fund takes
into account as income a portion of the difference between a zero-coupon bond's
purchase price and its face value. Thus, the Fund may have to sell other
investments to obtain cash needed to make income distributions.
    
                                      19 
<PAGE>
 
                          High Yield, High Risk Bonds


   
C-K Strategic Income Fund may invest a significant portion of its assets in
lower rated bonds (commonly referred to as "junk bonds") which are regarded as
speculative as to payment of principal and interest. Relative to comparable
securities of higher quality: 
    

1. The market price is likely to be more volatile because:

  a. an economic downturn or increased interest rates may have a more
     significant effect on the yield, price and potential for default;

  b. the secondary market may at times become less liquid or respond to adverse
     publicity or investor perceptions, increasing the difficulty in valuing or
     disposing of the bonds;

  c. existing or future legislation limits and may further limit (i) investment
     by certain institutions and (ii) tax deductibility of the interest by the
     issuer, which may adversely affect value; and

  d. certain high yield, high risk bonds do not pay interest in cash on a
     current basis. However, the Fund will accrue and distribute this interest
     on a current basis, and may have to sell securities to generate cash for
     distributions.

2. The Fund's achievement of its investment objectives in respect of investments
   in high yield, high risk bonds is more dependent on Colonial's credit
   analysis.

   
3. High yield, high risk bonds are less sensitive to interest rate changes but
   are more sensitive to adverse economic developments.
    


                          Foreign stock Index Futures

   
C-K International Fund For Growth may purchase futures contracts on foreign
stock indexes (index futures). Under an index future, the Fund will either
receive or pay cash on a specified maturity date, based on the value of a
specified stock index on that date. The Fund may also seek to "close out" an
index futures position before the maturity date, realizing either a gain or a
loss, by entering into an offsetting transaction on a futures exchange. The Fund
may invest in index futures to invest cash temporarily pending investment in
stocks, but not to hedge against market declines.
    

            Writing and Purchasing covered Put Options on Securities

   
To minimize anticipated declines in the value of the securities, the C-K
Utilities Fund may purchase (i.e., buy) exchange traded put options on
securities. The Fund may also write (i.e., sell) covered put options on
securities to generate premium income. A put option on a security gives the
holder the right to sell and obligates the writer to purchase, in return for a
premium paid, the underlying security at the exercise price during the option
period.
    

Although these investment practices will be used to reduce the effect of any 
adverse price movement in the securities subject to the option, they do 
involve certain risks that are different in some respects from investment 
risks associated with similar funds which do not engage in such activities. 
These risks include the following: writing covered put options -- the 
inability to effect closing transactions at favorable prices and the 
obligation to purchase the specified securities at prices which may not 
reflect current market values; and purchasing put options --possible loss of 
the entire premium paid. 

                              Interest Rate Future
   
C-K Strategic Income Fund may engage in transactions involving interest rate
futures contracts and options thereon to hedge against changes in interest
rates. See "DESCRIPTION OF CERTAIN INVESTMENTS: Futures Contracts and Related
Options" in the Statement of Additional Information. The Fund will engage in
such activities only with respect to securities it may otherwise purchase or
indices composed of such securities. The Fund will enter into such futures
contracts only when, in compliance with the requirements of the Securities and
Exchange Commission, cash or high quality liquid debt securities equal in value
to the commodity value (less any applicable margin deposits) have been deposited
in a segregated account of the Fund's custodian.
    

                        Certain Policies to Reduce Risk
   
Each Fund has adopted certain fundamental investment policies in managing its
portfolio that are designed to maintain the portfolio's diversity and reduce
risk. Each Fund will not: (i) with respect to 75% of each Fund's total assets,
invest in more than 10% of the outstanding voting securities of any one issuer
or invest more than 5% of its total assets in the securities of any one issuer;
or (ii) borrow money except temporarily from banks to facilitate redemption
requests that might otherwise require untimely disposition of portfolio
securities and in amounts not exceeding 10% of each Fund's total assets.
Limitation (i) does not apply to the C-K International Fund For Growth or, in
the case of the other Funds, to U.S. Government Securities. The investment
policies described above in this paragraph are fundamental and may be changed
for a Fund only by approval of that Fund's shareholders.
    

   
It is the policy of each Fund that when Colonial (or State Street or Newport, 
as the case may be) deems a temporary defensive position advisable, the Fund 
may invest, without limitation (i.e., up to 100% of its assets), in 
high-quality fixed-income securities, or hold assets in cash or cash 
equivalents, to the extent Colonial (or State Street or Newport, as the case 
may be) believes such 
    


                                      20 
<PAGE>
 
alternative investments to be less risky than those securities in which the 
Fund normally invests. 

   
Additional investment restrictions are set forth in the Statement of 
Additional Information. 
    

         CHANGES TO INVESTMENT OBJECTIVES AND NON-FUNDAMENTAL POLICIES
   
The Funds may not always achieve their investment objectives. The Funds
investment objectives and nonfundamental policies may be changed without
shareholder approval. The holders of VA Contracts and VLI Policies will be
notified at least thirty days prior to any material change in a Fund's
investment objective. A Fund's fundamental investment policies listed in the
Statement of Additional Information cannot be changed without shareholder
majority approval.
    

   
                                      21 
<PAGE>
     
 
<PAGE>

                                   APPENDIX A
 
Description of Bond Ratings 

The ratings of certain debt instruments in which one or more of the Funds may 
invest are described below: 

AAA The highest rating assigned by S&P indicates an extremely strong capacity 
to repay principal and interest. 

AA bonds also qualify as high quality. Capacity to repay principal and pay 
interest is very strong, and the majority of instances, they differ from AAA 
only in small degree. 

A bonds have a strong capacity to repay principal and interest, although they 
are somewhat more susceptible to the adverse effects of changes in 
circumstances and economic conditions. 

BBB bonds are regarded as having an adequate capacity to repay principal and 
interest. Whereas they normally exhibit protection parameters, adverse 
economic conditions or changing circumstances are more likely to lead to a 
weakened capacity to repay principal and interest than for bonds in the A 
category. 

BB, B, CCC and CC bonds are regarded, on balance, as predominantly 
speculative with respect to capacity to pay interest and principal in 
accordance with the terms of the obligation. BB indicates the lowest degree 
of speculation and CC the highest degree. While likely to have some quality 
and protection characteristics, these are outweighed by large uncertainties 
or major risk exposure to adverse conditions. 

Aaa bonds are judged to be of the best quality. They carry the smallest 
degree of investment risk and are generally referred to as "gilt edge." 
Interest payments are protected by a large or by an exceptionally stable 
margin and principal is secure. While various protective elements are likely 
to change, such changes as can be visualized are most unlikely to impair the 
fundamentally strong position of such issues. 

Aa bonds are judged to be of high quality by all standards. Together with Aaa 
bonds they comprise what are generally known as high-grade bonds. They are 
rated lower than the best bonds because margins of protective elements may be 
of greater amplitude or there may be other elements present which make the 
long-term risk appear somewhat larger than Aaa securities. 

Those bonds in the Aa through B groups which Moody's believes possess the 
strongest investment attributes are designated by the symbol Aa1, A1 and 
Baa1. 

A bonds possess many of the favorable investment attributes and are to be 
considered as upper-medium grade obligations. Factors giving security to 
principal and interest are considered adequate, but elements may be present 
which suggest a susceptibility to impairment sometime in the future. 

Baa bonds are considered as medium grade, neither highly protected nor poorly 
secured. Interest payments and principal security appear adequate for the 
present but certain protective elements may be lacking or may be 
characteristically unreliable over any great length of time. Such bonds lack 
outstanding investment characteristics and, in fact, have speculative 
characteristics as well. 

Ba bonds are judged to have speculative elements; their future cannot be 
considered as well secured. Often, the protection of interest and principal 
payments may be very moderate and thereby not well safeguarded during both 
good and bad times over the future. Uncertainty of position characterizes 
these bonds. 

B bonds generally lack characteristics of the desirable investment. Assurance 
of interest and principal payments or of maintenance of other terms of the 
contract over any long period of time may be small. 

Caa bonds are of poor standing. They may be in default or there may be 
present elements of danger with respect to principal or interest. 

Ca bonds are speculative in a high degree, often in default or having other 
marked shortcomings. 

C bonds are the lowest rated class of bonds and can be regarded as having 
extremely poor prospects of ever attaining any real investment standing. 

   
                                      A-1 
<PAGE>
 
    
 
<PAGE>


                                   APPENDIX B
   
           C-K Strategic Income Fund -- Schedule of Portfolio Asset 
                        Composition by Rating For 1995 
    
<TABLE>
<CAPTION>
   




                                                                 Month 
            --------------------------------------------------------------------------------------------------------------------
Rating     January   February    March    April      May      June     July    August  September  October  November    December 
           -------    -------   -------  -------   -------   -------  -------  -------  -------  -------    -------   --------- 
                                                 (percentage of portfolio) 
            -------------------------------------------------------------------------------------------------------------------
                                                                                   
<S>           <C>      <C>       <C>      <C>       <C>      <C>      <C>       <C>       <C>      <C>       <C>       <C>   
Aaa/AAA       44.2%    39.6%     50.5%    51.7%     50.7%    53.6%    52.4%     52.9%     48.5%    61.1%     48.4%     50.0% 
Aa/AA         14.0%    13.8%     13.8%     5.9%      5.7%     5.5%     7.1%      6.7%      7.7%     7.2%      7.2%      5.9% 
A/A            0.0%     0.0%      0.0%     0.0%      0.0%     0.0%     0.0%      0.0%      0.0%     0.0%      0.0%      0.0% 
Baa/BBB        0.0%     0.0%      0.0%     1.5%      1.4%     0.0%     0.0%      0.0%      0.0%     2.9%      1.8%      1.8% 
Ba/BB          2.8%     4.9%      2.9%     2.2%      2.1%     2.1%     3.0%      5.2%      5.4%     8.1%     11.2%     11.0% 
B/B           39.0%    40.3%     32.8%    38.7%     38.8%    37.5%    36.3%     34.1%     36.8%    20.0%     29.9%     29.3% 
Caa/CCC        0.0%     0.0%      0.0%     0.0%      1.3%     1.3%     1.2%      1.1%      1.6%     0.7%      1.5%      2.0% 
Ca/CC          0.0%     0.0%      0.0%     0.0%      0.0%     0.0%     0.0%      0.0%      0.0%     0.0%      0.0%      0.0% 
C              0.0%     0.0%      0.0%     0.0%      0.0%     0.0%     0.0%      0.0%      0.0%     0.0%      0.0%      0.0% 
D              0.0%     0.0%      0.0%     0.0%      0.0%     0.0%     0.0%      0.0%      0.0%     0.0%      0.0%      0.0% 
Unrated        0.0%     1.4%      0.0%     0.0%      0.0%     0.0%     0.0%      0.0%      0.0%     0.0%      0.0%      0.0% 
Total        100.0%   100.0%    100.0%   100.0%    100.0%   100.0%   100.0%    100.0%    100.0%   100.0%    100.0%    100.0% 
    
</TABLE>

   


                          1995 
Rating         (percentage of portfolio) 
               -------------------------- 
            
Aaa/AAA                   50.3% 
Aa/AA                      8.4% 
A/A                        0.0% 
Baa/BBB                    0.8% 
Ba/BB                      5.1% 
B/B                       34.4% 
Caa/CCC                    0.9% 
Ca/CC                      0.0% 
C                          0.0% 
D                          0.0% 
Unrated                    0.1% 
                 ------------------------ 
Total                    100.0% 
                 ======================== 

    

   
                                      B-1 
<PAGE>
 
    
 
<PAGE>
 
Distributed by: 
Keyport Financial Services Corp. 
125 High Street, Boston, MA 02110-2712 

VA Contract and VLI Policy Service Hotline 
800-367-3653 (Option 3) 
Keyline 800-367-3654 

Keyport Variable Investment Trust Managed and Advised by: 
Keyport Advisory Services Corp. 
125 High Street 
Boston, Massachusetts 02110 

Sub-Adviser (all Funds Except N-K Tiger Fund): 
Colonial Management Associates, Inc. 
One Financial Center 
Boston, Massachusetts 02111 

Sub-Adviser (N-K Tiger Fund): 
Newport Fund Management, Inc. 
580 California Street 
San Francisco, California 94104 

C-K U.S. Fund For Growth Sub-Adviser: 
State Street Bank and Trust Company 
Two International Place 
Boston, Massachusetts 02110 

SteinRoe Variable Investment Trust Advised by: 
Stein Roe & Farnham Incorporated 
One South Wacker Drive 
Chicago, Illinois 60606 

Keyport Logo is a registered service mark of Keyport Life Insurance Company. 
VIT 5/96 


PART B

FORM N-1A                                 LOCATION

10. Cover Page                            Cover Page

11. Table of Contents                     Table of Contents

12. General Information and History       More Facts About the Trust:
                                          Mixed and Shared Funding,
                                          Organization

13. Investment Objectives and Policies    Investment Restrictions;
                                          Description of Certain Investments

14. Management of the Fund                Investment Management and
                                          Other Services; More Facts About
                                          the Trust: Trustees and Officers

15. Control Persons and Principal         More Facts About the Trust: Principal
    Holders of Securities                 Holders of Securities

16. Investment Advisory and Other         Investment Management and
    Services                              Other Services; More Facts
                                          About the Trust: Custodian,
                                          Independent Accountants and Financial
                                          Statements

17. Brokers Allocation and Other          Other Considerations:
    Practices                             Portfolio Transactions

18. Capital Stock and Other Securities    Other Considerations:
                                          Expenses of the Funds, Purchases
                                          and Redemptions, Net Asset Value
                                          (Part A)

19. Purchase, Redemption and Pricing      Other Considerations:
    of Securities Being Offered           Purchases and Redemptions, Net
                                          Asset Value (Part A)

20. Tax Status                            Other Considerations: Taxes
                                          (Part A)



<PAGE>


21. Underwriters                          Other Considerations:  Purchases
                                          and Redemptions (Part A)

22. Calculation of Performance Data       Investment Performance

   
23. Financial Statements                  The financial statements
                                          required by item 23 are
                                          incorporated by reference from the
                                          Registrant's Annual Report for the
                                          year ended December 31, 1995 and
                                          are included in Part B.
    


 
 





 








                       KEYPORT VARIABLE INVESTMENT TRUST

                  Federal Reserve Plaza, 600 Atlantic Avenue
                          Boston, Massachusetts 02210




                      STATEMENT OF ADDITIONAL INFORMATION


      The  Statement of  Additional  Information  ("SAI") is not a Prospectus,
but should be read in conjunction  with the Trust's  Prospectus,  dated May 1,
1996 and any  supplement  thereto,  which may be obtained  by calling  Keyport
Financial Services Corp. at (800) 437-4466.

      The date of this SAI is May 1, 1996.


<PAGE>

                                      S-5

RasicotM/KVIT96/SAI.AM9
 

                               TABLE OF CONTENTS

ITEM                                                        PAGE

INVESTMENT MANAGEMENT AND OTHER SERVICES..................  S-3
      General.............................................  S-3
KASC's Responsibilities...................................  S-4
      Trust Charges and Expenses..........................  S-5
INVESTMENT RESTRICTIONS...................................  S-6
      C-K Growth and Income Fund.........................   S-7
      C-K Utilities Fund..................................  S-8
      C-K International Fund For Growth...................  S-9
      C-K U.S. Fund For Growth............................  S-11
      C-K Strategic Income Fund...........................  S-12
      N-K Tiger Fund......................................  S-14


MORE FACTS ABOUT TRUST....................................  S-15
      Mixed and Shared Funding............................  S-15
Organization..............................................  S-16
Trustees and Officers.....................................  S-16
Principal Holders of Securities...........................  S-19
Custodian................................................................
S-20

OTHER CONSIDERATIONS......................................  S-20
Portfolio Turnover........................................  S-20
      Suspension of Redemptions...........................  S-21
Valuation of Securities...................................  S-21
Portfolio Transactions....................................  S-22
DESCRIPTION OF CERTAIN INVESTMENTS........................  S-25
      Money Market Instruments............................  S-25
Investments in Less Developed Countries...................  S-28
      Foreign Currency Transactions.......................  S-28
Options on Securities.....................................  S-33
      Futures Contracts and Related Options...............  S-33
      Passive Foreign Investment Companies................  S-36
      Securities Loans....................................  S-36

INVESTMENT PERFORMANCE....................................  S-37
 
INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS......S-38

 

<PAGE>
      Keyport  Variable  Investment  Trust  (the  "Trust"),   a  Massachusetts
business  trust,  is registered  with the Securities  and Exchange  Commission
("SEC") as an open-end  management  investment  company.  The Trust  currently
offers six Funds:  Colonial-Keyport  Growth and Income  Fund ("C-K  Growth and
Income  Fund");   Colonial-Keyport  Utilities  Fund  ("C-K  Utilities  Fund");
Colonial-Keyport  International  Fund For Growth ("C-K  International Fund For
Growth");  Colonial-Keyport U.S. Fund For Growth ("C-K U.S. Fund For Growth");
Colonial-Keyport  Strategic  Income Fund ("C-K  Strategic  Income Fund");  and
Newport-Keyport  Tiger Fund ("N-K  Tiger  Fund").  The Trust may add or delete
Funds from time to time.  The Trust commenced operations on July 1, 1993.

                   INVESTMENT MANAGEMENT AND OTHER SERVICES
General

      Keyport Advisory  Services Corp.  ("KASC") serves as Manager pursuant to
three  investment  advisory  agreements  between the Trust on behalf of one or
more of the  Funds and KASC (the  "Management  Agreements").  KASC is a direct
wholly-owned  subsidiary of Keyport Life Insurance Company ("Keyport"),  which
is an indirect  wholly-owned  subsidiary of Liberty Financial Companies,  Inc.
("LFC").  As of March 31, 1995,  approximately  81.5% of the  combined  voting
power of LFC's  outstanding  voting  stock was owned,  indirectly,  by Liberty
Mutual Insurance Company ("Liberty Mutual").

      KASC and the Trust,  on behalf of each Fund (other than N-K Tiger Fund),
have entered into a separate  Sub-Advisory  Agreement ("Colonial  Sub-Advisory
Agreements")  with  Colonial   Management   Associates,   Inc.   ("Colonial").
Colonial  is  an  indirect  wholly  owned  subsidiary  of  LFC.  Colonial  has
delegated  portfolio  management  of the C-K  U.S.  Fund For  Growth  to State
Street  Global  Advisors,  a division of State  Street Bank and Trust  Company
("State Street"),  pursuant to a separate  Sub-Advisory  Agreement (the "State
Street  Sub-Advisory  Agreement")  among the Fund,  KASC,  Colonial  and State
Street.

      KASC and the Trust,  on behalf of the N-K Tiger Fund,  have entered into
a separate Sub-Advisory Agreement (the "Newport Sub-Advisory  Agreement") with
Newport  Fund  Management,  Inc.  ("Newport").  Newport is an indirect  wholly
owned subsidiary of LFC.

      Keyport  Advisory  Services  Corp.  Keyport owns all of the  outstanding
common stock of KASC.  The directors and principal  executive  officer of KASC
are:  John W.  Rosensteel,  (principal  executive  officer);  John  E.  Arant,
III;  James J.  Klopper;  Paul H. LeFevre,  Jr.; and Lee R.  Roberts.  Messrs.
Rosensteel and Roberts also are directors of Keyport Financial  Services Corp.
("KFSC"), the principal underwriter for shares of the Funds.

      Colonial  Management  Associates,  Inc. The Colonial  Group,  Inc.,  One
Financial  Center,  Boston,  Massachusetts  02111, owns all of the outstanding
common stock of Colonial.  LFC owns all of the outstanding common stock of The
Colonial  Group,  Inc.  The  directors  and  principal  executive  officer  of
Colonial are Bonny E. Boatman,  Sheila A. Carroll, Harold W. Cogger (principal
executive  officer),  Carl C. Ericson,  C. Frazier Evans, Donald S. MacKinnon,
Jeffrey L.  McGregor,  Charles A.  O'Neill,  Helen Frame  Peters,  Daniel Rie,
Davey S. Scoon, Richard A. Silver and Arthur O. Stern.

      State  Street  Global  Advisors.  State  Street  Boston  Corporation,  a
publicly  traded bank holding  company,  owns all of the  outstanding  capital
stock of State  Street.  The  directors  and  principal  executive  officer of
State Street are Tenley B. Albright,  Joseph A. Baute, L.  MacAllister  Booth,
Marshall N. Carter (principal  executive officer),  James L. Cash, Jr., Truman
S. Casner,  Nader F. Darehshori,  Charles F. Kaye, John M. Kucharski,  Charles
R. LaMantia, David B. Perini, Dennis J. Picard and David A. Spina.

      Newport.  Newport Pacific Management,  Inc. ("Newport Pacific") owns all
of the outstanding  common stock of Newport.  Liberty Newport  Holdings,  Ltd.
("LNH")  owns all of the  outstanding  common  stock of Newport  Pacific.  LFC
owns  all of the  outstanding  stock  of  LNH.  The  directors  and  principal
executive  officer  of  Newport  are  John  M.  Mussey  (principal   executive
officer),  Sabino  Marinella,  Kenneth R.  Leibler,  Lindsay  Cook,  Thomas R.
Tuttle, Pamela Frantz, Gerald Rush and Linda Couch.

      The Management  Agreements and the Sub-Advisory  Agreements provide that
none of KASC,  Colonial,  State Street or Newport, nor any of their respective
directors,  officers,  stockholders (or partners of stockholders),  agents, or
employees  shall have any  liability  to the Trust or any  shareholder  of any
Fund for any error of judgment,  mistake of law or any loss arising out of any
investment,  or for any  other act or  omission  in the  performance  by KASC,
Colonial,  State  Street  or  Newport  of  its  respective  duties  under  the
Agreement and the  Sub-Advisory  Agreements  to which it is party,  except for
liability  resulting from willful  misfeasance,  bad faith or gross negligence
on the part of KASC,  Colonial,  State Street or Newport,  as the case may be,
in the  performance  of its  respective  duties or from reckless  disregard by
KASC,  Colonial,  State  Street  or  Newport,  as  the  case  may  be,  of its
respective   obligations  and  duties  under  the  Management  Agreements  and
Sub-Advisory Agreements.

KASC's Responsibilities

      In  addition  to its  duties  described  in  the  Prospectus,  KASC,  in
furtherance  of  such  duties  and  responsibilities,  gathers  and  evaluates
general  economic,  statistical,  and financial data for  presentation  to the
Board of Trustees, recommends,  following inquiry, the addition or deletion of
Funds, assists Colonial,  State Street and Newport in the performance of their
respective  duties,  coordinates the provision of information to shareholders,
coordinates  with  Colonial,   State  Street,  Newport  and  KFSC  to  provide
requested  performance  information  and  coordinates  the activities of other
service entities such as (i) the custodian,  (ii) independent auditors,  (iii)
outside legal counsel,  (iv) Colonial as the transfer agent or as delegated to
perform administrative duties, and (v) KFSC.

      KASC,  at  its  own  expense,  provides  office  space,  facilities  and
supplies,  equipment and personnel for the  performance of its functions under
the  Agreement  and pays  all  compensation  of the  Trustees,  officers,  and
employees  who are  employees  of KASC,  KFSC or Keyport.  Employees  of other
affiliates of KASC are paid by such other affiliates.

Trust Charges and Expenses

      Each of C-K Growth  and Income  Fund and C-K  Utilities  Fund  commenced
operations  on July 1,  1993.  C-K  International  Fund For  Growth  commenced
operations  on May  2,  1994.  Each  of C-K  U.S.  Fund  For  Growth  and  C-K
Strategic  Income Fund  commenced  operations on July 5, 1994.  N-K Tiger Fund
commenced operations on May 1, 1995.

      Management  Fees.  During 1994 and 1995,  respectively,  pursuant to the
Management  Agreements  described  in the  Prospectus,  each Fund listed below
paid KASC management fees as follows:
                                       1994                       1995

C-K Growth and Income Fund:         $273,406          $384,179
C-K Utilities Fund:                       $269,227          $284,469
C-K International Fund For Growth:              $  88,260         $183,697
C-K U.S. Fund For Growth:                             $  48,403
$237,547
C-K Strategic Income Fund:                $  36,266         $181,811
N-K Tiger Fund:                                       $  86,228

      Certain  Administrative  Expenses.  During 1995 each Fund  listed  below
made payments as follows to Colonial for pricing and bookkeeping services.

C-K Growth and Income Fund:         $30,524
C-K Utilities Fund:                       $27,000
C-K International Fund For Growth:        $27,000
C-K U.S. Fund For Growth:                 $27,000
C-K Strategic Income Fund:                      $27,000
N-K Tiger Fund:                     $18,000
 
      In addition  during 1995 each Fund listed below made payments as follows
to Colonial for transfer agent services:
 
C-K Growth and Income Fund:         $7,500
C-K Utilities Fund:                       $7,500
C-K International Fund For Growth:        $7,500
C-K U.S. Fund For Growth:                 $7,500
C-K Strategic Income Fund:                $7,500
N-K Tiger Fund:                     $5,000

      Expense  Limitations.   KASC  has  agreed  to  reimburse  all  expenses,
including  management  fees, but excluding  interest,  taxes,  brokerage,  and
other expenses which are  capitalized in accordance  with accepted  accounting
procedures,  and  extraordinary  expenses,  incurred by (i) each of C-K Growth
and Income Fund,  C-K Utilities Fund and C-K U.S. Fund For Growth in excess of
1.00% of average  net asset  value per annum,  (ii) each of C-K  International
Fund For Growth  and the N-K Tiger  Fund in excess of 1.75% of  average  daily
net asset value per annum,  and (iii) C-K  Strategic  Income Fund in excess of
0.80% of average daily net asset value per annum,  in each case for the period
from May 1, 1996 until April 30, 1997.  These  expense  limitations  have been
in  effect  prior to May 1,  1995 for each Fund  (other  than N-K Tiger  Fund,
which  commenced  operations  on that date),  except that prior to May 1, 1995
the  annual  expense  limitation  of C-K  Strategic  Income  Fund was 1.00% of
average  daily net asset  value per annum.  Pursuant to such  limitations  the
total  expenses  of the  following  Funds  were  reduced  during  1995  by the
following amounts:
 
C-K Strategic Income Fund:                            $27,470
C-K U.S. Fund For Growth                        $19,671

                            INVESTMENT RESTRICTIONS

      In  addition  to the  restrictions  set  forth  in the  Prospectus  with
respect to each Fund which are described as fundamental  investment  policies,
the  investment  restrictions  specified  below  with  respect to each Fund as
"Fundamental  Investment Policies" have been adopted as fundamental investment
policies of each Fund.  Such  fundamental  investment  policies may be changed
only with the consent of a "majority of the outstanding  voting securities" of
the  particular  Fund.  As used in the  Prospectus  and in this SAI,  the term
"majority of the outstanding  voting  securities"  means the lesser of (i) 67%
of the voting  securities  of a Fund present at a meeting where the holders of
more than 50% of the  outstanding  voting  securities of a Fund are present in
person  or by  proxy,  or  (ii)  more  than  50%  of  the  outstanding  voting
securities  of a  Fund.  Shares  of each  Fund  will be  voted  separately  on
matters  affecting  only that  Fund,  including  approval  of  changes  in the
fundamental objectives, policies, or restrictions of that Fund.

      Total  assets  and net  assets  are  determined  at  current  value  for
purposes  of  compliance  with  investment   restrictions  and  policies.  All
percentage  limitations  will  apply  at the  time of  investment  and are not
violated  unless  an  excess  or  deficiency   occurs  as  a  result  of  such
investment.   For  purposes  of  the   diversification   requirement   of  the
Investment  Company Act of 1940, as amended (the "1940 Act"),  the issuer with
respect to a security is the entity whose revenues support the security.


<PAGE>
C-K Growth and Income Fund

      Fundamental Investment Policies.  The C-K Growth and Income Fund may:

      1.    Issue senior  securities  only through  borrowing money from banks
            for  temporary or emergency  purposes up to 10% of its net assets;
            however,   the  Fund  will  not  purchase   additional   portfolio
            securities while borrowings exceed 5% of net assets;

      2.    Invest up to 15% of its net assets in illiquid assets;

      3.    Underwrite  securities  issued by others  only when  disposing  of
            portfolio securities;

      4.    Make loans  through  lending of  securities  not  exceeding 30% of
            total  assets,  through  the  purchase  of  debt  instruments  and
            similar  evidences of  indebtedness  typically  sold  privately to
            financial institutions and through repurchase agreements;

      5.    Not  concentrate  more  than 25% of its  total  assets  in any one
            industry; and

      6.    With  respect to 75% of total  assets not  purchase  any  security
            (other  than  obligations  of the U.S.  Government  and cash items
            including  receivables)  if as a result  more than 5% of its total
            assets would then be invested in  securities of a single issuer or
            purchase  the  voting  securities  of an issuer if, as a result of
            such   purchase,   the  Fund  would  own  more  than  10%  of  the
            outstanding voting shares of such issuer.

      Other Investment  Policies.  As non-fundamental  investment  policies of
the C-K  Growth and Income  Fund  which may be changed  without a  shareholder
vote, the Fund may not:

      1.    Purchase  securities  on  margin,  but it may  receive  short-term
            credit to clear  securities  transactions  and may make initial or
            maintenance   margin   deposits   in   connection   with   futures
            transactions;

      2.    Own real  estate  unless it is  acquired  as the  result of owning
            securities and not more than 5% of total assets;
 
      3.    Purchase and sell  futures  contracts  and related  options if the
            total   initial   margin  and   premiums   required  to  establish
            non-hedging positions exceeds 5% of its total assets;

      4.    Have a short  securities  position,  unless the Fund owns, or owns
            rights  (exercisable  without payment) to acquire, an equal amount
            of such securities;

      5.    Invest in interests in oil, gas, or other mineral  exploration  or
            development programs, including leases;

      6.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old; or

      7.    Pledge more than 33% of its total assets.

C-K Utilities Fund

      Fundamental Investment Policies.  The C-K Utilities Fund may:

      1.    Issue senior  securities  only through  borrowing money from banks
            for  temporary or emergency  purposes up to 10% of its net assets;
            however,   the  Fund  will  not  purchase   additional   portfolio
            securities while borrowings exceed 5% of net assets;

      2.    Invest up to 15% of its net assets in illiquid assets;

      3.    Underwrite  securities  issued by others  only when  disposing  of
            portfolio securities;

      4.    Make loans  through  lending of  securities  not  exceeding 30% of
            total  assets,  through  the  purchase  of  debt  instruments  and
            similar  evidences of  indebtedness  typically  sold  privately to
            financial institutions and through repurchase agreements; and

      5.    With  respect to 75% of total  assets not  purchase  any  security
            (other  than  obligations  of the U.S.  Government  and cash items
            including  receivables)  if as a result  more than 5% of its total
            assets would then be invested in  securities of a single issuer or
            purchase  the  voting  securities  of an issuer if, as a result of
            such   purchase,   the  Fund  would  own  more  than  10%  of  the
            outstanding voting shares of such issuer.

      Other Investment  Policies.  As non-fundamental  investment  policies of
C-K Utilities Fund which may be changed  without a shareholder  vote, the Fund
may not:

      1.    Purchase  securities  on  margin,  but it may  receive  short-term
            credit to clear  securities  transactions  and may make initial or
            maintenance   margin   deposits   in   connection   with   futures
            transactions;

      2.    Own real  estate  unless it is  acquired  as the  result of owning
            securities and not more than 5% of total assets;
 
      3.    Purchase and sell  futures  contracts  and related  options if the
            total   initial   margin  and   premiums   required  to  establish
            non-hedging positions exceeds 5% of its total assets;

      4.    Have a short  securities  position,  unless the Fund owns, or owns
            rights  (exercisable  without payment) to acquire, an equal amount
            of such securities;

      5.    Invest in interests in oil, gas, or other mineral  exploration  or
            development programs, including leases;

      6.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old; or

      7.    Pledge more than 33% of its total assets.

C-K International Fund For Growth

      Fundamental  Investment Policies.  The C-K International Fund For Growth
may:

      1.    Issue senior  securities  only through  borrowing money from banks
            for  temporary or emergency  purposes up to 10% of its net assets;
            however,   the  Fund  will  not  purchase   additional   portfolio
            securities while borrowings exceed 5% of net assets;

      2.    Underwrite  securities  issued by others  only when  disposing  of
            portfolio securities;

      3.    Make loans  through  lending of  securities  not  exceeding 30% of
            total  assets,  through  the  purchase  of  debt  instruments  and
            similar  evidences of  indebtedness  typically  sold  privately to
            financial institutions and through repurchase agreements;

      4.    Not  concentrate  more  than 25% of its  total  assets  in any one
            industry;

      5.    Only own real estate  acquired as the result of owning  securities
            and not more than 5% of total assets;

      6.    Purchase and sell futures  contracts  and related  options so long
            as the total  initial  margin and premiums on the contracts do not
            exceed 5% of its total assets; and

      7.    Not purchase any security issued by another  investment company if
            immediately  after  such  purchase  the  Fund  would  own  in  the
            aggregate  (i)  more  than  3% of  the  total  outstanding  voting
            securities  of such  other  investment  company,  (ii)  securities
            issued by such other investment  company having an aggregate value
            in excess of 5% of the Fund's total  assets,  or (iii)  securities
            issued  by  investment  companies  having  an  aggregate  value in
            excess of 10% of the Fund's total assets.

      Other Investment  Policies.  As non-fundamental  investment  policies of
the  C-K  International  Fund  For  Growth  which  may be  changed  without  a
shareholder vote, the Fund may not:

      1.    Purchase  securities  on  margin,  but it may  receive  short-term
            credit to clear  securities  transactions  and may make initial or
            maintenance   margin   deposits   in   connection   with   futures
            transactions;

      2.    Have a short  securities  position,  unless the Fund owns, or owns
            rights  (exercisable  without payment) to acquire, an equal amount
            of such securities;

      3.    Invest in interests in oil, gas, or other mineral  exploration  or
            development programs, including leases;

      4.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old;

      5.    Pledge more than 33% of its total assets;

      6.    Purchase any security if, as a result of such purchase,  more than
            10% of its total  assets  would be invested in the  securities  of
            issuers which are restricted as to disposition;

      7.    Invest more than 15% of its net assets in illiquid assets;

      8.    Invest in warrants  if,  immediately  after  giving  effect to any
            such  investment,  the Fund's  aggregate  investment  in warrants,
            valued at the lower of cost or  market,  would  exceed  10% of the
            value of the Fund's net assets.  Included within that amount,  but
            not to exceed 2% of the value of the  Fund's  net  assets,  may be
            warrants whose  underlying  securities are not traded on principal
            domestic or foreign  exchanges.  Warrants  acquired by the Fund in
            units or  attached  to  securities  will be deemed  to be  without
            value;

      9.    With respect to 75% of total assets,  purchase any voting security
            of an issuer if, as a result of such purchase,  the Fund would own
            more than 10% of the outstanding voting securities of such issuer;

      10.   Purchase  puts,  calls,  straddles,  spreads,  or any  combination
            thereof  if, as a result of such  purchase,  the Fund's  aggregate
            investment in such securities would exceed 5% of total assets;

      11.   Acquire any security  issued by a person that,  in its most recent
            fiscal  year,  derived  15% or less  of its  gross  revenues  from
            securities  related  activities (within the meaning of Rule 12d3-1
            under the Investment  Company Act of 1940 (the "1940 Act")) if the
            Fund would control such person after such acquisition; or

      12.   Acquire any security  issued by a person that,  in its most recent
            fiscal  year,  derived  more than 15% of its gross  revenues  from
            securities   related   activities  (as  so  defined)   unless  (i)
            immediately  after such  acquisition of any equity  security,  the
            Fund owns 5% or less of the  outstanding  securities of that class
            of the issuer's equity  securities,  (ii)  immediately  after such
            acquisition of a debt  security,  the Fund owns 10% or less of the
            outstanding principal amount of the issuer's debt securities,  and
            (iii) immediately  after such  acquisition,  the Fund has invested
            not more than 5% of its  total  assets  in the  securities  of the
            issuer.

C-K U.S. Fund For Growth
 
      Fundamental Investment Policies.  The C-K U.S. Fund For Growth may:

      1.    Issue senior  securities  only through  borrowing money from banks
            for  temporary or emergency  purposes up to 10% of its net assets;
            however,   the  Fund  will  not  purchase   additional   portfolio
            securities while borrowings exceed 5% of net assets;

      2.    Underwrite  securities  issued by others  only when  disposing  of
            portfolio securities;

      3.    Make loans  through  lending of  securities  not  exceeding 30% of
            total  assets,  through  the  purchase  of  debt  instruments  and
            similar  evidences of  indebtedness  typically  sold  privately to
            financial institutions and through repurchase agreements;

      4.    Not  concentrate  more  than 25% of its  total  assets  in any one
            industry; and

      5.    With  respect to 75% of total  assets not  purchase  any  security
            (other  than  obligations  of the U.S.  Government  and cash items
            including  receivables)  if as a result  more than 5% of its total
            assets would then be invested in  securities of a single issuer or
            purchase  the  voting  securities  of an issuer if, as a result of
            such   purchase,   the  Fund  would  own  more  than  10%  of  the
            outstanding voting shares of such issuer;
 
      6.    Only own real estate  acquired as the result of owning  securities
            and not more than 5% of total assets; and

      7.    Purchase and sell futures  contracts  and related  options so long
            as the total  initial  margin and premiums on the contracts do not
            exceed 5% of its total assets.

      Other Investment  Policies.  As non-fundamental  investment  policies of
C-K U.S. Fund For Growth which may be changed without a shareholder  vote, the
Fund may not:

      1.    Purchase  securities  on  margin,  but it may  receive  short-term
            credit to clear  securities  transactions  and may make initial or
            maintenance   margin   deposits   in   connection   with   futures
            transactions;

      2.    Have a short  securities  position,  unless the Fund owns, or owns
            rights  (exercisable  without payment) to acquire, an equal amount
            of such securities;

      3.    Invest in interests in oil, gas, or other mineral  exploration  or
            development programs, including leases;

      4.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old; and

      5.    Pledge more than 33% of its total assets;

      6.    Purchase any security if, as a result of such purchase,  more than
            10% of its total  assets  would be invested in the  securities  of
            issuers which are restricted as to disposition;

      7.    Invest more than 15% of its net assets in illiquid assets;

      8.    Invest in warrants  if,  immediately  after  giving  effect to any
            such  investment,  the Fund's  aggregate  investment  in warrants,
            valued at the lower of cost or  market,  would  exceed  10% of the
            value of the Fund's net assets.  Included within that amount,  but
            not to exceed 2% of the value of the  Fund's  net  assets,  may be
            warrants whose  underlying  securities are not traded on principal
            domestic or foreign  exchanges.  Warrants  acquired by the Fund in
            units or  attached  to  securities  will be deemed  to be  without
            value;  or

      9.    Purchase or sell  commodity  contracts if the total initial margin
            and premiums on the contracts would exceed 5% of its total assets.

C-K Strategic Income Fund

      Fundamental Investment Policies.  The C-K Strategic Income Fund may:

      1.    Issue senior  securities  only through  borrowing money from banks
            for  temporary or emergency  purposes up to 10% of its net assets;
            however,   the  Fund  will  not  purchase   additional   portfolio
            securities while borrowings exceed 5% of net assets;

      2.    Underwrite  securities  issued by others  only when  disposing  of
            portfolio securities;

      3.    Make loans  through  lending of  securities  not  exceeding 30% of
            total  assets,  through  the  purchase  of  debt  instruments  and
            similar  evidences of  indebtedness  typically  sold  privately to
            financial institutions and through repurchase agreements;

      4.    Not  concentrate  more  than 25% of its  total  assets  in any one
            industry;

      5.    With  respect to 75% of total  assets not  purchase  any  security
            (other  than  obligations  of the U.S.  Government  and cash items
            including  receivables)  if as a result  more than 5% of its total
            assets would then be invested in  securities of a single issuer or
            purchase  the  voting  securities  of an issuer if, as a result of
            such   purchase,   the  Fund  would  own  more  than  10%  of  the
            outstanding voting shares of such issuer;

      6.    Only own real estate  acquired as the result of owning  securities
            and not more than 5% of total assets; and

      7.    Purchase and sell futures  contracts  and related  options so long
            as the total  initial  margin and premiums on the contracts do not
            exceed 5% of its total assets.

      Other Investment  Policies.  As non-fundamental  investment  policies of
the C-K  Strategic  Income  Fund  which may be changed  without a  shareholder
vote, the Fund may not:

      1.    Purchase  securities  on  margin,  but it may  receive  short-term
            credit to clear  securities  transactions  and may make initial or
            maintenance   margin   deposits   in   connection   with   futures
            transactions;

      2.    Have a short  securities  position,  unless the Fund owns, or owns
            rights  (exercisable  without payment) to acquire, an equal amount
            of such securities;

      3.    Invest in interests in oil, gas, or other mineral  exploration  or
            development programs, including leases;

      4.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old;

      5.    Pledge more than 33% of its total assets;

      6.    Purchase any security if, as a result of such purchase,  more than
            10% of its total  assets  would be invested in the  securities  of
            issuers which are restricted as to disposition;

      7.    Invest more than 15% of its net assets in illiquid assets; or

      8.    Invest in warrants  if,  immediately  after  giving  effect to any
            such  investment,  the Fund's  aggregate  investment  in warrants,
            valued at the lower of cost or  market,  would  exceed  10% of the
            value of the Fund's net assets.  Included within that amount,  but
            not to exceed 2% of the value of the  Fund's  net  assets,  may be
            warrants whose  underlying  securities are not traded on principal
            domestic or foreign  exchanges.  Warrants  acquired by the Fund in
            units or  attached  to  securities  will be deemed  to be  without
            value.

N-K Tiger Fund

      Fundamental Investment Policies.  The N-K Tiger Fund may not:

      1.    With respect to 75% of total assets  purchase any security  (other
            than  obligations of the U.S.  Government and cash items including
            receivables)  if as a  result  more  than 5% of its  total  assets
            would  then be  invested  in  securities  of a  single  issuer  or
            purchase  the  voting  securities  of an issuer if, as a result of
            such   purchase,   the  Fund  would  own  more  than  10%  of  the
            outstanding voting shares of such issuer;

      2.    Underwrite  securities  issued by others except when  disposing of
            portfolio securities;

      3.    Buy  or  sell  commodities  or  commodity  contracts  (other  than
            currency forward contracts);

      4.    Borrow amounts in excess of 5% of the Fund's net asset value,  and
            only  from  banks as a  temporary  measure  for  extraordinary  or
            emergency  purposes  and  not for  investment  in  securities.  To
            avoid the untimely  disposition  of assets to meet  redemptions it
            may  borrow  up to 20% of the  net  value  of its  assets  to meet
            redemptions.  The Fund will not make other  investments while such
            borrowings  referred  to above in this item are  outstanding.  The
            Fund will not  mortgage,  pledge or in any other manner  transfer,
            as  security  for  indebtedness,  any of its  assets.  (Short-term
            credits  necessary  for the  clearance  of  purchases  or sales of
            securities will not be deemed to be borrowings by the Fund.);
 
      5.    Make loans,  except that the Fund may: (a) acquire for  investment
            a  portion  of an  issue  of  bonds,  debentures,  notes  or other
            evidences of  indebtedness  of a corporation  or  government;  (b)
            enter into  repurchase  agreements,  secured by obligations of the
            United States or any agency or instrumentality thereof;

      6.    Issue senior securities (except in accordance with 4 above);

      7.    Concentrate  more than 25% of its  total  assets in any one of its
            industry;

      8.    Purchase  or  sell  real  estate,   provided  that  securities  of
            companies which deal in real estate or interests  therein will not
            be deemed to be investments in real estate.

      Other Investment  Policies.  As non-fundamental  investment  policies of
the N-K Tiger Fund which may be changed  without a shareholder  vote, the Fund
may not:

      1.    Purchase  any  security  resulting in the Fund having more than 5%
            of  its  total  assets   invested  in   securities   of  companies
            (including predecessors) less than three years old;

      2.    Invest in companies for the purpose of exercising control;

      3.    Invest  in  securities  of other  investment  companies  except by
            purchase  in the open market  involving  only  customary  broker's
            commissions,   or  as  part  of  a   merger,   consolidation,   or
            acquisition of assets;

      4.    Participate  on a  joint  and  several  basis  in  any  securities
            trading account;

      5.    Write or trade in put or call options;

      6.    Purchase  securities  on  margin,  but the Fund may  utilize  such
            short-term  credits as may be necessary for clearance of purchases
            or sales of securities;

      7.    Engage in short sales of securities; or

      8.    Invest in interests in oil, gas or other  mineral  exploration  or
            development programs, including leases.

                          MORE FACTS ABOUT THE TRUST

Mixed and Shared Funding

      As described in the  Prospectus,  the Trust serves as the funding medium
for VA  contracts  and VLI  policies of Keyport,  Independence  Life & Annuity
Company  ("Independence"),  a wholly owned subsidiary of Keyport,  and Liberty
Life Assurance  Company of Boston ("Liberty  Life"),  90%-owned  subsidiary of
Liberty  Mutual.  This is  referred  to as "mixed  and  shared  funding."  The
interests of owners of VA contracts  and VLI policies  could  diverge based on
differences  in  state  regulatory  requirements,  changes  in the tax laws or
other  unanticipated  developments.  The  Trust  does  not  foresee  any  such
differences  or  disadvantages  at this time.  However,  the Board of Trustees
monitors  for  such  developments  to  identify  any  material  irreconcilable
conflicts and to determine  what action,  if any,  should be taken in response
to such  conflicts.  If such a conflict  were to occur,  one or more  separate
accounts of Participating  Insurance Companies (as such term is defined in the
Prospectus)  might be  required  to withdraw  its  investments  in one or more
Funds or shares of another  Fund may be  substituted.  This might force a Fund
to sell securities at disadvantageous prices.

      At this time the Trust  does not offer its shares to  separate  accounts
of insurance  companies that are unaffiliated  with Keyport or Liberty Mutual,
but may do so in the future.

Organization

      The Trust is required to hold a shareholders'  meeting to elect Trustees
to fill  vacancies  in the event that less than a majority  of  Trustees  were
elected  by  shareholders.  Trustees  may  also  be  removed  by the  vote  of
two-thirds  of the  outstanding  shares at a meeting  called at the request of
shareholders whose interests represent 10% or more of the outstanding shares.

      The shares do not have  cumulative  voting rights,  which means that the
holders  of more than 50% of the shares of the Funds  voting for the  election
of Trustees can elect all of the Trustees,  and, in such event, the holders of
the remaining shares will not be able to elect any Trustees.

      The Funds are not  required by law to hold  regular  annual  meetings of
their  shareholders and do not intend to do so. However,  special meetings may
be called for  purposes  such as  electing  or  removing  Trustees or changing
fundamental policies.

      Under  Massachusetts  law,  shareholders  of a business trust may, under
certain  circumstances,  be held personally  liable for the obligations of the
Trust.  The  Trust's  shareholders  are  the  separate  accounts  and  general
accounts  of Keyport,  Independence  and Liberty  Life.  However,  the Trust's
Declaration of Trust disclaims  liability of the  shareholders,  the Trustees,
or  officers  of the Trust for acts or  obligations  of the  Trust,  which are
binding only on the assets and property of the Trust (or the  applicable  Fund
thereof)  and  requires  that  notice  of such  disclaimer  be  given  in each
agreement,  obligation,  or contract  entered into or executed by the Trust or
the Board of Trustees.  The Declaration of Trust provides for  indemnification
out of the  Trust's  assets  (or  the  applicable  Fund)  for all  losses  and
expenses of any shareholder held personally  liable for the obligations of the
Trust.  Thus,  the risk of a shareholder  incurring  financial loss on account
of  shareholder  liability  is believed to be remote  because it is limited to
circumstances  in which the disclaimer is inoperative  and the Trust itself is
unable  to meet its  obligations.  The risk to any one  Fund of  sustaining  a
loss on account of  liabilities  incurred by another Fund is also  believed to
be remote.

Trustees and Officers

      The Trustees and officers of the Trust,  together with information as to
their  principal  addresses  and  business  occupations  during  the last five
years,  are shown below.  An asterisk next to a name  indicates that a Trustee
is  considered  an  "interested  person" of the Trust (as  defined in the 1940
Act).

<PAGE>

<PAGE>
=======================================================================
                           Positions(s) held  Principal occupations
Name and Address           with the Trust     during past five years
=======================================================================
===========================-------------------=========================
Richard R. Christensen*    President and      President, Liberty
Federal Reserve Plaza      Trustee            Investment Services,
600 Atlantic Avenue                           Inc.
Boston, MA 02210
===========================-------------------=========================
John A. Bacon Jr.          Trustee            Private Investor;
4N640 Honey Hill Road                         Director, Duplex
Box 296                                       Products, Inc.
Wayne, IL 60184
===========================-------------------=========================
Salvatore Macera           Trustee            Private Investor
20 Rowes Wharf
Boston, MA  02109
===========================-------------------=========================
Dr. Thomas E. Stitzel                         Professor of Finance,
2208 Tawny Woods Place     Trustee            College of Business,
Boise, ID 83706                               Boise State University;
                                              Business Consultant and
                                              Author

===========================-------------------=========================
Richard A. Silver          Treasurer          Senior Vice President
One Financial Center                          and Chief Financial
Boston, MA  02111                             Officer, Colonial
                                              Management Associates,
                                              Inc.
===========================-------------------=========================
Peter L. Lydecker          Controller         Controller -- Colonial
One Financial Center                          Funds, Vice President,
Boston, MA  02111                             Colonial Management
                                              Associates, Inc.
===========================-------------------=========================
Daniel Rie                 Vice President     Senior Vice President
One Financial Center                          and director of Equity
Boston, MA  02111                             Investments,
                                              Colonial Management
                                              Associates, Inc.
===========================-------------------=========================
Leslie W. Finnemore        Vice President     Vice President, Colonial
One Financial Center                          Management Associates,
Boston, MA  02111                             Inc.
- ----------------------------------------------=========================
John E. Lennon             Vice President     Vice President, Colonial
One Financial Center                          Management Associates,
Boston, MA  02111                             Inc.
- ----------------------------------------------=========================

<PAGE>
===========================-------------------=========================
Michael H. Koonce          Vice President     Vice President and
One Financial Center                          Counsel, Colonial
Boston, MA  02111                             Management Associates,
                                              Inc. (1992-present);
                                              Associate, Ropes &
                                              Gray, Boston, MA (prior
                                              thereto)
===========================-------------------=========================
Carl C. Ericson            Vice President     Senior Vice President
One Financial Center                          (Vice President prior
Boston, MA  02111                             to 1996) and director
                                              of Taxable Fixed Income
                                              Investments, Colonial
                                              Management Associates,
                                              Inc.
===========================-------------------=========================
John M. Mussey             Vice President     President, Newport Fund
580 California Street                         Management, Inc.
San Francisco, CA  94104
===========================-------------------=========================
John A. Benning            Secretary          Senior Vice President
Federal Reserve Plaza                         and General Counsel,
600 Atlantic Avenue                           Liberty Financial
Boston, MA 02210                              Companies, Inc.
=======================================================================
Kevin M. Carome            Assistant          Since April 1993,
Federal Reserve Plaza      Secretary          Associate General
600 Atlantic Avenue                           Counsel and Vice
Boston, MA 02210                              President (since
                                              February 1995), Liberty
                                              Financial Companies,
                                              Inc.; Associate, Ropes
                                              & Gray, prior thereto
=======================================================================

      As indicated in the above  table,  certain  Trustees and officers of the
Trust also hold positions with LFC,  Keyport,  KASC, KFSC,  Colonial,  Newport
and/or  certain of their  affiliates.  Certain of the Trustees and officers of
the Trust hold comparable positions with certain other investment companies.

Compensation of Trustees

      The table set forth below presents certain information regarding the
fees paid to the Trustees for their services in such capacity and total fees
paid to them by all other investment companies affiliated with the Trust.
Trustees do not receive any pension or retirement benefits from the Trust.
No officers of the Trust or other individuals who are affiliated with the
Trust receive any compensation from the Trust for services provided to it.


<PAGE>
                              Compensation Table
- ------------------------------------------------------------------------------
                                                      Total Compensation
From the Trust and
                                                      Affiliated Investment
Name of Trustee         Aggregate 1995 Compensation*  Companies in 1995**

Richard R. Christensen              --                      --

John A. Bacon Jr.             $9,000                        $27,000

Salvatore Macera                9,000                        27,000

Dr. Thomas E. Stitzel                 9,000                        27,000

                  
*    Consists of Trustee fees in the amount of (i) a $5,000 annual retainer,
(ii) a $1,000 meeting fee for
     each meeting attended in person and (iii) a $500 meeting fee for each
telephone meeting

**   Includes Trustee fees paid by the Trust and Trustee fees paid by SteinRoe
     Variable Investment Trust

Principal Holders of Securities

      All the  shares  of the Funds  are held of  record  by  sub-accounts  of
separate  accounts of Keyport,  Independence  or Liberty Life on behalf of the
owners  of VA  contracts  and  VLI  policies  or by  the  general  account  of
Keyport.  At March 31,  1996 the general  account of Keyport  owned of record,
27.1% of C-K Growth  and  Income  Fund,  42.4% of C-K  International  Fund For
Growth,  29.6% of C-K U.S.  Fund For Growth,  and 88.8% of N-K Tiger Fund.  As
of that date,  Keyport's  general account owned of record less than 25% of the
outstanding  shares of C-K Utilities  Fund and C-K  Strategic  Income Fund. At
all meetings of shareholders of the Funds,  Keyport,  Independence and Liberty
Life will vote the shares held of record by  subaccounts  of their  respective
separate  accounts as to which  instructions are received from the VA contract
and VLI  policy  owners  on  behalf  of whom  such  shares  are  held  only in
accordance   with  such   instructions.   All  such  shares  as  to  which  no
instructions  are  received  (as well as, in the case of  Keyport,  all shares
held by its general  account)  will be voted in the same  proportion as shares
as to which  instructions are received (with Keyport's  general account shares
being voted in the proportions  determined by instructing owners of Keyport VA
contracts and VLI  policies).  There is no requirement as to the minimum level
of  instructions  which must be  received  from  policy and  contract  owners.
Accordingly,   each  of  Keyport,  Independence  and  Liberty  Life  disclaims
beneficial  ownership  of the  shares  of the  Funds  held  of  record  by the
sub-accounts  of  their  respective  separate  accounts  (or,  in the  case of
Keyport, its general account).  None of Keyport,  Independence or Liberty Life
know of any owner of a VA contract  or VLI policy  issued by it which on March
31, 1996 owned beneficially 5% or more of the outstanding shares of any Fund.

Custodians

      Boston Safe  Deposit  and Trust  Company  ("The  Boston  Company"),  One
Boston Place, Boston,  Massachusetts 02108, is custodian of the securities and
cash owned by the Funds,  other than N-K Tiger Fund.  UMB, n.a.  ("UMB"),  928
Grand Ave.,  Kansas City,  Missouri  64141,  is custodian  for N-K Tiger Fund.
Each of the Boston Company and UMB is  responsible  for holding all securities
and cash of each Fund for which it acts as  custodian,  receiving  and  paying
for  securities   purchased,   delivering  against  payment  securities  sold,
receiving  and  collecting  income  from  investments,   making  all  payments
covering  expenses of the Fund, and performing  other  administrative  duties,
all as directed by persons  authorized  by the Trust.  The  custodians  do not
exercise any supervisory  function in such matters as the purchase and sale of
portfolio  securities,  payment of  dividends,  or payment of  expenses of the
Funds or the Trust.  Portfolio  securities of the Funds  purchased in the U.S.
are maintained in the custody of the  applicable  custodian and may be entered
into the Federal Reserve Book Entry system, or the security  depository system
of  the  Depository  Trust  Company  or  other  security  depository  systems.
Pursuant  to the  custodian  agreement  between  the Trust and the  applicable
custodian,  portfolio  securities purchased outside the U.S. are maintained in
the custody of various  foreign  branches of The Boston  Company  and/or third
party   subcustodians,   including   foreign  banks  and  foreign   securities
depositories.

                             OTHER CONSIDERATIONS

Portfolio Turnover

      Although no Fund  purchases  securities  with a view to rapid  turnover,
there are no  limitations on the length of time that  securities  must be held
by  any  Fund  and  a  Fund's   annual   portfolio   turnover  rate  may  vary
significantly  from year to year. A 100%  turnover  rate would occur if all of
the securities in the portfolio  were sold and either  repurchased or replaced
within one year.  Although the Funds cannot predict  portfolio  turnover rate,
it is estimated  that,  under normal  circumstances,  the annual rate for each
Fund (other than the C-K U.S.  Fund For Growth)  will be no greater than 100%.
Colonial and State Street  anticipate that the portfolio  turnover rate of the
C-K U.S. Fund For Growth will not exceed 200%.  The portfolio  turnover  rates
of the Funds are shown under "Financial Highlights" in the Prospectus.

      If a Fund  writes  a  substantial  number  of  call or put  options  (on
securities  or indexes) or engages in the use of futures  contracts or options
on futures contracts (all referred to as "Collateralized  Transactions"),  and
the  market   prices  of  the   securities   underlying   the   Collateralized
Transactions move inversely to the Collateralized Transaction,  there may be a
very  substantial  turnover  of  the  portfolios.   The  Funds  pay  brokerage
commissions in connection with options and futures  transactions and effecting
closing purchase or sale transactions,  as well as for the purchases and sales
of other portfolio securities other than fixed income securities.

      C-K U.S. Fund For Growth uses  quantitative  techniques which may result
in a high level of  short-term  trading  producing a high  portfolio  turnover
rate. C-K  International  Fund For Growth may be expected to experience higher
portfolio  turnover rates if such Fund makes a change in its investments  from
one geographic sector (e.g., Europe; Japan;  emerging Asian markets;  etc.) to
another  geographic  sector.  Costs  will be greater if the change is from the
sector in which the greatest proportion of its assets are invested.

Suspension of Redemptions

      The right to redeem  shares or to receive  payment  with  respect to any
redemption  of shares of the Funds may only be  suspended  (i) for any  period
during which trading on the New York Stock Exchange  ("NYSE") is restricted or
the NYSE is closed,  other than customary  weekend and holiday  closing,  (ii)
for any period during which an emergency  exists as a result of which disposal
of  securities  or  determination  of the net asset  value of the Funds is not
reasonably  practicable,  or (iii) for such  other  periods  as the SEC may by
order permit for protection of shareholders of the Funds.

Valuation of Securities

      The assets of the Funds are valued as follows:

      Debt  securities  generally  are  valued  by  a  pricing  service  which
determines   valuations   based   upon   market   transactions   for   normal,
institutional-size   trading  units  of  similar   securities.   However,   in
circumstances  where such  prices are not  available  or where  Colonial  (the
Trust's  pricing and  bookkeeping  agent)  deems it  appropriate  to do so, an
over-the-counter  or exchange bid quotation is used.  Securities  listed on an
exchange  or on NASDAQ are valued at the last sale  price.  Listed  securities
for which  there were no sales  during  the day and  unlisted  securities  are
valued at the last quoted bid prices.  Short-term  obligations with a maturity
of 60 days or less are valued at  amortized  cost when such cost  approximates
market value  pursuant to procedures  approved by the Trustees.  The values of
foreign  securities  quoted in foreign  currencies  are  translated  into U.S.
dollars  at  the  exchange  rate  as of  3:00  p.m.  Eastern  time.  Portfolio
positions for which there are no such  valuations  and other assets are valued
at fair  value  as  determined  in  good  faith  under  the  direction  of the
Trustees.

      The net asset value of shares of each Fund is normally  calculated as of
the close of regular trading on the NYSE,  currently 4:00 p.m.,  Eastern time,
on every day the NYSE is open for  trading,  except on days where both (i) the
degree of  trading  in a Fund's  portfolio  securities  would  not  materially
affect the net asset value of that Fund's  shares and (ii) no shares of a Fund
were tendered for redemption  and no purchase order was received.  The NYSE is
open Monday through Friday,  except on the following  national  holidays:  New
Year's Day,  Washington's  Birthday,  Good Friday,  Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day.

      Generally,  trading in certain  securities (such as foreign  securities)
is  substantially  completed  each day at various  times prior to the close of
the NYSE. The values of these  securities  used in  determining  the net asset
value are  computed  as of such  times.  Also,  because  of the amount of time
required to collect and process  trading  information  as to large  numbers of
securities  issues,  the values of  certain  securities  (such as  convertible
bonds  and  U.S.  government   securities)  are  determined  based  on  market
quotations  collected earlier in the day at the latest  practicable time prior
to the close of the NYSE.  Occasionally,  events  affecting  the value of such
securities  may occur  between such times and the close of the NYSE which will
not be reflected  in the  computation  of a Fund's net asset value.  If events
materially  affecting the value of such  securities  occur during such period,
then these securities will be valued at their fair value following  procedures
approved by the Trustees.

Portfolio Transactions

      The Trust has no  obligation to do business  with any  broker-dealer  or
group of broker-dealers  in executing  transactions in securities with respect
to the Funds,  and the Funds have no  intention to deal  exclusively  with any
particular broker-dealer or group of broker-dealers.

      Each of Colonial,  State Street and Newport places the  transactions  of
the Funds with  broker-dealers  selected by it and, if applicable,  negotiates
commissions.  Broker-dealers  may receive  brokerage  commissions on portfolio
transactions,  including the purchase and writing of options, the effecting of
closing  purchase  and  sale  transactions,  and  the  purchase  and  sale  of
underlying  securities  upon the  exercise of options and the purchase or sale
of other  instruments.  The Funds from time to time may also execute portfolio
transactions with such broker-dealers acting as principals.

      Except as  described  below in  connection  with  commissions  paid to a
clearing  agent on sales  of  securities,  it is each  Fund's  policy  and the
policy of each of  Colonial,  State  Street  and  Newport  always to seek best
execution,  which is to  place  the  Fund's  transactions  where  the Fund can
obtain the most  favorable  combination  of price and  execution  services  in
particular  transactions or provided on a continuing basis by a broker-dealer,
and to  deal  directly  with a  principal  market  maker  in  connection  with
over-the-counter  transactions,  except when Colonial, State Street or Newport
believes  that best  execution is  obtainable  elsewhere.  In  evaluating  the
execution  services  of,  including  the overall  reasonableness  of brokerage
commissions paid to, a  broker-dealer,  consideration is given to, among other
things, the firm's general execution and operational capabilities,  and to its
reliability, integrity and financial condition.

      Subject to such  policy of always  seeking  best  execution,  securities
transactions of the Funds may be executed by  broker-dealers  who also provide
research services (as defined below) to Colonial,  State Street,  Newport, the
Funds or other  accounts  as to  which  Colonial,  State  Street,  or  Newport
exercises investment  discretion.  Each of Colonial,  State Street and Newport
may use all,  some or none of such research  services in providing  investment
advisory services to each of its clients,  including the Funds it advises.  To
the extent that such services are used by Colonial,  State Street,  or Newport
they tend to reduce their expenses.  In the opinion of Colonial,  State Street
and  Newport,  it is  impossible  to  assign  an exact  dollar  value for such
services.

      Subject to such  policies as the Board of Trustees may  determine,  each
of Colonial,  State Street and Newport may cause a Fund to pay a broker-dealer
that provides  brokerage  and research  services to it an amount of commission
for effecting a securities  transaction,  including the sale of an option or a
closing  purchase  transaction,  for  a  Fund  in  excess  of  the  amount  of
commission  that another  broker-dealer  would have charged for effecting that
transaction.  As provided in Section 28(e) of the  Securities  Exchange Act of
1934,  "brokerage  and research  services"  include  advice as to the value of
securities,   the   advisability  of  investing  in,   purchasing  or  selling
securities  and the  availability  of  securities  or purchasers or sellers of
securities;  furnishing analyses and reports concerning  issuers,  industries,
securities,   economic   factors  and  trends  and   portfolio   strategy  and
performance of accounts; and effecting securities  transactions and performing
functions  incidental  thereto  (such as clearance  and  settlement).  Each of
Colonial,  State  Street and Newport  must  determine  in good faith that such
greater  commission  is  reasonable  in relation to the value of the brokerage
and research services provided to it by the executing  broker-dealer viewed in
terms of that particular  transaction or its overall  responsibilities  to the
Fund and all its other clients.

      Certain of the other accounts of Colonial,  State Street and Newport may
have  investment  objectives  and  programs  that are  similar to those of the
Funds.  Accordingly,  occasions may arise when each of Colonial,  State Street
and  Newport  engages  in  simultaneous  purchase  and  sale  transactions  of
securities that are consistent with the investment  objectives and programs of
a Fund and such other accounts.  On those  occasions,  Colonial,  State Street
or Newport  will  allocate  purchase  and sale  transactions  in an  equitable
manner  according to written  procedures as approved by the Board of Trustees.
Such  procedures  may, in  particular  instances,  be either  advantageous  or
disadvantageous to a Fund.

      The  portfolio  managers for the C-K  International  Fund For Growth are
Bruno Bertocci and David Harris,  each of whom is jointly employed by Colonial
and Stein Roe & Farnham  Incorporated  ("Stein Roe"), an affiliate of Colonial
and KASC and a wholly owned  subsidiary  of LFC.  Messrs.  Bertocci and Harris
also  are the  portfolio  managers  for the  Colonial  International  Fund For
Growth,  an open-end  investment  company  sponsored by Colonial,  and various
investment company and  non-investment  company clients of Stein Roe. Colonial
utilizes the trading  facilities of Stein Roe to place all orders on behalf of
the C-K International Fund For Growth and the Colonial  International Fund For
Growth for the purchase and sale of portfolio  securities,  futures  contracts
and foreign  currencies.  The C-K International  Fund For Growth and the other
accounts  advised by Messrs.  Bertocci and Harris sometimes invest in the same
securities and sometimes  enter into similar  transactions  utilizing  futures
contracts and foreign  currencies.  In certain  cases,  purchases and sales on
behalf of the Fund and such other  accounts will be bunched and executed on an
aggregate  basis. In such cases,  each  participating  account  (including the
C-K  International  Fund for Growth) will  receive the average  price at which
the trade is executed.  Where less than the desired  aggregate  amount is able
to be  purchased  or  sold,  the  actual  amount  purchased  or  sold  will be
allocated among the  participating  accounts  (including the C-K International
Fund for Growth) in proportion to the amounts  desired to be purchased or sold
by each.  Although  in some cases  these  practices  could have a  detrimental
effect on the price or volume of the securities,  futures or currencies as far
as the C-K  International  Fund for  Growth is  concerned,  Colonial  believes
that in most cases these  practices  should produce better  executions.  It is
the opinion of Colonial that the  advantages of these  practices  outweigh the
disadvantages, if any, which might result from them.

      Portfolio  transactions  on  behalf  of the C-K  International  Fund for
Growth may be executed by  broker-dealers  who  provide  research  services to
Colonial  and Stein Roe which are used in the  investment  management  of such
Fund or other accounts over which  Colonial and Stein Roe exercise  investment
discretion.  Such  transactions  will  be  effected  in  accordance  with  the
policies  described  above.  No portfolio  transactions  on behalf of the Fund
will be directed to a broker-dealer in  consideration  of the  broker-dealer's
provision  of research  services to  Colonial,  or to Colonial  and Stein Roe,
unless a  determination  is made that such  research  assists  Colonial in its
investment  management  of the C-K  International  Fund  for  Growth  or other
accounts  over which  Colonial  exercises  investment  discretion  (including,
without limitation, the Colonial International Fund For Growth).

      Consistent  with the Rules of Fair Practice of the National  Association
of Securities  Dealers,  Inc.,  and subject to seeking best execution and such
other  policies  as the Board of Trustees  may  determine,  each of  Colonial,
State Street and Newport may consider  sales of VA contracts  and VLI policies
as  a  factor  in  the  selection  of  broker-dealers  to  execute  securities
transactions for the Funds.

      The table below shows information on brokerage  commissions paid by each
Fund  during the periods  indicated  (other than C-K  Strategic  Income  Fund,
which did not pay commissions on any of its transactions).


- -------------------------------------------------------------------------------
                    C-K Growth   C-K        C-K             C-K U.S.   N-K Tiger
                    and Income   Utilities  International   Fund For   Fund
                    Fund         Fund       Fund For        Growth
                                            Growth
                                  
- --------------------------------------------------------------------------------
Total amount of     $110,453     $24,902    $52,394         $81,150   $129,019
brokerage
commissions paid
during 1995
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Amount of such      $13,962      $489       $0           $0        $0
commissions paid
to brokers or
dealers who
supplied research
services to
Colonial, State
Street or Newport
- --------------------------------------------------------------------------------
- -------------------- ------------ ---------- ------------ --------- ------------
Amount of            $13,962      $489       $0           $0        $0
commissions paid
to brokers or
dealers that were
allocated to such
brokers or dealers
by Colonial, State
Street or Newport
because of
research services
provided to the
Fund
- -------------------- ------------ ---------- ------------ --------- ------------
Total brokerage      $64,373      $37,872      $68,394      $31,950     --
paid during 1994
- -------------------- ------------ ---------- ------------ --------- ------------
- -------------------- ------------ ---------- ------------ --------- ------------
Total brokerage      $25,577      $57,260        --           --        --
paid during period
from July 1, 1993
(commencement of
operation) through
December 31, 1993
- -------------------- ------------ ---------- ------------ --------- ------------

                      DESCRIPTION OF CERTAIN INVESTMENTS

      The following is a description  of certain  types of  investments  which
may be made by one or more of the Funds.

Money Market Instruments

      As  stated in the  Prospectus,  each  Fund may  invest  in a variety  of
high-quality money market  instruments.  The money market instruments that may
be used by each Fund may include:


<PAGE>
      United  States  Government  Obligations.  These consist of various types
of marketable  securities issued by the U.S. Treasury,  i.e., bills, notes and
bonds.  Such  securities  are direct  obligations  of the U.S.  Government and
differ  mainly  in the  length of their  maturity.  Treasury  bills,  the most
frequently issued  marketable  government  security,  have a maturity of up to
one year and are issued on a discount basis.

      United  States  Government  Agency  Securities.  These  consist  of debt
securities issued by agencies and  instrumentalities  of the U.S.  Government,
including the various types of instruments  currently outstanding or which may
be  offered  in the  future.  Agencies  include,  among  others,  the  Federal
Housing  Administration,  Government National Mortgage  Association,  Farmer's
Home  Administration,  Export-Import  Bank  of  the  United  States,  Maritime
Administration,   and  General  Services   Administration.   Instrumentalities
include,  for example,  each of the Federal Home Loan Banks, the National Bank
for Cooperatives,  the Federal Home Loan Mortgage Corporation, the Farm Credit
Banks,  the  Federal  National  Mortgage  Association,  and the United  States
Postal  Service.  These  securities  are either:  (i) backed by the full faith
and  credit  of  the  U.S.   Government  (e.g.,  U.S.  Treasury  Bills);  (ii)
guaranteed  by  the  U.S.   Treasury  (e.g.,   Government   National  Mortgage
Association  mortgage-backed  securities);  (iii)  supported  by  the  issuing
agency's or  instrumentality's  right to borrow from the U.S.  Treasury (e.g.,
Federal National Mortgage  Association Discount Notes); or (iv) supported only
by the issuing  agency's or  instrumentality's  own credit  (e.g.,  securities
issued by the Farmer's Home Administration).

      Bank and Savings and Loan  Obligations.  These include  certificates  of
deposit,  bankers'  acceptances,  and time deposits.  Certificates  of deposit
generally are short-term,  interest-bearing  negotiable certificates issued by
commercial banks or savings and loan  associations  against funds deposited in
the issuing  institution.  Bankers'  acceptances  are time  drafts  drawn on a
commercial  bank by a borrower,  usually in connection  with an  international
commercial  transaction  (e.g., to finance the import,  export,  transfer,  or
storage of goods).  With a bankers'  acceptance,  the  borrower  is liable for
payment as is the bank, which  unconditionally  guarantees to pay the draft at
its  face  amount  on  the  maturity  date.  Most  bankers'  acceptances  have
maturities of six months or less and are traded in secondary  markets prior to
maturity.   Time   deposits   are   generally   short-term,   interest-bearing
negotiable  obligations  issued by commercial banks against funds deposited in
the issuing  institutions.  The Funds will not invest in any  security  issued
by a  commercial  bank or a savings  and loan  association  unless the bank or
savings and loan  association is organized and operating in the United States,
has  total  assets  of at least one  billion  dollars,  and is a member of the
Federal  Deposit  Insurance  Corporation  ("FDIC"),  in the case of banks,  or
insured by the FDIC in the case of savings  and loan  associations;  provided,
however,  that  such  limitation  will not  prohibit  investments  in  foreign
branches of domestic  banks which meet the foregoing  requirements.  The Funds
will not invest in time-deposits maturing in more than seven days.

      Short-Term  Corporate Debt Instruments.  These include  commercial paper
(i.e.,  short-term,  unsecured  promissory  notes  issued by  corporations  to
finance  short-term  credit  needs).  Commercial  paper is  usually  sold on a
discount  basis and has a maturity at the time of issuance not exceeding  nine
months.  Also included are  non-convertible  corporate debt securities  (e.g.,
bonds and  debentures).  Corporate debt securities  with a remaining  maturity
of less than 13 months are  liquid  (and tend to become  more  liquid as their
maturities  lessen) and are traded as money market  securities.  Each Fund may
purchase corporate debt securities having greater maturities.

      Repurchase  Agreements.  The Funds may invest in repurchase  agreements.
A repurchase  agreement is an instrument  under which the investor  (such as a
Fund) acquires  ownership of a security (known as the  "underlying  security")
and the seller (i.e.,  a bank or primary  dealer)  agrees,  at the time of the
sale, to repurchase  the  underlying  security at a mutually  agreed upon time
and price,  thereby  determining  the yield during the term of the  agreement.
This  results in a fixed rate of return  insulated  from  market  fluctuations
during  such   period,   unless  the  seller   defaults   on  its   repurchase
obligations.  The  underlying  securities  will  consist  only  of  securities
issued  by the U.S.  Government,  its  agencies  or  instrumentalities  ("U.S.
Government    Securities").    Repurchase    agreements    are,   in   effect,
collateralized  by such  underlying  securities,  and,  during  the  term of a
repurchase  agreement,  the seller  will be required  to  mark-to-market  such
securities every business day and to provide such additional  collateral as is
necessary  to maintain the value of all  collateral  at a level at least equal
to  the  repurchase  price.   Repurchase  agreements  usually  are  for  short
periods,  often under one week,  and will not be entered  into by a Fund for a
duration  of more than seven days if, as a result,  more than 15% of the value
of that Fund's  total  assets  would be invested in such  agreements  or other
securities which are illiquid.

      The Funds  will  seek to  assure  that the  amount  of  collateral  with
respect to any  repurchase  agreement  is adequate.  As with any  extension of
credit,  however,  there is risk of delay in  recovery or the  possibility  of
inadequacy of the  collateral  should the seller of the  repurchase  agreement
fail  financially.  In addition,  a Fund could incur costs in connection  with
disposition  of the  collateral if the seller were to default.  The Funds will
enter into  repurchase  agreements only with sellers deemed to be creditworthy
under  creditworthiness  standards  approved by the Board of Trustees and only
when the  economic  benefit to the Funds is believed to justify the  attendant
risks.  The  Board of  Trustees  believes  these  standards  are  designed  to
reasonably  assure  that such  sellers  present  no serious  risk of  becoming
involved in bankruptcy  proceedings  within the time frame contemplated by the
repurchase  agreement.  The Funds may enter into  repurchase  agreements  only
with commercial banks or registered broker-dealers.

      Adjustable   Rate  and  Floating  Rate   Securities.   Adjustable   rate
securities (i.e.,  variable rate and floating rate instruments) are securities
that have interest  rates that are adjusted  periodically,  according to a set
formula.  The maturity of some  adjustable  rate  securities  may be shortened
under certain special conditions described more fully below.

      Variable rate  instruments  are  obligations  (usually  certificates  of
deposit)  that  provide  for  the   adjustment  of  their  interest  rates  on
predetermined  dates or whenever a specific interest rate changes.  A variable
rate  instrument  subject to a demand feature is considered to have a maturity
equal to the longer of the period  remaining  until the next  readjustment  of
the interest rate or the period  remaining  until the principal  amount can be
recovered through demand.

      Floating rate  instruments  (generally  corporate  notes,  bank notes or
Eurodollar  certificates  of  deposit)  have  interest  rate reset  provisions
similar to those for variable  rate  instruments  and may be subject to demand
features  like those for  variable  rate  instruments.  The  interest  rate is
adjusted,   periodically  (e.g.  daily,   monthly,   semi-annually),   to  the
prevailing  interest  rate in the  marketplace.  The interest rate on floating
rate  securities is ordinarily  determined by reference to, or is a percentage
of, a bank's  prime rate,  the 90-day  U.S.  Treasury  bill rate,  the rate of
return  on  commercial  paper or bank  certificates  of  deposit,  an index of
short-term  interest rates or some other objective measure.  The maturity of a
floating rate  instrument is considered to be the period  remaining  until the
principal amount can be recovered through demand.

Investments in Less Developed Countries

      The  C-K  International   Fund  For  Growth's   investments  in  foreign
securities may include  investments in countries whose economies or securities
markets are considered by Colonial not to be highly developed  (referred to as
"emerging market  countries").  Normally no more than 40% of the Fund's assets
will be invested in such emerging  market  countries.  As of May 1, 1996,  the
following  countries  were  considered  by  Colonial  to  be  emerging  market
countries:

===========================--------------------------==========================
Asia                       Latin America             Europe and the Middle 
                                                     East
===========================--------------------------==========================
India                      Argentina                 Greece
===========================--------------------------==========================
Indonesia                  Brazil                    Israel
===========================--------------------------==========================
Korea                      Chile                     Jordan
===========================--------------------------==========================
Pakistan                   Colombia                  Portugal
===========================--------------------------==========================
Philippines                Mexico                    Turkey
===========================--------------------------==========================
Sri Lanka                  Peru
===========================--------------------------==========================
Taiwan                     Venezuela
- -----------------------------------------------------==========================
Thailand
- -----------------------------------------------------==========================

      N-K Tiger  Fund  invests  primarily  in  companies  located in the Tiger
countries,  which  include  Indonesia,  Korea,  the  Philippines,  Taiwan  and
Thailand.

Foreign Currency Transactions

      Each  of  C-K  International  Fund  For  Growth,  N-K  Tiger  Fund,  C-K
Strategic  Income  Fund and C-K Growth and Income  Fund may engage in currency
exchange  transactions to protect  against  uncertainty in the level of future
currency  exchange  rates.  These Funds may purchase  foreign  currencies on a
spot or  forward  basis in  conjunction  with  their  investments  in  foreign
securities  and to hedge  against  fluctuations  in  foreign  currencies.  C-K
International  Fund For Growth and C-K Strategic  Income Fund also may buy and
sell  currency  futures   contracts  and  options  thereon  for  such  hedging
purposes.  C-K Strategic  Income Fund also may buy options on  currencies  for
hedging purposes.

      A  Fund  may  engage  in  both   "transaction   hedging"  and  "position
hedging." When it engages in transaction  hedging,  a Fund enters into foreign
currency  transactions with respect to specific receivables or payables of the
Fund generally  arising in connection with purchases or sales of its portfolio
securities.  A Fund will  engage in  transaction  hedging  when it  desires to
"lock in" the U.S.  dollar  price of a security  it has agreed to  purchase or
sell, or the U.S.  dollar  equivalent  of a dividend or interest  payment in a
foreign  currency.  By  transaction  hedging a Fund attempts to protect itself
against a possible loss resulting  from an adverse change in the  relationship
between the U.S. dollar and the applicable  foreign currency during the period
between the date on which the security is  purchased or sold,  or on which the
dividend  or  interest  payments  is  declared,  and the  date on  which  such
payments are made or received.

      A Fund may  purchase  or sell a  foreign  currency  on a spot (or  cash)
basis  at the  prevailing  spot  rate in  connection  with the  settlement  of
transactions in portfolio  securities  denominated in that foreign currency. A
Fund may also enter into  contracts to purchase or sell foreign  currencies at
a  future  date  ("forward  contracts")  and  (if the  Fund is so  authorized)
purchase and sell foreign currency futures contracts.

      For transaction  hedging purposes a Fund which is so authorized may also
purchase  exchange-listed and over-the-counter call and put options on foreign
currency  futures  contracts  and  on  foreign  currencies.   Over-the-counter
options are  considered  to be  illiquid  by the SEC staff.  A put option on a
futures  contract  gives the Fund the right to assume a short  position in the
futures  contract until  expiration of the option.  A put option on a currency
gives the Fund the right to sell a currency  at an  exercise  price  until the
expiration of the option.  A call option on a futures  contract gives the Fund
the  right  to  assume a long  position  in the  futures  contract  until  the
expiration  of the  option.  A call  option on a  currency  gives the Fund the
right to purchase a currency at the  exercise  price until the  expiration  of
the option.

      When  it  engages  in  position  hedging,  a Fund  enters  into  foreign
currency  exchange  transactions to protect against a decline in the values of
the foreign  currencies in which its portfolio  securities are denominated (or
an increase in the value of currency for securities  which the Fund expects to
purchase, when the Fund holds cash or short-term  investments).  In connection
with position hedging,  a Fund which is so authorized may purchase put or call
options on foreign currency and foreign currency futures  contracts and buy or
sell forward  contracts and foreign  currency  futures  contracts.  A Fund may
enter  into  short  sales  of a  foreign  currency  to hedge a  position  in a
security  denominated in that currency.  In such circumstances,  the Fund will
maintain in a segregated  account with the Fund's  Custodian an amount of cash
or liquid  debt  securities  equal to the  excess of (i) the amount of foreign
currency  required to cover such short sale  position  over (ii) the amount of
such  foreign  currency  which could then be realized  through the sale of the
foreign securities denominated in the currency subject to the hedge.

      The  precise  matching  of the  amounts  of  foreign  currency  exchange
transactions  and the  value of the  portfolio  securities  involved  will not
generally  be possible  since the future value of such  securities  in foreign
currencies  will change as a consequence  of market  movements in the value of
those  securities  between the dates the currency  exchange  transactions  are
entered into and the dates they mature.

      It is  impossible  to  forecast  with  precision  the  market  value  of
portfolio  securities  at the  expiration  or maturity of a forward or futures
contract.  Accordingly,  it may be necessary for a Fund to purchase additional
foreign  currency on the spot  market (and bear the expense of such  purchase)
if the market  value of the security or  securities  being hedged is less than
the amount of  foreign  currency  the Fund is  obligated  to deliver  and if a
decision is made to sell the security or  securities  and make delivery of the
foreign currency.  Conversely,  it may be necessary to sell on the spot market
some of the foreign currency received upon the sale of the portfolio  security
or securities  if the market value of such security or securities  exceeds the
amount of foreign currency the Fund is obligated to deliver.

      Transaction  and position  hedging do not eliminate  fluctuations in the
underlying  prices  of the  securities  which  the  Fund  owns or  intends  to
purchase  or sell.  They simply  establish  a rate of exchange  which the Fund
can  achieve  at some  future  point in  time.  Additionally,  although  these
techniques  tend to minimize the risk of loss due to a decline in the value of
the hedged currency,  they tend to limit any potential gain which might result
from the increase in value of such currency.

Currency Forward and Futures Contracts

      Each of C-K  International  Fund For Growth,  C-K Strategic  Income Fund
and  N-K  Tiger  Fund  will  enter  into  such  contracts  only  when  cash or
equivalents  equal  in value to  either  (i) the  commodity  value  (less  any
applicable  margin  deposits)  or (ii) the  difference  between the  commodity
value (less any applicable  margin deposits) and the aggregate market value of
all equity securities  denominated in the particular currency held by the Fund
have been  deposited  in a  segregated  account  of the  Fund's  custodian.  A
forward currency  contract involves an obligation to purchase or sell specific
currency  at a future  date,  which may be any  fixed  number of days from the
date of the contract as agreed by the  parties,  at a price set at the time of
the  contract.  In the  case of a  cancelable  contract,  the  holder  has the
unilateral  right to cancel the  contract  at  maturity  by paying a specified
fee. The  contracts  are traded in the  interbank  market  conducted  directly
between  currency   traders   (usually  large  commercial   banks)  and  their
customers.   A  contract  generally  has  no  deposit   requirement,   and  no
commissions are charged at any stage for trades.  A currency  futures contract
is a standardized  contract for the future delivery of a specified amount of a
foreign  currency  at a  future  date  at a  price  set  at  the  time  of the
contract.   Currency  futures  contracts  traded  in  the  United  States  are
designed and traded on exchanges  regulated by the Commodities Futures Trading
Commission  ("CFTC"),  such as the New York  Mercantile  Exchange.  (N-K Tiger
Fund may not invest in currency futures contracts.)

      Forward currency  contracts  differ from currency  futures  contracts in
certain  respects.  For example,  the maturity date of a forward  contract may
be any  fixed  number of days from the date of the  contract  agreed  upon the
parties,  rather than a predetermined date in a given month. Forward contracts
may be in any amounts  agreed upon by the  parties  rather than  predetermined
amounts.  Also, forward contracts are traded directly between currency traders
so that no intermediary is required.  A forward  contract  generally  requires
no margin or other deposit.

      At the  maturity of a forward or futures  contract,  the Fund may either
accept or make delivery of the currency  specified in the  contract,  or at or
prior to maturity enter into a closing  transaction  involving the purchase or
sale of an offsetting  contract.  Closing transactions with respect to forward
contracts are usually  effected with the currency trader who is a party to the
original  forward  contract.  Closing  transactions  with  respect  to futures
contracts  are  effected on a  commodities  exchange;  a clearing  corporation
associated  with the  exchange  assumes  responsibility  for  closing out such
contracts.

      Positions  in currency  futures  contracts  may be closed out only on an
exchange  or  board  of  trade  which  provides  a  secondary  market  in such
contracts.  Although  the Funds  intend to purchase or sell  currency  futures
contracts  only on exchanges  or boards of trade where there  appears to be an
active secondary  market,  there is no assurance that a secondary market on an
exchange  or board of trade will exist for any  particular  contract or at any
particular  time.  In such  event,  it may not be  possible to close a futures
position  and,  in the  event of  adverse  price  movements,  the  Fund  would
continue to be required to make daily cash payments or variation margin.

Currency Options

      In  general,  options  on  currencies  operate  similarly  to options on
securities  and are  subject to many  risks  similar  to those  applicable  to
currency   futures  and  forward   contracts.   Currency  options  are  traded
primarily in the over-the-counter  market, although options on currencies have
recently  been  listed on several  exchanges.  Options  are traded not only on
the currencies of individual  nations,  but also on the European Currency Unit
("ECU").  The ECU is  composed  of amounts of a number of  currencies,  and is
the official medium of exchange of the European Economic  Community's European
Monetary System.

      C-K Strategic  Income Fund will only purchase or write currency  options
when  Colonial  believes  that a  liquid  secondary  market  exists  for  such
options.  There can be no assurance that a liquid  secondary market will exist
for a particular  option at any specified time.  Currency options are affected
by all of  those  factors  which  influence  exchange  rates  and  investments
generally.  To the extent  that these  options  are traded  over the  counter,
they are considered to be illiquid by the SEC staff.

      The value of any currency,  including the U.S.  dollar,  may be affected
by complex  political and economic factors  applicable to the issuing country.
In addition,  the exchange  rates of  currencies  (and  therefore the value of
currency options) may be significantly affected,  fixed, or supported directly
or indirectly  by government  actions.  Government  intervention  may increase
risks  involved in  purchasing or selling  currency  options,  since  exchange
rates may not be free to fluctuate in respect to other market forces.

      The value of a currency  option  reflects the value of an exchange  rate
which in turn reflects relative values of two currencies,  the U.S. dollar and
the foreign currency in question.  Because currency transactions  occurring in
the interbank market involve  substantially larger amounts than those that may
be  involved  in  the  exercise  of  currency   options,   investors   may  be
disadvantaged  by  having  to deal in an  odd-lot  market  for the  underlying
currencies in connection  with options at prices that are less  favorable than
for  round-lots.  Foreign  governmental  restrictions or taxes could result in
adverse changes in the cost of acquiring or disposing of currencies.

Valuations

      There  is  no  systematic   reporting  of  last  sale   information  for
currencies and there is no regulatory  requirement  that quotations  available
through  dealers  or  other  market  sources  be firm or  revised  on a timely
basis.  Available  quotation  information is generally  representative of very
large round-lot  transactions in the interbank market and thus may not reflect
exchange rates for smaller odd-lot  transactions  (less than $1 million) where
rates may be less favorable.  The interbank  market in currencies is a global,
around-the-clock  market.  To the extent that options markets are closed while
the markets for the underlying  currencies remain open,  significant price and
rate  movements  may take  place in the  underlying  markets  that  cannot  be
reflected in the options markets.

Settlement Procedures

      Settlement  procedures  relating  to the Funds'  investments  in foreign
securities and to their foreign  currency  exchange  transactions  may be more
complex  than  settlements  with  respect  to  investments  in debt or  equity
securities of U.S. issuers,  and may involve certain risks not present in such
Funds'  domestic  investments,  including  foreign  currency  risks  and local
custom and usage.  Foreign  currency  transactions  may also  involve the risk
that an entity involved in the settlement may not meet its obligations.

Foreign Currency Conversion

      Although  foreign  exchange  dealers  do not  charge a fee for  currency
conversion,  they do realize a profit based on the  difference  (the "spread")
between  prices at which  they are  buying  and  selling  various  currencies.
Thus, a dealer may offer to sell a foreign  currency to the Funds at one rate,
while  offering a lesser  rate of exchange  should the Funds  desire to resell
that currency to the dealer.  Foreign  currency  transactions may also involve
the  risk  that  an  entity  involved  in the  settlement  may  not  meet  its
obligations.


<PAGE>
Options on Securities

      C-K Utilities  Fund may write covered put options on securities  and may
purchase  put options on  securities.  The Fund will only  utilize  options on
securities that are exchange traded.
 
      A put option is a contract that gives the purchaser thereof,  during the
term of the  option,  the right to sell a  specified  amount  of the  security
underlying the put option at the exercise price upon exercise of the option.

      Through  the  writing of a covered  put  option,  the Fund will  receive
premium  income but will also thereby  obligate  itself during the term of the
option,  upon the  exercise  thereof,  to purchase  from the holder of the put
option the security  underlying  the option  regardless of the market value of
the security during the option period.

      To cover a put option  written,  the Fund may, for example,  establish a
segregated asset account with the Trust's custodian  containing cash or liquid
assets  that,  when added to  amounts,  if any,  deposited  with its broker as
margin,  equal the market value of the  securities  underlying  the put option
written.

      The Fund may purchase put options on securities  for defensive  purposes
in  order  to  hedge  against  an  anticipated  decline  in the  value  of its
portfolio  securities.  In  addition,  the  Fund  may  write  put  options  on
securities,  which may partially  offset the effects of adverse changes in the
value of the Fund's portfolio securities.

      Although  these  investment  practices will be used to attempt to reduce
the effect of any  adverse  price  movement in the  securities  subject to the
option,  they do involve  certain risks that are different,  in some respects,
from the investment  risks associated with similar funds that do not engage in
such  activities.   These  risks  include  the  inability  to  effect  closing
transactions at favorable  prices and the obligation to purchase the specified
securities  at prices which may not reflect their current  market  values.  In
addition,  when  purchasing  put options,  the Fund is exposed to the possible
loss of the entire premium paid if the option expires unexercised.

Futures Contracts and Related Options

      C-K Strategic Income Fund may engage in transactions  involving interest
rate  futures  contracts  and  options  thereon  to hedge  against  changes in
interest rates.  The Fund will engage in such  transactions  only with respect
to  securities  it  may  otherwise   purchase  or  indices  composed  of  such
securities.

      A futures  contract  sale creates an obligation by the seller to deliver
the type of  financial  instrument  called for in the  contract in a specified
delivery  month for a stated price.  A futures  contract  purchase  creates an
obligation  by the  purchaser  to  take  delivery  of the  type  of  financial
instrument  called for in the  contract  in a  specified  delivery  month at a
stated price. The specific  instruments  delivered or taken at settlement date
are not determined  until on or near that date. The  determination  is made in
accordance  with the rules of the exchanges on which the futures  contract was
made.  Futures  contracts  are traded in the United States only on a commodity
exchange or boards of trade -- known as  "contract  markets"  -- approved  for
such trading by the CFTC,  and must be executed  through a futures  commission
merchant or brokerage firm which is a member of the relevant contract market.

      Although  futures  contracts by their terms call for actual  delivery or
acceptance of the underlying financial instruments,  the contracts usually are
closed  out  before  the  settlement  date  without  the  making  or taking of
delivery.  Closing out a futures  contract  sale is effected by  purchasing  a
futures  contract  for the  same  aggregate  amount  of the  specific  type of
financial  instrument  with  the  same  delivery  date.  If the  price  of the
initial  sale of the  futures  contract  exceeds  the price of the  offsetting
purchase,  the seller is paid the difference and realizes a gain.  Conversely,
if the price of the  offsetting  purchase  exceeds  the  price of the  initial
sale,  the seller  realizes a loss.  Similarly,  the  closing out of a futures
contract  purchase  is  effected by the  purchaser's  entering  into a futures
contract sale. If the offsetting  sale price exceeds the purchase  price,  the
purchaser  realizes a gain,  and if the purchase  price exceeds the offsetting
sale price, the purchaser realizes a loss.

      Unlike when the Fund purchases or sells a security,  no price is paid or
received  by the  Fund  upon  the  purchase  or  sale of a  futures  contract,
although  the Fund is required to deposit  with its  custodian in a segregated
account  in the name of the  futures  broker  an amount  of cash  and/or  U.S.
Government  Securities.  This amount is known as "initial  margin." The nature
of initial margin in futures  transactions is different from that of margin in
security  transactions  in that futures  contract  margin does not involve the
borrowing of funds by the Fund to finance the  transactions.  Rather,  initial
margin is in the nature of a  performance  bond or good  faith  deposit on the
contract  that  is  returned  to the  Fund  upon  termination  of the  futures
contract,  assuming all contractual  obligations have been satisfied.  Futures
contracts also involve brokerage costs.

      Subsequent  payments,  called "variation margin", to and from the broker
(or the  custodian)  are made on a daily basis as the price of the  underlying
security or commodity  fluctuates,  making the long and short positions in the
futures  contract  more or less  valuable,  a  process  known as  "marking  to
market."  The Fund may elect to close some or all of its futures  positions at
any time prior to their  expiration.  The  purpose of making such a move would
be to reduce  or  eliminate  the hedge  position  then  currently  held by the
Fund.  The Fund may close its  positions by taking  opposite  positions  which
will  operate to  terminate  the Fund's  position  in the  futures  contracts.
Final  determinations  of variation  margin are then made,  additional cash is
required to be paid by or released to the Fund,  and the Fund  realizes a loss
or gain.  Such closing transactions involve additional commission costs.

      The Fund will enter into  futures  contracts  only when,  in  compliance
with the SEC's  requirements,  cash or high  quality  liquid  debt  securities
equal in value to the commodity  value (less any applicable  margin  deposits)
have been deposited in a segregated account of the Fund's custodian.

Options on futures contracts

      The  Fund  may  purchase  and  write  call and put  options  on  futures
contracts it may buy or sell and enter into closing  transactions with respect
to such  options  to  terminate  existing  positions.  The  Fund  may use such
options on futures  contracts in lieu of purchasing and selling the underlying
futures  contracts.  Such  options  generally  operate  in the same  manner as
options purchased or written directly on the underlying investments.

      As with  options  on  securities,  the holder or writer of an option may
terminate his position by selling or purchasing  an offsetting  option.  There
is no guarantee that such closing transactions can be effected.

      The Fund will be  required  to deposit  initial  margin and  maintenance
margin with  respect to put and call options on futures  contracts  written by
it pursuant to brokers'  requirements  similar to those described  above.  The
Fund will  enter into  written  options on  futures  contracts  only when,  in
compliance with the SEC's requirements,  cash or equivalents equal in value to
the commodity value (less any applicable  margin deposits) have been deposited
in a segregated account of the Fund's custodian.

Risks of transactions in futures contracts and related options

      Successful  use  of  futures   contracts  by  the  Fund  is  subject  to
Colonial's  ability  to  predict  correctly  movements  in  the  direction  of
interest rates and other factors affecting securities markets.

      Compared to the purchase or sale of futures  contracts,  the purchase of
call or put options on futures  contracts  involves less potential risk to the
Fund  because the maximum  amount at risk is the premium  paid for the options
(plus  transaction  costs).  However,  there  may be  circumstances  when  the
purchase of a call or put option on a futures  contract would result in a loss
to the Fund when the purchase or sale of a futures  contract  would not,  such
as when there is no  movement  in the prices of the  hedged  investments.  The
writing of an option on a futures  contract  involves  risks  similar to those
relating to the sale of futures contracts.

      There is no assurance that higher than  anticipated  trading activity or
other  unforeseen  events might not at times render  certain  market  clearing
facilities  inadequate,  and thereby result in the institution by exchanges of
special  procedures  which may interfere with the timely execution of customer
orders.

      To reduce or eliminate a hedge  position held by the Fund,  the Fund may
seek to  close  out a  position.  The  ability  to  establish  and  close  out
positions  will be  subject to the  development  and  maintenance  of a liquid
secondary  market.  It is  not  certain  that  this  market  will  develop  or
continue to exist for a particular  futures contract.  Reasons for the absence
of a liquid  secondary  market  on an  exchange  include  the  following:  (i)
there may be insufficient  trading  interest in certain  contracts or options;
(ii)  restrictions  may be imposed by an exchange on opening  transactions  or
closing  transactions  or both;  (iii)  trading  halts,  suspensions  or other
restrictions  may be imposed with respect to  particular  classes or series of
contracts or options,  or  underlying  securities;  (iv) unusual or unforeseen
circumstances  may  interrupt  normal  operations  on  an  exchange;  (v)  the
facilities  of an exchange or a clearing  corporation  may not at all times be
adequate  to handle  current  trading  volume;  or (vi) one or more  exchanges
could,  for economic or other  reasons,  decide or be compelled at some future
date to  discontinue  the trading of  contracts  or options  (or a  particular
class or series of contracts or options),  in which event the secondary market
on that  exchange  (or in the class or series of contacts or  options),  would
cease to exist,  although  outstanding  contracts  or options on the  exchange
that had been issued by a clearing  corporation  as a result of trades on that
exchange would continue to be exercisable in accordance with their terms.

Passive Foreign Investment Companies

      The C-K  International  Fund For Growth and N-K Tiger Fund may invest in
certain Passive Foreign  Investment  Companies (PFICs) which may be subject to
U.S.  federal  income tax on a portion of any  "excess  distribution"  or gain
(PFIC tax)  related to the  investment.  The PFIC tax is the highest  ordinary
income rate and it could be increased by an interest  charge on the deemed tax
deferral.  The Funds may possibly  elect to include in its income its pro rata
share  of the  ordinary  earnings  and  net  capital  gain of the  PFIC.  This
election  requires  certain  annual  information  from the PFICs which in many
cases may be difficult to obtain.  An  alternative  election  would permit the
Fund to recognize as income any  appreciation  (but not  depreciation)  on its
holdings of PFICs as of the end of its fiscal year.

Securities Loans

      C-K U.S.  Fund For  Growth may make  loans of its  portfolio  securities
amounting  to not more than 30% of its  total  assets.  The  risks in  lending
portfolio securities,  as with other extensions of credit, consist of possible
delay  in  recovery  of the  securities  or  possible  loss of  rights  in the
collateral  should  the  borrower  fail  financially.  As a matter of  policy,
securities loans are made to broker-dealers  pursuant to agreements  requiring
that loans be  continuously  secured by collateral in cash or short-term  debt
obligations  at least  equal at all  times to the value of the  securities  on
loan.  This   collateral  is  deposited  with  the  Trust's   custodian  which
segregates  and  identifies  these  assets  on its books as  security  for the
loan.  The  borrower  pays  to the  Fund an  amount  equal  to any  dividends,
interest or other  distributions  received on securities lent. The borrower is
obligated to return  identical  securities  on  termination  of the loan.  The
Fund retains all or a portion of the interest  received on  investment  of the
cash  collateral or receives a fee from the borrower.  Although  voting rights
or rights  to  consent  with  respect  to the  loaned  securities  pass to the
borrower,  the  Fund  retains  the  right  to call  the  loans  at any time on
reasonable  notice,  and it will do so in  order  that the  securities  may be
voted by the Fund if the holders of such  securities are asked to vote upon or
consent to matters  materially  affecting  the  investment.  The Fund may also
call  such  loans in order to sell the  securities  involved.  The  Trust  has
adopted  these  policies,  in part,  so that  interest,  dividends  and  other
distributions received on the loaned securities,  the interest or fees paid by
the  borrower  to the Fund for the loan,  and the  investment  income from the
collateral will qualify under certain investment  limitations under Subchapter
M of the Internal Revenue Code.

                            INVESTMENT PERFORMANCE

      Each of the Funds  may quote  total  return  figures  from time to time.
Total  return on a per share  basis is the amount of  dividends  received  per
share  plus or minus the  change in the net asset  value per share for a given
period.  Total return  percentages  may be calculated by dividing the value of
a  share  at the  end of a given  period  by the  value  of the  share  at the
beginning of the period and subtracting one.

      Average Annual Total Return is computed as follows:

                                          ERV = P(1+T)n

      Where:            P     =a hypothetical initial payment of $1,000
                  T     =     average annual total return
                  n     =     number of years
                  ERV   =     ending   redeemable   value  of  a  hypothetical
                              $1,000  payment  made  at the  beginning  of the
                              period (or fractional portion thereof).

      For example,  for a $1,000  investment in the Funds, the "Total Return",
the "Total  Return  Percentage"  and (where  applicable)  the "Average  Annual
Total  Return" for the life of each Fund listed below (the period from July 1,
1993 in the case of C-K Growth and Income Fund and C-K Utilities  Fund; May 2,
1994, in the case of C-K  International  Fund For Growth;  July 5, 1994 in the
case of C-K U.S.  Fund For Growth and C-K  Strategic  Income Fund;  and May 1,
1995, in the case of N-K Tiger Fund) through December 31, 1995 were:

================================------------------------------================
Fund                            Total Return   Total Return   Average
                                               Percentage     Annual  Total
                                                              Return
================================------------------------------================
C-K Growth and Income Fund      $1,355         35.51%         12.9%
================================------------------------------================
C-K Utilities Fund              $1,192         19.21%           7.27%
================================------------------------------================
C-K International Fund For      $   995        (0.50)%         
Growth                                                        (0.30)%
================================------------------------------================
C-K U.S. Fund For Growth        $1,354         35.40%         22.50%
- --------------------------------------------------------------================
C-K Strategic Income Fund       $1,196         19.60%         12.73%
- --------------------------------------------------------------================
==============================================================================
N-K Tiger Fund                  $1,150         15.00%         N/A
==============================================================================

      The figures  contained in this "Investment  Performance"  section assume
reinvestment  of all dividends  and  distributions.  They are not  necessarily
indicative  of  future  results.  The  performance  of a Fund is a  result  of
conditions in the  securities  markets,  portfolio  management,  and operating
expenses.  Although  information  such  as  that  shown  above  is  useful  in
reviewing a Fund's  performance  and in  providing  some basis for  comparison
with other investment alternatives,  it should not be used for comparison with
other  investments using different  reinvestment  assumptions or time periods.
The  Fund's  total  returns do not  reflect  the cost of  insurance  and other
insurance  company  separate  account charges which vary with the VA contracts
and VLI policies  offered through the separate  accounts of the  Participating
Insurance Companies.

               INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS

      Price Waterhouse LLP are the Trust's independent accountants.  The
financial statements incorporated by reference in this SAI have been so
incorporated, and the schedule of financial highlights has been included in
the Prospectus, in reliance upon the report of Price Waterhouse LLP given on
the authority of said firm as experts in accounting and auditing.

      The financial statements of the Fund and Report of Independent
Accountants appearing on pages 15 to 52 of the December 31, 1995 Annual
Report of the Trust are incorporated in this SAI by reference.
 
REPORT OF INDEPENDENT ACCOUNTANTS 

To the Shareholders and Trustees of 
Keyport Variable Investment Trust 

In our opinion, the accompanying statements of assets and liabilities, 
including the schedules of investments, and the related statements of 
operations and of changes in net assets and the financial highlights present 
fairly, in all material respects, the financial position of each of the six 
series (Colonial-Keyport Growth and Income Fund, Colonial-Keyport Utilities 
Fund, Colonial-Keyport International Fund for Growth, Colonial-Keyport 
Strategic Income Fund, Colonial-Keyport U.S. Fund for Growth and 
Newport-Keyport Tiger Fund (commencement of operations May 1, 1995)), 
constituting Keyport Variable Investment Trust (the "Trust"), at December 31, 
1995, the results of their operations, the changes in their net assets and 
the financial highlights for the periods indicated, in conformity with 
generally accepted accounting principles. These financial statements and the 
financial highlights (hereafter referred to as "financial statements") are 
the responsibility of the Trust's management; our responsibility is to 
express an opinion on these financial statements based on our audits. We 
conducted our audits of these financial statements in accordance with 
generally accepted auditing standards which 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, assessing the accounting principles used and 
significant estimates made by management, and evaluating the overall 
financial statement presentation. We believe that our audits, which included 
confirmation of securities at December 31, 1995 by correspondence with the 
custodian and brokers, and the application of alternative auditing procedures 
where confirmations from brokers were not received, provide a reasonable 
basis for the opinion expressed above. 

PRICE WATERHOUSE LLP 
Boston, Massachusetts 
February 9, 1996 

                                      15 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund / 
December 31, 1995 

                                          Country 
                                          Abbrev.   Shares      Value 
                                           ------    -----   ---------- 
COMMON STOCKS--(86.0%) 
Construction--(0.4%) 
Building Construction--(0.3%) 
Koninklijke Volker Stevin NV                  Ne     3,000    $  180,970 
                                                                -------- 
Special Trade Contractors--(0.1%) 
Ericsson Spa                                  It     3,000        37,783 
                                                                -------- 
Finance, Insurance & Real Estate--(14.8%) 
Depository Institutions--(2.5%) 
Bank of Montreal                              Ca    17,300       393,254 
Den Danske Bank                               No     3,000       206,413 
Jyske Bank                                    No     3,000       204,797 
National Australia Bank Ltd.                  Au    38,800       348,706 
Toronto Dominion Bank                         Ca    34,100       600,110 
                                                                -------- 
                                                               1,753,280 
                                                                -------- 
Insurance Carriers--(8.8%) 
AFLAC, Inc.                                          5,900       255,912 
Allstate Corp.                                       9,800       403,025 
American Bankers Insurance Group, Inc.              22,700       885,300 
CIGNA Corp.                                         18,500     1,910,125 
CMAC Investment Corp.                                1,700        74,800 
Mercury General Corp.                               11,000       525,250 
Old Republic International Corp.                    33,000     1,171,500 
Reinsurance Group of America                         1,500        54,938 
ReliaStar Financial Corp.                           14,200       630,125 
Safeco Corp.                                        10,600       365,700 
                                                                -------- 
                                                               6,276,675 
                                                                -------- 
Security Brokers & Dealers--(3.5%) 
A.G. Edwards, Inc.                                  62,000     1,480,250 
Alex Brown, Inc.                                    12,000       504,000 
John Nuveen & Co., Inc.                              9,000       222,750 
Quick & Reilly Group, Inc.                          13,800       282,900 
                                                                -------- 
                                                               2,489,900 
                                                                -------- 
Manufacturing--(49.4%) 
Apparel--(0.2%) 
Gamma Holding NV                              Ne     3,000       136,194 
                                                                -------- 
Chemicals--(9.0%) 
Akzo Nobel NV                                 Ne    14,074       816,292 
ARCO Chemical Co.                                   16,400       797,450 
Norsk Hydro A.S.                              No     7,100       297,313 
Pharmacia & Upjohn, Inc.                            43,355     1,680,006 
Rhone-Poulenc Rorer, Inc.                           24,700     1,315,275 
Union Carbide Corp.                                 28,000     1,050,000 
Wellman, Inc.                                       20,500       466,375 
                                                                -------- 
                                                               6,422,711 
                                                                -------- 
Electronic & Electrical Equipment--(1.2%) 
Alliance Semiconductor Corp. (a)                     2,500    $   29,062 
Komag Inc. (a)                                       6,400       295,200 
National Semiconductor Corp. (a)                     2,200        48,950 
Texas Instruments, Inc.                              4,100       211,150 
Varian Associates, Inc.                              6,000       286,500 
                                                                -------- 
                                                                 870,862 
                                                                -------- 
Fabricated Metal--(1.8%) 
Ball Corp.                                           8,500       233,750 
Harsco Corp.                                        17,500     1,017,187 
                                                                -------- 
                                                               1,250,937 
                                                                -------- 
Food & Kindred Products--(3.2%) 
Archer Daniels Midland Co.                          37,115       668,070 
IBP, Inc.                                           31,400     1,585,700 
                                                                -------- 
                                                               2,253,770 
                                                                -------- 
Furniture & Fixtures--(0.3%) 
Johnson Controls, Inc.                               3,000       206,250 
                                                                -------- 
Lumber & Wood Products--(0.3%) 
Weyerhaeuser                                         4,500       194,625 
                                                                -------- 
Machinery & Computer Equipment--(6.8%) 
Harris Computer Systems Corp. (a)                      275         3,712 
International Business Machines Corp.                5,000       458,750 
Seagate Technology, Inc. (a)                        40,200     1,909,500 
Sun Microsystems, Inc. (a)                          47,400     2,162,625 
Tecumseh Products Co., Class A                       6,100       315,675 
                                                                -------- 
                                                               4,850,262 
                                                                -------- 
Measuring & Analyzing Instruments--(1.0%) 
Becton Dickinson & Co.                               4,100       307,500 
Loral Corp.                                          5,400       191,025 
Raytheon Co.                                         4,600       217,350 
                                                                -------- 
                                                                 715,875 
                                                                -------- 
Miscellaneous Manufacturing--(1.2%) 
Callaway Golf Co.                                   36,200      819,025 
                                                                -------- 
Paper & Paper Mills--(0.4%) 
Westvaco Corp.                                      10,600      294,150 
                                                                -------- 
Petroleum Refining--(2.5%) 
Exxon Corp.                                          4,400      352,550 
Imperial Oil Ltd.                                    6,400      231,200 
Mobil Corp.                                          8,100      907,200 
Sun Co., Inc.                                       11,700      320,288 
                                                                -------- 
                                                              1,811,238 
                                                                -------- 

                   See Notes to Investment Portfolio. 

                                      16 
<PAGE>

SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund /
December 31, 1995
 
                                         Country 
                                          Abbrev.   Shares      Value 
                                           ------    -----   ---------- 
Primary Metal--(5.5%) 
Asarco, Inc.                                        29,700    $  950,400 
Carpenter Technology Corp.                           7,800       320,775 
Magma Copper Co., Class B                           72,800     2,029,300 
Texas Industries, Inc.                              11,100       588,300 
                                                                -------- 
                                                               3,888,775 
                                                                -------- 
Primary Smelting--(1.5%) 
Phelps Dodge Corp.                                  17,400     1,083,150 
                                                                -------- 
Printing & Publishing--(1.0%) 
Moore Corp. Ltd                                      8,200       152,725 
New York Times Co., Class A                         15,800       468,075 
Standard Register Co.                                2,900        58,363 
                                                                -------- 
                                                                 679,163 
                                                                -------- 
Rubber & Plastic--(2.0%) 
Goodyear Tire & Rubber Co.                          31,300     1,420,237 
                                                                -------- 
Stone, Clay, Glass & Concrete--(0.7%) 
Global Industrial Technologies, Inc. (a)            27,500       519,062 
                                                                -------- 
Textile Mill Products--(1.7%) 
Springs Industries                                  29,000     1,199,875 
                                                                -------- 
Tobacco Products--(3.1%) 
American Brands, Inc.                               41,100     1,834,087 
UST Inc.                                            11,100       370,463 
                                                                -------- 
                                                               2,204,550 
                                                                -------- 
Transportation Equipment--(6.0%) 
Equipements et Composants pour 
  l'Industrie Automobile                      Fr     2,050       216,427 
General Dynamics Corp.                               7,200       425,700 
McDonnell Douglas Corp.                             13,700     1,260,400 
Strattec Security Corp. (a)                            120         2,160 
Textron, Inc.                                       23,600     1,593,000 
Thiokol Corp.                                       15,900       538,613 
TRW, Inc.                                            3,200       248,000 
                                                                -------- 
                                                               4,284,300 
                                                                -------- 
Mining & Energy--(0.8%) 
Metal Mining 
Cleveland-Cliffs, Inc.                               6,700       274,700 
Cyprus Amax Minerals Co.                            10,500       274,313 
                                                                -------- 
                                                                 549,013 
                                                                -------- 
Retail Trade--(3.9%) 
Apparel & Accessory Stores--(0.4%) 
Koninklijke Bijenkorf Beheer                  Ne     3,000       197,761 
Macintosh NV                                  Ne     3,000        66,791 
                                                                -------- 
                                                                 264,552 
                                                                -------- 
Food Stores--(0.1%) 
Weis Markets, Inc.                                   3,300        93,225 
                                                                -------- 
General Merchandise Stores--(2.9%) 
Bon-Ton Stores, Inc. (a)                             6,500    $   32,500 
Dillard Department Stores, Inc. Class A             22,700       646,950 
Mercantile Stores Co., Inc.                         10,600       490,250 
Waban, Inc. (a)                                     47,600       892,500 
                                                                -------- 
                                                               2,062,200 
                                                                -------- 
Miscellaneous Retail--(0.5%) 
Walgreen Co.                                        12,200       364,475 
                                                                -------- 
Services--(0.8%) 
Amusement & Recreation--(0.2%) 
Grand Casinos, Inc. (a)                              4,950       115,087 
                                                                -------- 
Engineering, Accounting, Research & 
  Management--(0.4%) 
International-Muller NV                       Ne     4,600       317,251 
                                                                -------- 
Health Services--(0.2%) 
Sun Healthcare Group Inc. (a)                       11,500       155,250 
                                                                -------- 
Transportation, Communication, Electric, Gas & Sanitary 
  Services--(14.7%) 
Communications--(3.3%) 
Ameritech Corp.                                     19,700     1,162,300 
BellSouth Corp.                                      9,000       391,500 
Frontier Corp.                                      26,900       807,000 
                                                                -------- 
                                                               2,360,800 
                                                                -------- 
Electric, Gas & Sanitary Services--(0.9%) 
Gas y Electricidad SA                         Sp     4,550       253,847 
Teco Energy, Inc.                                   14,300       366,438 
                                                                -------- 
                                                                 620,285 
                                                                -------- 
Electric Services--(4.2%) 
Boston Edison Co.                                   24,500       722,750 
Detroit Edison Co.                                   3,100       106,950 
Houston Industries, Inc.                            14,200       344,350 
Portland General Corp.                              34,800     1,013,550 
Unicom Corp.                                        23,900       782,725 
                                                                -------- 
                                                               2,970,325 
                                                                -------- 
Gas Services--(2.0%) 
Brooklyn Union Gas Co.                              10,600       310,050 
Consolidated Natural Gas Co.                         7,900       358,463 
National Fuel Gas Co.                               10,700       359,788 
People's Energy Corp.                               11,800       374,650 
                                                                -------- 
                                                               1,402,951 
                                                                -------- 
Railroad--(1.8%) 
Burlington Northern Santa Fe Corp.                   4,400       343,200 
Conrail, Inc.                                       13,800       966,000 
                                                                -------- 
                                                               1,309,200 
                                                                -------- 

                   See Notes to Investment Portfolio. 

                                      17 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund /
December 31, 1995
                                          Country 
                                          Abbrev.   Shares      Value 
                                           ------    -----   ---------- 
Sanitary Services--(1.5%) 
Northumbrian Water Group PLC                  UK    30,600   $   557,572 
Severn Trent Water PLC                        UK    25,000       266,535 
United Utilities PLC                          UK    25,100       239,771 
                                                                -------- 
                                                               1,063,878 
                                                                -------- 
Water Transportation--(1.0%) 
American Presidents Co.                             32,400       745,200 
                                                                -------- 
Wholesale Trade--(1.2%) 
Durable Goods--(0.8%) 
Beers NV                                      Ne     1,447       204,272 
Marshall Industries (a)                             10,300       330,888 
                                                                -------- 
                                                                 535,160 
                                                                -------- 
Nondurable Goods--(0.4%) 
International Multifoods Corp.                      15,300       307,912 
                                                                -------- 
Total Common Stocks (Cost $49,461,244)                        61,080,383 
                                                                -------- 
                                                    Par 
                                                 --------- 

U.S. GOVERNMENT & AGENCY OBLIGATIONS--(7.6%) 
U.S. Government Agencies--(4.8%) 
Federal National Mortgage 
  Association, 6.500% 
  maturities ranging from 
  8/01/08 - 4/01/09                             $3,408,295    3,425,336 
                                                               -------- 
U.S. Government Bonds--(2.8%) 
U.S. Treasury Notes, 7.875% 
  04/15/98                                       1,895,000    2,001,007 
                                                               -------- 
Total U.S. Government & Agency Obligations 
  (Cost $5,409,427)                                           5,426,343 
                                                               -------- 
                                                    Par         Value 
                                                 ---------   ---------- 
Total Investments--(93.6%) 
  (Cost $54,870,671)(b)                                     $66,506,726 
                                                               -------- 
SHORT-TERM OBLIGATIONS--(6.1%) 
Repurchase agreement with 
  Bankers Trust Securities 
  Corp., dated 12/29/95, due 
  01/02/96 at 5.700%, 
  collateralized by U.S. 
  Treasury notes with various 
  maturities to 2000, market 
  value $2,994,841 (repurchase 
  proceeds $2,933,857)                          $2,932,000    2,932,000 
Repurchase agreement with Chase 
  Securities, Inc., dated 
  12/29/95, due 01/02/96 at 
  5.500%, collateralized by a 
  U.S. Treasury note maturing in 
  1996, market value $1,478,617 
  (repurchase proceeds 
  $1,446,884)                                    1,446,000    1,446,000 
                                                            ----------- 
Total Short-Term Obligations                                  4,378,000 
                                                            ----------- 
Other Assets and Liabilities--Net--(0.3%)                       185,230 
                                                            ----------- 
Net Assets--(100%)                                          $71,069,956 
                                                            =========== 

Notes to investment portfolio: 

(a) Non-income producing. 

(b) The cost for federal income tax purposes is identical. Gross unrealized 
    appreciation and depreciation at December 31, 1995 is as follows: 

       Gross unrealized appreciation                        $12,767,430 
       Gross unrealized depreciation                        (1,131,375) 
                                                             ---------- 
       Net unrealized appreciation                          $11,636,055 
                                                             ========== 

                        Summary of Securities by Country

                                              % of Total 
                      Country                 Securities 
      Country         Abbrev.      Value       at Value 
 ------------------    ------    ----------   ---------- 
United States                   $60,964,667       91.7% 
Netherlands             Ne        1,919,531        2.9 
United Kingdom          UK        1,063,878        1.6 
Canada                  Ca          993,364        1.5 
Norway                  No          708,523        1.1 
Australia               Au          348,706        0.5 
Spain                   Sp          253,847        0.4 
France                  Fr          216,427        0.3 
Italy                   It           37,783        0.0 
                                 ----------   ---------- 
                                $66,506,726      100.0% 
                                 ==========   ========== 

        Certain securities are listed by country of underlying exposure
                 but may trade predominantly on other exchanges.

                      See Notes to Financial Statements. 

                                      18 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund / 
December 31, 1995 

<TABLE>
<S>                                                                                <C>
Assets: 
Investments, at market value (Identified cost $54,870,671)                         $66,506,726 
Short-term obligations                                                               4,378,000 
Cash (including foreign currencies)                                                        682 
Receivable for fund shares sold                                                        100,319 
Dividends and interest receivable                                                      192,972 
Unamortized organization expenses                                                       13,416 
Other assets                                                                             6,889 
                                                                                     ---------- 
  Total assets                                                                      71,199,004 
                                                                                     ---------- 
Liabilities: 
Payable for fund shares repurchased                                                     61,373 
Management fee payable                                                                  38,693 
Accrued expenses payable                                                                28,982 
                                                                                     ---------- 
  Total liabilities                                                                    129,048 
                                                                                     ---------- 
Net assets                                                                         $71,069,956 
                                                                                     ========== 
Net assets represented by: 
 Paid-in capital                                                                   $59,353,966 
 Accumulated undistributed net investment income                                        83,580 
 Accumulated net realized losses on investments and foreign currency 
  transactions                                                                          (3,779) 
 Net unrealized appreciation on investments and foreign currency transactions       11,636,189 
                                                                                     ---------- 
Total net assets applicable to shares of beneficial interest outstanding           $71,069,956 
                                                                                     ========== 
Shares of beneficial interest outstanding                                            5,639,133 
                                                                                     ========== 
Net asset value per share                                                               $12.60 
                                                                                     ========== 
</TABLE>

STATEMENT OF OPERATIONS 
For the Year ended December 31, 1995 

<TABLE>
<S>                                                                                  <C>
Investment income: 
Dividends (net of nonrebatable foreign taxes withheld at source of $31,095)          $ 1,314,881 
Interest income                                                                          650,795 
                                                                                       --------- 
  Total investment income                                                              1,965,676 
                                                                                       --------- 
Expenses: 
 Management fee                                                                          384,179 
 Bookkeeping fee                                                                          30,524 
 Transfer agent fee                                                                        7,500 
 Audit fee                                                                                20,000 
 Printing expense                                                                          6,032 
 Trustees' expense                                                                         7,195 
 Custodian fee                                                                             9,662 
 Legal fee                                                                                 4,360 
 Amortization of organization expense                                                      5,369 
 Miscellaneous expense                                                                     6,654 
                                                                                       --------- 
  Total expenses                                                                         481,475 
                                                                                       --------- 
Net investment income                                                                  1,484,201 
Realized and unrealized gains on investments and foreign currency transactions: 
 Net realized gains on investments                                                     1,935,503 
 Net realized gains on foreign currency transactions                                       3,868 
 Change in unrealized appreciation on investments and foreign currency 
  transactions                                                                        11,876,516 
                                                                                       --------- 
Net increase in net assets resulting from operations                                 $15,300,088 
                                                                                       ========= 
</TABLE>

                      See Notes to Financial Statements. 

                                      19 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund 

<TABLE>
<CAPTION>
                                                                              
                                                                               Year Ended     Year Ended 
                                                                              December 31,   December 31, 
                                                                                  1995           1994 
                                                                                ----------   ------------ 
<S>                                                                           <C>            <C>
Operations: 
 Net investment income                                                        $ 1,484,201    $ 1,187,189 
 Net realized gains (losses) on investments                                     1,935,503       (916,325) 
 Net realized gains on foreign currency transactions                                3,868          1,095 
 Unrealized appreciation (depreciation) on investments and foreign currency 
   transactions                                                                11,876,516       (750,636) 
                                                                                 --------      ---------- 
 Net increase (decrease) in net assets resulting from operations               15,300,088       (478,677) 
                                                                                 --------      ---------- 
Distributions declared from: 
 Net investment income                                                         (1,366,483)    (1,166,885) 
 Net realized gains                                                            (1,027,019)        -- 
                                                                                 --------      ---------- 
 Total distributions                                                           (2,393,502)    (1,166,885) 
                                                                                 --------      ---------- 
Fund share transactions: 
 Proceeds from fund shares sold                                                14,488,981     24,032,360 
 Cost of fund shares repurchased                                               (6,771,090)    (4,799,935) 
 Distributions reinvested                                                       2,393,502      1,166,885 
                                                                                 --------      ---------- 
Net increase in net assets resulting from fund share transactions              10,111,393     20,399,310 
                                                                                 --------      ---------- 
Total increase in net assets                                                   23,017,979     18,753,748 
Net assets: 
 Beginning of period                                                           48,051,977     29,298,229 
                                                                                 --------      ---------- 
 End of period                                                                $71,069,956    $48,051,977 
                                                                                 ========      ========== 
Accumulated undistributed (overdistributed) net investment income included 
  in ending net assets                                                        $    83,580    $   (35,365) 
                                                                                 ========      ========== 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                    1,243,691      2,314,716 
 Shares redeemed                                                                 (587,044)      (468,593) 
 Distributions reinvested                                                         190,717        117,157 
                                                                                 --------      ---------- 
Net increase                                                                      847,364      1,963,280 
                                                                                 ========      ========== 
</TABLE>

                      See Notes to Financial Statements. 

                                      20 
<PAGE>
 
FINANCIAL HIGHLIGHTS (a) 
Keyport Variable Investment Trust Colonial-Keyport Growth and Income Fund 

<TABLE>
<CAPTION>
                                                                           Year Ended December 31, 
                                                                       -------------------------------- 
                                                                         1995      1994       1993*** 
                                                                        -------    ------   ----------- 
<S>                                                                    <C>       <C>          <C>
Per share operating performance: 
Net asset value, beginning of period                                   $ 10.03   $ 10.36      $ 10.00 
                                                                         -----      ----      --------- 
Net investment income                                                     0.29      0.26         0.09 
Net realized and unrealized gains (losses) on investments and 
  foreign currency transactions                                           2.72     (0.34)        0.41 
                                                                         -----      ----      --------- 
Total from investment operations                                          3.01     (0.08)        0.50 
                                                                         -----      ----      --------- 
Less distributions from: 
 Dividends from net investment income                                    (0.25)    (0.25)       (0.11) 
 Net realized gains on investments                                       (0.19)     --          (0.03) 
                                                                         -----      ----      --------- 
Total distributions                                                      (0.44)    (0.25)       (0.14) 
                                                                         =====      ====      ========= 
Net asset value, end of period                                         $ 12.60   $ 10.03      $ 10.36 
                                                                         =====      ====      ========= 
Total return: 
 Total investment return (b)                                             30.03%    (0.76)%       5.01%**(d) 
Ratios/supplemental data: 
Net assets, end of period (000)                                        $71,070   $48,052      $29,298 
Ratio of net expenses to average net assets                               0.81%(e)    0.87%      1.00%*(c) 
Ratio of net investment income to average net assets                      2.51%(e)    2.82%      2.32%*(d) 
Portfolio turnover ratio                                                    79%       55%           8%** 
</TABLE>

  * Annualized 

 ** Not Annualized. 

*** For the period from the commencement of operations July 1, 1993 to 
    December 31, 1993. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Total return at net asset value assuming all distributions reinvested. 

(c) If the Fund had paid all of its expenses and there had been no 
    reimbursement from the Manager, this ratio would have been 1.23% 
    (annualized) for the period ended December 31, 1993. 

(d) Computed giving effect to Manager's expense limitation undertaking. 

(e) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior year ratios are net benefits received, 
    if any. 

Federal Income Tax Information (unaudited) 
75.9% of the gain distribution recorded in December 1995 and paid in January 
1996 was derived from long-term gains. 

                      See Notes to Financial Statements. 

                                      21 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Colonial-Keyport Utilities Fund / December 
31, 1995 

                                        Shares       Value 
                                          -----   ----------- 
COMMON STOCKS--(81.3%) 
Transportation, Communication, Electric 
  Gas & Sanitary Services--(81.3%) 
Communications--(27.2%) 
AT&T Corp.                              10,000    $   647,500 
Ameritech Corp.                         27,000      1,593,000 
Bell Atlantic Corp.                     20,800      1,391,000 
BellSouth Corp.                         38,600      1,679,100 
Frontier Corp.                          15,300        459,000 
GTE Corp.                               42,800      1,883,200 
MCI Communications Corp.                13,500        352,687 
NYNEX Corp.                             41,000      2,214,000 
Pacific Telesis Group, Inc.             16,000        538,000 
Southwestern Bell Corp.                 27,500      1,581,250 
Sprint Corp.                             4,500        179,438 
US West Media Group                     25,000        475,000 
US West, Inc.                           29,500      1,054,625 
                                                    --------- 
                                                   14,047,800 
                                                    --------- 
Electric Services--(44.4%) 
American Electric Power Co., Inc.       16,000        648,000 
Boston Edison Co.                       14,000        413,000 
CMS Energy Corp.                        25,000        746,875 
CMS Energy Corp., Class G               25,000        471,875 
Carolina Power & Light Co.              17,000        586,500 
Cincinnati Gas & Electric Co.           40,000      1,225,000 
DPL, Inc.                               53,000      1,311,750 
Detroit Edison Co.                      40,500      1,397,250 
Eastern Utilities Assoc.                11,300        266,962 
Entergy Corp.                           16,000        468,000 
FPL Group, Inc.                         36,000      1,669,500 
Florida Progress Corp.                   8,800        311,300 
General Public Utilities Corp.          37,000      1,258,000 
Hawaiian Electric Industries, Inc.      15,800        612,250 
Houston Industries, Inc.                12,000        291,000 
IES Industries, Inc.                    21,100        559,150 
KU Energy Corp.                          8,000        240,000 
Kansas City Power & Light Co.           22,500        587,812 
New York State Electric & Gas Corp.     12,000        310,500 
North Carolina Natural Gas               4,000        100,000 
Northeast Utilities                      9,000        219,375 
Ohio Edison Co.                         11,700        274,950 
PacifiCorp                              65,500      1,391,875 
PECO Energy Co.                         12,600        379,575 
Pinnacle West Capital Corp.             25,000        718,750 
Portland General Corp.                  22,000        640,750 
Public Service Co. of Colorado          19,500        689,813 
Public Service Enterprise Group, Inc.   14,000        428,750 
Puget Sound Power & Light Co.            3,200         74,400 
Rochester Gas & Electric Corp.           4,000    $    90,500 
SCE Corp.                               17,400        308,850 
Scana Corp.                             12,000        343,500 
Sierra Pacific Resources                 7,500        175,313 
Southern Co.                            55,000      1,354,375 
Texas Utilities Co.                     24,000        987,000 
Union Electric Co.                       3,800        158,650 
Utilicorp United, Inc.                  20,500        602,188 
Western Resources, Inc.                 18,000        600,750 
                                                    --------- 
                                                   22,914,088 
                                                    --------- 
Gas Services--(9.7%) 
Energen Corp.                            6,700        161,637 
KN Energy, Inc.                         10,000        291,250 
MCN Corp.                               33,000        767,250 
MDU Resources Group, Inc.                9,000        178,875 
Pacific Enterprises                     16,900        477,425 
Panhandle Eastern Corp.                 22,200        618,825 
People's Energy Corp.                    7,600        241,300 
Public Service Co. of North Carolina    30,000        536,250 
UGI Corp.                               27,000        560,250 
Williams Companies, Inc.                26,400      1,158,300 
                                                    --------- 
                                                    4,991,362 
                                                    --------- 
Total Common Stocks 
  (Cost $36,120,303)                               41,953,250 
                                                    --------- 
PREFERRED STOCKS--(12.3%) 
Transportation, Communication, Electric, 
  Gas & Sanitary Services--(12.3%) 
Electric Services--(10.8%) 
Appalachian Power Co., 7.40%             1,000        101,500 
Arizona Public Service Co., $1.8125, 
  Series W                              12,000        300,000 
Baltimore Gas & Electric Co., 6.75%      1,551        157,427 
Central Power & Light Co., 7.12%         6,000        592,500 
Commonwealth Edison Co., 7.24%           5,500        511,500 
Detroit Edison Co., 7.36%                3,000        294,000 
Florida Power & Light Co., 7.40%           343         34,300 
Florida Power & Light Co., 7.40%, 
  Series G                               2,500        257,500 
Montana Power Co., $6.875                5,000        505,000 
Northern Indiana Public Service Co., 
  7.44%                                  1,000         99,000 
PSI Energy, Inc.: 
 6.875%                                  4,000        412,000 
 7.44%                                  13,000        326,625 
PECO Energy Co., 7.48%                   2,000        206,000 
Pennsylvania Power & Light Co., 6.75% 22 5,000        497,500 

                       See Notes to Investment Portfolio.
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport Utilities Fund / December 
31, 1995 

                                          Shares       Value 
                                          -----   ----------- 
PREFERRED STOCKS (Continued) 
Public Service Electric & Gas Co., 
  7.52%                                  2,000    $   192,000 
Southern California Edison Co., 7.36%   11,000        280,500 
Tu Electric Capital, 8.25%              28,000        714,000 
Union Electric Co., $7.44                1,000        100,000 
                                                    --------- 
                                                    5,581,352 
                                                    --------- 
Gas Services--(1.5%) 
Enron Corp., 8.00%                      20,000        510,000 
Pacific Enterprises, $4.50                 550         35,681 
Williams Co., Inc., $3.50                3,000        220,500 
                                                    --------- 
                                                      766,181 
                                                    --------- 
Total Preferred Stocks (Cost $6,322,881)            6,347,533 
                                                    --------- 
Total Investments--(93.6%) 
  (Cost $42,443,184) (a)                           48,300,783 
                                                    --------- 

                                     Par 
                                   --------- 
SHORT-TERM OBLIGATIONS--(6.0%) 
Repurchase agreement with 
  Bankers Trust Securities 
  Corp., dated 12/29/95 due 
  1/02/96 at 5.70%, 
  collateralized by U.S. 
  Treasury notes with various 
  maturites to 2000, market 
  value $2,107,220 (repurchase 
  proceeds $2,064,307)                $2,063,000   2,063,000 

                                      Par           Value 
                                    ---------   ------------ 
Repurchase agreement with Chase 
  Securities, Inc., dated 
  12/29/95 due 1/02/96 at 5.50% 
  collateralized by U.S. 
  Treasury notes with various 
  maturities to 2000, market 
  value $1,059,370 (repurchase 
  proceeds $1,036,633)            $1,036,000     $ 1,036,000 
                                                  ---------- 
Total Short-Term Obligations                       3,099,000 
                                                  ---------- 
Other Assets & Liabilities Net--(0.4%)               196,977 
                                                  ---------- 
Net Assets--(100.0%)                             $51,596,760 
                                                  ========== 


Note to investment portfolio: 
(a) Cost for federal income tax purposes is $42,446,183. Gross unrealized 
    appreciation and depreciation at December 31, 1995 is as follows: 

       Gross unrealized appreciation          $6,533,541 
       Gross unrealized depreciation            (678,941) 
                                                --------- 
       Net unrealized appreciation            $5,854,600 
                                                ========= 

                      See Notes to Financial Statements. 

                                      23 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Colonial-Keyport Utilities Fund / December 
31, 1995 

<TABLE>
<S>                                                                        <C>
Assets: 
Investments, at market value (Identified cost $42,443,184)                 $48,300,783 
Short-term obligations                                                       3,099,000 
Receivable for fund shares sold                                                 76,363 
Receivable for investments sold                                                 19,094 
Dividends and interest receivable                                              202,401 
Unamortized organization expenses                                               13,771 
Other assets                                                                     3,376 
                                                                             ---------- 
  Total assets                                                              51,714,788 
                                                                             ---------- 
Liabilities: 
Payable for fund shares repurchased                                             59,842 
Payable for investments purchased                                                8,565 
Management fee payable                                                          27,650 
Accrued expenses payable                                                        21,971 
                                                                             ---------- 
  Total liabilities                                                            118,028 
                                                                             ---------- 
Net assets                                                                 $51,596,760 
                                                                             ========== 
Net assets represented by: 
 Paid-in capital                                                           $50,432,358 
 Accumulated overdistributed net investment income                             (29,414) 
 Accumulated net realized losses on investments                             (4,663,803) 
 Net unrealized appreciation on investments                                  5,857,619 
                                                                             ---------- 
Total net assets applicable to shares of beneficial interest 
  outstanding                                                              $51,596,760 
                                                                             ========== 
Shares of beneficial interest outstanding                                    4,914,775 
                                                                             ========== 
Net asset value per share                                                       $10.50 
                                                                             ========== 

</TABLE>

STATEMENT OF OPERATIONS 
For the Year ended December 31, 1995 

Investment income: 
Dividends                                               $ 2,431,112 
Interest income                                             114,719 
                                                          ---------- 
  Total investment income                                 2,545,831 
                                                          ---------- 
Expenses: 
 Management fee                                             284,469 
 Bookkeeping fee                                             27,000 
 Transfer agent fee                                           7,500 
 Audit fee                                                   20,000 
 Printing expense                                             2,068 
 Trustees' fees                                               4,927 
 Custodian fee                                                4,811 
 Legal fee                                                    3,366 
 Registration fee                                                37 
 Amortization of organization expense                         5,511 
 Miscellaneous expense                                        5,940 
                                                          ---------- 
  Total expenses                                            365,629 
                                                          ---------- 
Net investment income                                     2,180,202 
Realized and unrealized gains (losses) on investments: 
 Net realized losses on investments                      (1,331,430) 
 Change in unrealized appreciation on investments        12,515,955 
                                                          ---------- 
Net increase in net assets resulting from operations    $13,364,727 
                                                          ========== 

                      See Notes to Financial Statements. 

                                      24 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Colonial-Keyport Utilities Fund 

<TABLE>
<CAPTION>
                                                                                    Year             Year 
                                                                                    Ended           Ended 
                                                                                December 31,     December 31, 
                                                                                    1995             1994 
                                                                                 ------------   -------------- 
<S>                                                                              <C>             <C>
Operations: 
 Net investment income                                                           $ 2,180,202     $  2,402,638 
 Net realized losses on investments                                               (1,331,430)      (3,328,893) 
 Unrealized appreciation (depreciation) on investments                            12,515,955       (4,219,576) 
                                                                                   ----------     ------------ 
 Net increase (decrease) in net assets resulting from operations                  13,364,727       (5,145,831) 
                                                                                   ----------     ------------ 
Distributions declared from: 
 Net investment income                                                            (2,164,475)      (2,402,638) 
 Distributions in excess of net investment income                                     --              (20,932) 
                                                                                   ----------     ------------ 
 Total distributions                                                              (2,164,475)      (2,423,570) 
                                                                                   ----------     ------------ 
Fund share transactions: 
 Proceeds from fund shares sold                                                    8,726,703       14,643,077 
 Cost of fund shares repurchased                                                  (8,650,479)     (25,782,409) 
 Distributions reinvested                                                          2,164,475        2,423,570 
                                                                                   ----------     ------------ 
Net increase (decrease) in net assets resulting from fund share transactions       2,240,699       (8,715,762) 
                                                                                   ----------     ------------ 
Total increase (decrease) in net assets                                           13,440,951      (16,285,163) 
Net assets: 
 Beginning of period                                                              38,155,809       54,440,972 
                                                                                   ----------     ------------ 
 End of period                                                                   $51,596,760     $ 38,155,809 
                                                                                   ==========     ============ 
Accumulated overdistributed net investment income included in ending net 
  assets                                                                         $   (29,414)    $    (45,141) 
                                                                                   ==========     ============ 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                         942,276        1,633,132 
 Shares redeemed                                                                    (940,625)      (2,867,457) 
 Distributions reinvested                                                            206,533          298,102 
                                                                                   ----------     ------------ 
Net increase (decrease)                                                              208,184         (936,223) 
                                                                                   ==========     ============ 
</TABLE>

                      See Notes to Financial Statements. 

                                      25 
<PAGE>
 
FINANCIAL HIGHLIGHTS (a) 
Keyport Variable Investment Trust Colonial-Keyport Utilities Fund 

<TABLE>
<CAPTION>
                                                                      Year Ended December 31, 
                                                            ------------------------------------------- 
                                                                1995           1994          1993*** 
                                                             -----------    -----------   ------------- 
<S>                                                           <C>            <C>             <C>
Per share operating performance: 
Net asset value, beginning of period                          $  8.11        $  9.65         $ 10.00 
                                                              ---------      ---------      ----------- 
Net investment income                                            0.46           0.54            0.18 
Net realized and unrealized gains (losses) on 
  investments                                                    2.39          (1.53)          (0.35) 
                                                              ---------      ---------      ----------- 
Total from investment operations                                 2.85          (0.99)          (0.17) 
                                                              ---------      ---------      ----------- 
Less distributions from: 
 Dividends from net investment income                           (0.46)         (0.55)          (0.18) 
                                                              ---------      ---------      ----------- 
Net asset value, end of period                                $ 10.50        $  8.11         $  9.65 
                                                              =========      =========      =========== 
Total return: 
 Total investment return (b)                                    35.15%        (10.27)%         (1.70)%**(c) 
Ratios/supplemental data: 
Net assets, end of period (000)                               $51,597        $38,156         $54,441 
Ratio of net expenses to average net assets                      0.83%(d)       0.86%           1.00%*(e) 
Ratio of net investment income to average net assets             4.98%(d)       5.80%           5.10%*(c) 
Portfolio turnover ratio                                           18%            16%              2%** 
</TABLE>

  * Annualized 

 ** Not Annualized 

*** For the period from the commencement of operations July 1, 1993 to 
    December 31, 1993. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Total return at net asset value assuming all distributions reinvested. 

(c) Computed giving effect to Manager's expense limitation undertaking. 

(d) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior year ratios are net of benefits 
    received, if any. 

(e) If the Fund had paid all of its expenses and there had been no 
    reimbursement from the Manager, this ratio would have been 1.09% 
    (annualized) for the period ended December 31, 1993. 

                      See Notes to Financial Statements. 

                                      26 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Colonial-Keyport International Fund For 
Growth / December 31, 1995 

                                      Country 
                                      Abbrev.    Shares      Value 
                                        ------    ------   ---------- 
COMMON STOCKS--(90.9%) 
Construction--(2.3%) 
Building Construction--(1.2%) 
Mitsui Fudosan Co.                       Ja       5,000    $   61,412 
Shimizu Corp.                            Ja      20,000       203,095 
                                                           ---------- 
                                                              264,507 
                                                           ---------- 
Special Trade Contractors--(1.1%) 
Tele Danmark A/S, Series B (a)           De       4,500       244,948 
                                                           ---------- 
Finance, Insurance & Real Estate--(22.7%) 
Depository Institutions--(9.9%) 
Allied Irish Bank                        UK      25,000       136,466 
Asahi Bank Ltd.                          Ja      25,000       314,313 
Australia & New Zealand Banking 
  Group Ltd.                             Au      15,000        70,301 
Banco De Galicia Bueno ADR (a)           Ar       2,714        55,976 
Banco Popular Espanol SA                 Sp       1,800       330,849 
Bank International Indonesia             In      12,000        39,755 
Barclays PLC                             UK      20,000       229,201 
Credit Commercial de France              Fr       2,000       101,865 
Credit Local de France                   Fr       2,500       199,735 
Dao Heng Bank Group Ltd. (a)             HK      20,000        71,904 
Deutsche Pfandbrief und 
  Hypothekenbank AG                       G       2,000        77,469 
Development Bank of Singapore Ltd.       Si      10,000       124,443 
Shinhan Bank                             Ko       7,086       153,147 
Shizuoka Bank                            Ja      20,000       251,451 
Sumitomo Trust & Banking                 Ja       7,000        98,839 
                                                           ---------- 
                                                            2,255,714 
                                                           ---------- 
Holding & Other Investment Companies--(4.4%) 
Amev NV                                  Ne       3,500       233,986 
Elsivier NV                              Ne      25,000       332,711 
Hong Leong Credit Berhard                Ma      20,000        99,252 
Smaller Companies Investment Trust       UK      88,000       173,312 
Thai Euro Fund IDR (a)                   Th       5,000       152,500 
                                                           ---------- 
                                                              991,761 
                                                           ---------- 
Insurance Carriers--(3.5%) 
General Accident Fire and Life           UK      20,000       201,753 
Yasuda Fire & Marine Insurance Co.       Ja      27,000       190,619 
Zurich Versicherungsgesellschaft         Sz       1,350       403,596 
                                                           ---------- 
                                                              795,968 
                                                           ---------- 
Nondepository Credit Institutions--(0.2%) 
Acom Co. Ltd.                            Ja       1,000    $   41,780 
                                                           ---------- 
Real Estate--(3.7%) 
Cheung Kong Ltd.                         HK      30,000       182,735 
Hong Kong Land Co.                       HK      50,000        92,500 
Land & General Holdings Bhd              Ma      48,000       103,978 
Malaysian Resources Corp.                Ma     100,000       160,693 
Staits Steamship Land Ltd.               Si      50,000       168,988 
Sun Hung Kai Properties Ltd.             HK      16,000       130,876 
                                                           ---------- 
                                                              839,770 
                                                           ---------- 
Security Brokers & Dealers--(1.0%) 
Yamaichi Securities Co. Ltd.             Ja      30,000       232,979 
                                                           ---------- 
Manufacturing--(36.2%) 
Apparel--(1.4%) 
Onward Kasiyama Co. Ltd.                 Ja      20,000       324,952 
                                                           ---------- 
Chemicals--(8.7%) 
Allied Colloids Group PLC                UK      40,000        82,500 
Bayer AG                                  G       1,400       370,737 
L'Oreal                                  Fr         500       133,598 
LVMH Moet Hennessy Louis                 Fr       1,500       311,831 
Nippon Sanso Corp.                       Ja      40,000       191,876 
Norsk Hydro AS                           No       2,500       104,744 
Reliance Industries GDR                  UK       2,500        35,000 
Roche Holding AG                         Sz          50       395,364 
Schering AG (a)                           G       2,500       165,682 
Smithkline Beecham Consumer Brands 
  PLC                                    UK      18,000       198,186 
                                                           ---------- 
                                                            1,989,518 
                                                           ---------- 
Electronic & Electrical Equipment--(4.2%) 
Ericsson L.M. (a)                        Sw      10,000       195,614 
Polygram NV                              Ne       5,000       264,925 
ROHM Co. Ltd.                            Ja       4,000       222,437 
Samsung Electronics GDR (a)              Ko         217        11,413 
Samsung Electronics GDS (a)              Ko       1,118        68,251 
TDK Corp.                                Ja       4,000       203,868 
                                                           ---------- 
                                                              966,508 
                                                           ---------- 
Fabricated Metal--(1.5%) 
Tostem Corp.                             Ja      10,000       331,721 
                                                           ---------- 
Food & Kindred Products--(3.4%) 
Bass PLC                                 UK      25,000       278,553 
Cadbury Schweppes PLC                    UK      30,000       247,269 
Guinness PLC                             UK      15,000       110,142 
Nestle SA                                Sz         120       132,686 
                                                           ---------- 
                                                              768,650 
                                                           ---------- 

                  See Notes to Investment Portfolio. 

                                      27 
<PAGE>
SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport International Fund For 
Growth / December 31, 1995  

                                      Country 
                                      Abbrev.    Shares      Value 
                                        ------    ------   ---------- 
Machinery & Computer Equipment--(5.6%) 
BTR PLC                                  UK      40,000    $  204,079 
Mannesmann AG                             G         800       253,964 
Mitsubishi Heavy Industries Ltd.         Ja      30,000       238,781 
NTN Corp.                                Ja      40,000       266,925 
Toshiba Corp.                            Ja      40,000       312,959 
                                                           ---------- 
                                                            1,276,708 
                                                           ---------- 
Miscellaneous Manufacturing--(1.1%) 
Atlas Copco AB, Series A                 Sw      17,000       255,803 
                                                           ---------- 
Paper & Paper Mills--(1.2%) 
Aracruz Celulose SA, Series B            Br       4,000        31,000 
Inti Indorayon Utama (a)                 In      15,000        15,745 
Oji Paper Co. Ltd.                       Ja      25,000       225,822 
                                                           ---------- 
                                                              272,567 
                                                           ---------- 
Petroleum Refining--(1.1%) 
British Petroleum Ltd.                   UK      30,000       250,524 
                                                           ---------- 
Primary Metal--(0.8%) 
Nippon Steel Co.                         Ja      50,000       171,180 
                                                           ---------- 
Printing & Publishing--(2.2%) 
Singapore Press Holdings Ltd. (a)        Si      12,000       212,119 
Wolters Kluwer                           Ne       3,000       283,209 
                                                           ---------- 
                                                              495,328 
                                                           ---------- 
Stone, Clay, Glass & Concrete--(2.6%) 
BPB Industries PLC                       UK      30,000       140,265 
Compagnie de Saint Gobain                Fr       1,600       174,136 
Semen Cibinong                           In      25,000        62,322 
UBE Industries Ltd.                      Ja      60,000       226,306 
                                                           ---------- 
                                                              603,029 
                                                           ---------- 
Textile Mill Products--(1.2%) 
Teijin Ltd.                              Ja      52,000       265,532 
                                                           ---------- 
Tobacco Products--(1.2%) 
B.A.T. Industries PLC                    UK      30,000       264,015 
                                                           ---------- 
Mining & Energy--(2.5%) 
Crude Petroleum & Natural Gas--(1.2%) 
Compagnie Francaise de Petroleum 
  Total B                                Fr       4,000       269,439 
                                                           ---------- 
Miscellaneous Metal Ores--(0.8%) 
CRA Ltd.                                 Au      13,000       190,605 
                                                           ---------- 
Oil & Gas Extraction--(0.5%) 
Hong Kong & China Gas Co., Ltd.          HK      75,000       120,757 
                                                           ---------- 
Retail Trade--(6.1%) 
Auto Dealers & Gas Stations--(0.6%) 
Inchcape PLC                             UK      35,000       135,148 
                                                           ---------- 
Food Stores--(1.6%) 
Carrefour                                Fr         450    $  272,486 
Jardine Matheson Holdings Ltd. (a)       HK      15,000       102,750 
                                                           ---------- 
                                                              375,236 
                                                           ---------- 
General Merchandise Stores--(2.1%) 
La Rinascente SPA                        It      10,000        60,459 
Marui Co. Ltd.                           Ja      20,000       415,861 
                                                           ---------- 
                                                              476,320 
                                                           ---------- 
Miscellaneous Retail--(1.8%) 
Argos PLC                                UK      35,000       323,215 
Centros Comerciales Continente (a)       Sp       4,000        90,054 
                                                           ---------- 
                                                              413,269 
                                                           ---------- 
Services--(3.3%) 
Business Services--(1.2%) 
Reuters Holdings PLC                     UK      30,000       274,250 
                                                           ---------- 
Engineering, Accounting, Research, & 
  Management--(0.6%) 
United Engineers Ltd.                    Ma      20,000       127,609 
                                                           ---------- 
Other Services--(1.5%) 
Veba Agency                               G       8,000       338,804 
                                                           ---------- 
Transportation, Communication, Electric, 
  Gas & Sanitary Services--(15.9%) 
Air Transportation--(2.9%) 
British Airport Authority PLC            UK      30,000       225,634 
Lufthansa AG                              G       1,000       138,039 
Qantas Airways Limited ADR               Au         345         5,766 
Singapore Airlines Ltd.                  Si      15,000       139,999 
Swire Pacific Ltd., Series A             HK      20,000       155,189 
                                                           ---------- 
                                                              664,627 
                                                           ---------- 
Communications--(6.0%) 
British Telecommunications PLC           UK      35,000      192,138 
Hong Kong Telecommunications Ltd.        HK      80,000      142,774 
Indonesian Satellite ADR (a)             In       6,000      219,000 
Nippon Telegraph & Telephone Corp.       Ja          14      113,056 
Telecom Italia Mobile SPA (a)            It     160,000      281,107 
Telecom Italia SPA                       It      75,000      116,325 
Telecomunicacoes Brasileiras SA          Br       1,000       47,375 
Tokyo Broadcasting System                Ja      15,000      246,615 
                                                           ---------- 
                                                           1,358,390 
                                                           ---------- 

                  See Notes to Investment Portfolio. 

                                      28 
<PAGE>

SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport International Fund For 
Growth / December 31, 1995  
 
                                      Country 
                                      Abbrev.    Shares      Value 
                                        ------    ------   ---------- 

Electric Services--(5.0%) 
BBC Brown Boveri AG                      Sz         270   $   313,518 
Compania Naviera Perez Companc, SA 
  ADR                                    Ar       5,000        51,250 
Empresa Nacional De Electricidad         Sp       3,800       214,502 
Korea Electric Power Corp., ADR (a)      Ko      10,000       267,500 
Powergen PLC                             UK      20,000       165,155 
Tokyo Electric Power                     Ja       5,050       134,797 
                                                           ---------- 
                                                            1,146,722 
                                                           ---------- 
Motor Freight & Warehousing--(1.1%) 
Nippon Express Co. Ltd.                  Ja      25,000       240,329 
                                                           ---------- 
Water Transportation--(0.9%) 
Nippon Yusem Kabushiki Kaish             Ja      35,000       202,756 
                                                           ---------- 
Wholesale Trade--(1.9%) 
Durable Goods 
Canon Sales                              Ja       9,450       251,330 
China Steel Corp. (a)                    Tw      11,000       191,125 
                                                           ---------- 
                                                              442,455 
                                                           ---------- 
Total Common Stocks 
  (Cost $19,510,996)                                       20,680,178 
                                                           ---------- 
                                                  Par        Value 
                                                -------   ---------- 
CORPORATE FIXED-INCOME BONDS--(0.5%) 
Manufacturing--(0.5%) 
Electronic & Electrical Equipment 
Daewoo Electronics 
  Co., 3.500% 
  12/31/07                                     $100,000   $   121,500 
                                                             -------- 
Total Corporate Fixed-Income Bonds 
  (Cost $167,624)                                             121,500 
                                                             -------- 
Total Investments--(91.4%) 
  (Cost $19,678,620) (b)                                   20,801,678 
                                                             -------- 
SHORT-TERM OBLIGATIONS--(5.7%) 
Repurchase agreement with Bankers Trust 
  Securities Corp., dated 12/29/95, due 
  01/02/96 at 5.700%, collateralized by U.S. 
  Treasury notes with various maturities to 
  2000, market value $881,500 (repurchase 
  proceeds $863,547)                            863,000       863,000 
Repurchase agreement with Chase Securities, 
  Inc., dated 12/29/95, due 01/02/96 at 
  5.500%, collateralized by a U.S. Treasury 
  note maturing in 1996, market value 
  $443,790 (repurchase proceeds $434,265)       434,000       434,000 
                                                             -------- 
Total Short-Term Obligations                                1,297,000 
                                                             -------- 
Other Assets and Liabilities--(2.9%)                          665,399 
                                                             -------- 
Net Assets--(100%)                                        $22,764,077 
                                                             ======== 

Notes to investment portfolio: 

(a) Non-income producing. 

(b) The cost for federal income tax purposes is identical. Gross unrealized 
    appreciation and depreciation at December 31, 1995 is as follows: 

       Gross unrealized appreciation          $1,996,022 
       Gross unrealized depreciation            (872,964) 
                                                --------- 
       Net unrealized appreciation            $1,123,058 
                                                ========= 

                      See Notes to Investment Portfolio. 

                                      29 
<PAGE>
 
                        Summary of Securities by Country

                                                     % of Total 
                             Country                 Securities 
         Country             Abbrev.      Value       at Value 
          ----------------    ------    ----------   ---------- 
         Japan                 Ja      $ 5,981,591       28.7% 
         United Kingdom        UK        3,866,805       18.6 
         France                Fr        1,463,090        7.0 
         Germany                G        1,344,695        6.5 
         Switzerland           Sz        1,245,164        6.0 
         Netherlands           Ne        1,114,831        5.4 
         Hong Kong             HK          999,485        4.8 
         Singapore             Si          645,549        3.1 
         Spain                 Sp          635,405        3.0 
         South Korea           Ko          621,811        3.0 
         Malaysia              Ma          491,532        2.4 
         Italy                 It          457,891        2.2 
         Sweden                Sw          451,417        2.2 
         Indonesia             In          336,822        1.6 
         Australia             Au          266,672        1.3 
         Denmark               De          244,948        1.2 
         Taiwan                Tw          191,125        0.9 
         Thailand              Th          152,500        0.7 
         Argentina             Ar          107,226        0.5 
         Norway                No          104,744        0.5 
         Brazil                Br           78,375        0.4 
                                          --------      -------- 
                                       $20,801,678      100.0% 
                                          ========      ======== 

Certain securities are listed by country of underlying exposure but may trade 
predominantly on other exchanges. 

         Acronym                      Name 
         ----------    ----------------------------------- 
         ADR           American Depository Receipts 
         GDR           Global Depository Receipts 
         GDS           Global Depository Shares 
         IDR           International Depository Receipts 

                      See Notes to Financial Statements. 

                                      30 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Colonial-Keyport International Fund for 
Growth / December 31, 1995 

<TABLE>
<S>                                                                                <C>
Assets: 
Investments, at market value (Identified cost $19,678,620)                         $20,801,678 
Short-term obligations                                                               1,297,000 
Cash (including foreign currencies)                                                        619 
Receivable for investments sold                                                        577,506 
Receivable for fund shares sold                                                         63,214 
Dividends and interest receivable                                                       65,754 
Unamortized organization expenses                                                       14,399 
Other assets                                                                             6,634 
                                                                                     ---------- 
  Total assets                                                                      22,826,804 
                                                                                     ---------- 
Liabilities: 
Payable for fund shares repurchased                                                     16,931 
Management fee payable                                                                  16,997 
Accrued expenses payable                                                                28,799 
                                                                                     ---------- 
  Total liabilities                                                                     62,727 
                                                                                     ---------- 
Net assets                                                                         $22,764,077 
                                                                                     ========== 
Net assets represented by: 
 Paid-in capital                                                                   $22,653,979 
 Accumulated overdistributed net investment income                                     (53,329) 
 Accumulated net realized losses on investments and foreign currency 
  transactions                                                                        (957,124) 
 Net unrealized appreciation on investments and foreign currency transactions        1,120,551 
                                                                                     ---------- 
Total net assets applicable to outstanding shares of beneficial interest           $22,764,077 
                                                                                     ========== 
Shares of beneficial interest outstanding                                           11,554,849 
                                                                                     ========== 
Net asset value per share                                                                $1.97 
                                                                                     ========== 

</TABLE>

STATEMENT OF OPERATIONS 
For the Year ended December 31, 1995 

<TABLE>
<S>                                                                                       <C>
Investment income: 
Dividends (net of nonrebatable foreign taxes withheld at source of $55,243)               $  369,404 
Interest income                                                                               69,860 
                                                                                            -------- 
  Total investment income                                                                    439,264 
                                                                                            -------- 
Expenses: 
 Management fee                                                                              183,697 
 Bookkeeping fee                                                                              27,000 
 Transfer agent fee                                                                            7,500 
 Audit fee                                                                                    20,000 
 Printing expense                                                                              3,800 
 Trustees' expense                                                                             4,263 
 Custodian fee                                                                                27,919 
 Legal expense                                                                                 5,064 
 Amortization of organization expense                                                          4,318 
 Miscellaneous expense                                                                         2,414 
                                                                                            -------- 
  Total expenses                                                                             285,975 
                                                                                            -------- 
Net investment income                                                                        153,289 
Realized and unrealized gains (losses) on investments and foreign currency 
  transactions: 
 Net realized losses on investments                                                         (747,347) 
 Net realized losses on foreign currency transactions                                       (158,469) 
 Change in unrealized appreciation on investments and foreign currency transactions        2,044,305 
                                                                                            -------- 
Net increase in net assets resulting from operations                                      $1,291,778 
                                                                                            ======== 
</TABLE>

                      See Notes to Financial Statements. 

                                      31 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Colonial-Keyport International Fund for 
Growth 

<TABLE>
<CAPTION>
                                                                                   Year           Period 
                                                                                  Ended            Ended 
                                                                               December 31,    December 31, 
                                                                                   1995            1994* 
                                                                               ------------   -------------- 
<S>                                                                            <C>              <C>
Operations: 
 Net investment income                                                         $   153,289      $    13,075 
 Net realized losses on investments                                               (747,347)         (21,586) 
 Net realized losses on foreign currency transactions                             (158,469)        (199,438) 
 Change in unrealized appreciation (depreciation) on investments and 
  foreign  currency transactions                                                 2,044,305         (923,754) 
                                                                                 ----------     ------------ 
 Net increase (decrease) in net assets resulting from operations                 1,291,778       (1,131,703) 
                                                                                 ----------     ------------ 
Distributions declared from: 
 Net investment income                                                            (228,274)              -- 
                                                                                 ----------     ------------ 
Fund share transactions: 
 Proceeds from fund shares sold                                                  7,406,320       21,072,283 
 Cost of fund shares repurchased                                                (5,079,991)        (794,610) 
 Distributions reinvested                                                          228,274               -- 
                                                                                 ----------     ------------ 
Net increase in net assets resulting from fund share transactions                2,554,603       20,277,673 
                                                                                 ----------     ------------ 
Total increase in net assets                                                     3,618,107       19,145,970 
Net assets: 
 Beginning of period                                                            19,145,970                0 
                                                                                 ----------     ------------ 
 End of period                                                                 $22,764,077      $19,145,970 
                                                                                 ==========     ============ 
Accumulated undistributed (overdistributed) net investment income included 
  in ending net assets                                                         $   (53,329)     $    13,059 
                                                                                 ==========     ============ 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                     4,012,557       10,578,046 
 Shares redeemed                                                                (2,743,550)        (408,079) 
 Distributions reinvested                                                          115,875               -- 
                                                                                 ----------     ------------ 
Net increase                                                                     1,384,882       10,169,967 
                                                                                 ==========     ============ 
</TABLE>

* For the period from the commencement of operations May 2, 1994 to December 
  31, 1994. 

                      See Notes to Financial Statements. 

                                      32 
<PAGE>
 
FINANCIAL HIGHLIGHTS (a) 
Keyport Variable Investment Trust Colonial-Keyport International Fund for 
Growth 
<TABLE>
<CAPTION>
                                                                                Year            Period 
                                                                                Ended           Ended 
                                                                            December 31,     December 31, 
                                                                            ------------    -------------- 
                                                                                1995           1994*** 
                                                                            ------------    -------------- 
<S>                                                                            <C>             <C>
Per share operating performance: 
Net asset value, beginning of period                                           $  1.88         $  2.00 
                                                                               ----------    ------------ 
Net investment income                                                             0.01              -- 
Net realized and unrealized gains (losses) on investments and foreign 
  currency transactions                                                           0.10           (0.12) 
                                                                               ----------    ------------ 
Total from investment operations                                                  0.11           (0.12) 
                                                                               ----------    ------------ 
Less distributions from: 
 Dividends from net investment income                                            (0.02)             -- 
                                                                               ----------    ------------ 
Net asset value, end of period                                                 $  1.97         $  1.88 
                                                                               ==========    ============ 
Total return: 
 Total investment return (b)                                                      5.85%          (6.00)%* 
Ratios/supplemental data: 
Net assets, end of period (000)                                                $22,764         $19,146 
Ratio of net expenses to average net assets                                       1.40%(c)        1.74%** 
Ratio of net investment income to average net assets                              0.75%(c)        0.13%** 
Portfolio turnover ratio                                                            40%             31%* 
</TABLE>

  * Not Annualized 

 ** Annualized 

*** For the period from the commencement of operations May 2, 1994 to 
    December 31, 1994. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Total return at net asset value assuming all distributions reinvested. 

(c) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior year ratios are net of benefits 
    received, if any. 

                      See Notes to Financial Statements. 

                                      33 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund / 
December 31, 1995 

                                                  Par         Value 
                                                 -------   ---------- 
CORPORATE FIXED-INCOME BONDS 
  & NOTES--(38.7%) 
Construction--(0.6%) 
Building Construction 
USG Corp., 9.250% 09/15/01                      $250,000   $  266,250 
                                                              -------- 
Manufacturing--(9.1%) 
Chemicals--(1.5%) 
Agricultural Minerals Co., L.P., 10.750% 
  09/30/03                                       200,000      219,000 
Huntsman Corp., 11.000% 04/15/04                 200,000      229,250 
N.L. Industries, Inc., 11.750% 10/15/03          250,000      266,875 
                                                              -------- 
                                                              715,125 
                                                              -------- 
Fabricated Metal--(1.7%) 
Rexnord Holdings, Inc., 10.750% 07/01/02         750,000      837,120 
                                                              -------- 
Food & Kindred Products--(1.6%) 
Doskocil Companies Inc., 9.750% 07/15/00         250,000      238,750 
Van De Kamps, Inc., 12.000% 09/15/05             500,000      517,500 
                                                              -------- 
                                                              756,250 
                                                              -------- 
Lumber & Wood Products--(0.5%) 
Triangle Pacific Corp., 10.500% 08/01/03         250,000      265,000 
                                                              -------- 
Miscellaneous Manufacturing--(1.0%) 
American Standard Co., stepped coupon, 
  (10.500% 06/01/98) 06/01/05 (a)                350,000      300,125 
Coleman Holdings Co., Series B, (b) 05/27/98     200,000      161,500 
                                                              -------- 
                                                              461,625 
                                                              -------- 
Paper Products--(0.8%) 
Repap Wisconsin, Inc., 9.875% 05/01/06           250,000      236,250 
SD Warren Co. 12.000% 12/15/04                   150,000      164,250 
                                                              -------- 
                                                              400,500 
                                                              -------- 
Primary Metal--(0.9%) 
A.K. Steel Corp., 10.750% 
  04/01/04                                       250,000      276,875 
Magma Copper Co., 12.000% 12/15/01               150,000      166,313 
                                                              -------- 
                                                              443,188 
                                                              -------- 
Stone, Clay, Glass & Concrete--(1.1%) 
Owens-Illinois, Inc., 10.500% 06/15/02           500,000      534,375 
                                                              -------- 
Mining & Energy--(4.0%) 
Crude Petroleum & Natural Gas--(1.1%) 
Ferrellgas Finance Corp., L.P., 10.000% 
  08/01/01                                      $250,000   $  267,500 
Triton Energy Corp., (b) 11/01/97                300,000      258,750 
                                                              -------- 
                                                              526,250 
                                                              -------- 
Oil & Gas Extraction--(2.9%) 
Coastal Corp., 9.750% 08/01/03                   500,000      596,275 
Gulf Canada Resources Ltd., 9.250% 01/15/04      250,000      257,500 
Rowan Companies, Inc., 11.875% 12/01/01          250,000      271,250 
Santa Fe Energy Resources, Inc., 11.000% 
  05/15/04                                       225,000      248,344 
                                                              -------- 
                                                            1,373,369 
                                                              -------- 
Retail Trade--(3.2%) 
Food Stores--(1.6%) 
Dominick's Finer Foods, Inc., 10.875% 
  05/01/05                                       500,000      532,500 
Pathmark Stores, Inc., 9.625% 05/01/03           250,000      242,500 
                                                              -------- 
                                                              775,000 
                                                              -------- 
Miscellaneous Retail--(1.6%) 
Finlay Fine Jewelry Corp., 10.625% 05/01/03      250,000      237,500 
Thrifty Payless Holdings, Inc., 11.750% 
  04/15/03                                       500,000      542,500 
                                                              -------- 
                                                              780,000 
                                                              -------- 
Services--(7.0%) 
Amusement & Recreation--(2.6%) 
Bally's Grand, Inc., Series B, 10.375% 
  12/15/03                                       250,000      255,000 
Boyd Gaming Corp., 10.750% 09/01/03              500,000      522,500 
Trump Taj Mahal Funding, Inc., PIK, 11.350% 
  11/15/99                                       500,000      481,250 
                                                              -------- 
                                                            1,258,750 
                                                              -------- 
Health Services--(3.9%) 
GranCare, Inc., 9.375% 09/15/05                 500,000       505,000 
Integrated Health Services, Inc., 10.750% 
  07/15/04                                      250,000       267,500 
ORNDA Health Corp., 11.375% 08/15/04            250,000       280,625 
Tenet Healthcare Corp., 10.125% 03/01/05        750,000       830,625 
                                                              -------- 
                                                            1,883,750 
                                                              -------- 
Hotels, Camps & Lodging--(0.5%) 
HMH Properties, Inc., 9.500% 05/15/05           250,000       255,000 
                                                              -------- 

                  See Notes to Investment Portfolio. 

                                      34 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund / 
December 31, 1995 
                                                   Par         Value 
                                                 -------   ---------- 
Transportation, Communication, Electric, 
  Gas & Sanitary Services--(14.0%) 
Air Transportation--(0.7%) 
United Airlines, Inc., 9.200% 03/22/08          $284,479  $   325,822 
                                                              -------- 
Communications--(12.8%) 
Bell Cablemedia PLC, stepped coupon, 
  (11.950% 07/15/99) 07/15/04 (a) (c)            400,000      283,000 
Cablevision Systems Corp., 10.750% 04/01/04      250,000      263,750 
Cellular Communications Units, (b) 08/15/00 
  (d)                                            250,000      153,750 
Comcast Corp., 9.125% 10/15/06                   750,000      780,938 
Comcast Cable Partners Ltd., stepped coupon, 
  (11.200% 11/15/00) 11/15/07 (a) (c)            500,000      290,000 
Continental Cablevision, Inc., 11.000% 
  06/01/07                                       500,000      559,375 
Lenfest Communications, Inc., 8.375% 
  11/01/05                                       400,000      400,000 
NWCG Holding Corp., (b) 06/15/99                 425,000      293,250 
Paging Network, Inc., 10.125% 08/01/07           500,000      545,000 
PanAmSat Corp., stepped coupon (11.375% 
  08/01/98) 08/01/03 (a)                         500,000      407,500 
SCI Television, Inc., 11.000% 06/30/05           250,000      265,625 
Sinclair Broadcast Group, Inc., 10.000% 
  09/30/05                                       250,000      255,625 
Tele-Communications, Inc., 7.375% 02/15/00       800,000      829,976 
Videotron Holding PLC, stepped coupon, 
  (11.000% 08/15/00) 08/15/05 (a)(c)             250,000      155,625 
Young Broadcasting Corp., 11.750% 11/15/04       650,000      727,187 
                                                              -------- 
                                                            6,210,601 
                                                              -------- 
Gas Services--(0.5%) 
California Energy Co., Inc., 9.875% 06/30/03     250,000      261,250 
                                                              -------- 
Wholesale Trade--(0.8%) 
Nondurable Goods 
Revlon Worldwide Corp., (b) 03/15/98             500,000      370,000 
                                                              -------- 
Total Corporate Fixed-Income 
  Bonds & Notes (Cost $18,035,172)                         18,699,225 
                                                              -------- 
                            Currency 
                             Abbrev             Par           Value 
                             ------          ---------     ----------- 
Foreign Government & Agency Obligations--(29.8%) 
Government of Finland 
  9.500% 03/15/04             FM            10,000,000    $ 2,592,797 
Kingdom of Denmark, 
  8.000% 05/15/03             DK            28,118,000      5,378,613 
Republic of Poland 
  (Brady), Past Due 
  Interest, stepped 
  coupon, (4.000% 
  10/27/96) 3.750% 
  10/27/14 (e)                PL             1,705,000      1,095,463 
Republic of South 
  Africa, 12.000% 
  02/28/05                    SA             4,000,000        974,023 
Treasury Corp. of 
  Victoria., 12.000% 
  09/22/01                    A$             1,600,000      1,403,298 
United Kingdom Treasury, 
  10.000% 09/08/03            UK               870,800      1,565,612 
Western Australia 
  Treasury, 12.000% 
  08/01/01                    A$             1,603,000      1,402,524 
                                                          ----------- 
Total Foreign Government & Agency Obligations 
  (Cost $14,072,492)                                       14,412,330 
                                                            --------- 
U.S. Government & Agency Obligations--(26.0%) 
Federal Home Loan Mortgage 
  Corp., CMO, 9.500% 
  04/15/19                                      32,556         33,644 
MDC Mortgage Funding Corp., 
  CMO, 8.850% 03/20/18                         218,388        228,624 
U.S. Treasury Bonds, 8.000% 
  08/15/99                                   3,823,000      4,153,919 
U.S. Treasury Notes, 
  11.875% 11/15/03                           5,845,000      8,165,640 
                                                            --------- 
Total U.S. Government & 
  Agency Obligations 
  (Cost $11,984,294)                                       12,581,827 
                                                            --------- 
Total Investments--(94.5%) 
  (Cost $44,091,958)(f)                                    45,693,382 
                                                            --------- 
Short-Term Obligations--(2.9%) 
Repurchase agreement with 
  Bankers Trust Securities 
  Corp., dated 12/29/95, due 
  01/02/96 at 5.70%, 
  collateralized by U.S. 
  Treasury notes with various 
  maturities to 2000, market 
  value $1,090,890 (repurchase 
  proceeds $1,068,676)                        1,068,000    1,068,000 
                                                 ------      ------- 

                      See Notes to Investment Portfolio. 

                                      35 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued) 
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund / 
December 31, 1995 

                                      Par         Value 
                                     -------   ----------- 
Short-Term Obligations--continued 
Repurchase agreement with Chase 
  Securities, Inc., dated 
  12/29/95, due 01/02/96 at 
  5.500%, collateralized by a 
  U.S. Treasury note maturing in 
  1996, market value $356,870 
  (repurchase proceeds $349,213)   $349,000    $   349,000 
                                                 --------- 
                                                 1,417,000 
                                                 --------- 
Forward Currency Contracts--(0.0)(g)                (4,039) 
Other Assets & Liabilities, Net--(2.6%)          1,228,144 
                                                 --------- 
Net Assets--(100%)                             $48,334,487 
                                                 ========= 


Notes to investment portfolio: 

(a) Currently zero coupon. Shown parenthetically is the interest rate to be 
    paid and the date the Fund will begin accruing this rate. 

(b) Zero coupon bond. 

(c) This is a British security. Par amount is stated in U.S. dollars. 

(d) Each unit consists of one bond and one warrant to purchase shares of 
    common stock. 

(e) Shown parenthetically is the interest rate to be paid and the date the 
    Fund will begin accruing this rate. 

(f) Cost for federal income tax purposes is $44,094,902. Gross unrealized 
    appreciation and depreciation at December 31, 1995 is as follows: 

         Gross unrealized appreciation          $1,664,746 
         Gross unrealized depreciation             (66,266) 
                                                  --------- 
         Net unrealized appreciation            $1,598,480 
                                                  ========= 

(g) As of December 31, 1995, the Fund had entered into the following forward 
    currency exchange contracts: 

                                                   Net Unrealized 
                                                    Appreciation 
    Contracts                        Settlement    (Depreciation) 
   to deliver       In exchange for      Date         (U.S. $) 
 ----------------   ---------------     --------   -------------- 
DK      3,778,240     USD   675,591    01/05/96       $(3,249) 
FM      3,016,915     USD   702,589    01/05/96        10,810 
DK     11,508,907     USD 2,064,082    02/05/96        (5,450) 
UK        515,255     USD   792,122    02/05/96        (6,150) 
                                                     ------------ 
                                                      $(4,039) 
                                                     ============ 
        Acronym                      Name 
       ----------   ------------------------------------ 
       PIK            Payment-in-Kind 
       CMO            Collateralized Mortgage Obligation 

                      Summary of Securities by Currency 

                Currency 
Currency           Value       Value      % of Total 
- --------------     ------    ----------   ----------- 
United States              $31,281,052        68.5% 
Denmark             DK       5,378,613        11.8 
Australia           A$       2,805,822         6.1 
Finland             FM       2,592,797         5.7 
United Kingdom      UK       1,565,612         3.4 
Poland              PL       1,095,463         2.4 
South Africa        SA         974,023         2.1 
                             ----------   ----------- 
                           $45,693,382       100.0% 
                             ==========   =========== 

       Certain securities are listed by country of underlying exposure 
               but may trade predominantly on other exchanges. 

                      See Notes to Financial Statements. 

                                      36 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund / 
December 31, 1995 

<TABLE>
<S>                                                                                 <C>
Assets: 
Investments, at market value (Identified cost $44,091,958)                          $45,693,382 
Short-term obligations                                                                1,417,000 
Dividends and interest receivable                                                     1,256,699 
Receivable for investments sold                                                         252,691 
Receivable for fund shares sold                                                           7,351 
Unamortized organization expenses                                                        13,940 
Other assets                                                                              5,093 
                                                                                      ---------- 
  Total assets                                                                       48,646,156 
                                                                                      ---------- 
Liabilities: 
Payable for fund shares repurchased                                                     237,225 
Payable for investments purchased                                                        13,093 
Unrealized on forward currency exchange contracts                                         4,039 
Management fee payable                                                                   30,694 
Accrued expenses payable                                                                 25,448 
Other liabilities                                                                         1,170 
                                                                                      ---------- 
  Total liabilities                                                                     311,669 
                                                                                      ---------- 
Net assets                                                                          $48,334,487 
                                                                                      ========== 
Net assets represented by: 
 Paid-in capital                                                                    $46,813,546 
 Accumulated overdistributed net investment income                                      (68,878) 
 Accumulated net realized losses on investments and foreign currency 
  transactions                                                                           (1,269) 
 Net unrealized appreciation on investments and foreign currency transactions         1,591,088 
                                                                                      ---------- 
Total net assets applicable to outstanding shares of beneficial interest            $48,334,487 
                                                                                      ========== 
Shares of beneficial interest outstanding                                             4,396,075 
                                                                                      ========== 
Net asset value per share                                                                $10.99 
                                                                                      ========== 

</TABLE>

STATEMENT OF OPERATIONS 
For the Year ended December 31, 1995 

<TABLE>
<S>                                                                                       <C>
Investment income: 
Interest income                                                                           $2,496,412 
                                                                                            --------- 
Expenses: 
 Management fee                                                                              181,811 
 Bookkeeping fee                                                                              27,000 
 Transfer agent fee                                                                            7,500 
 Audit fee                                                                                    20,000 
 Printing expense                                                                              3,097 
 Trustees' expense                                                                             3,540 
 Custodian fee                                                                                 7,115 
 Legal fee                                                                                     3,119 
 Amortization of organization expense                                                          3,971 
 Miscellaneous expense                                                                         5,871 
                                                                                            --------- 
  Total expenses                                                                             263,024 
                                                                                            --------- 
Less: 
 Expenses reimbursable by Manager                                                            (27,470) 
                                                                                            --------- 
Net expenses                                                                                 235,554 
                                                                                            --------- 
Net investment income                                                                      2,260,858 
Realized and unrealized gains (losses) on investments and foreign currency 
  transactions: 
 Net realized gains on investments                                                           356,528 
 Net realized losses on foreign currency transactions                                        (89,581) 
 Change in unrealized appreciation on investments and foreign currency transactions        1,745,890 
                                                                                            --------- 
Net increase in net assets resulting from operations                                      $4,273,695 
                                                                                            ========= 
</TABLE>

                      See Notes to Financial Statements. 

                                      37 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund 

<TABLE>
<CAPTION>
                                                                                     Year            Period 
                                                                                     Ended           Ended 
                                                                                 December 31,     December 31, 
                                                                                     1995            1994* 
                                                                                  -------------   ------------ 
<S>                                                                              <C>              <C>
Operations: 
 Net investment income                                                           $  2,260,858     $   409,250 
 Net realized gains (losses) on investments                                           356,528        (131,439) 
 Net realized gains (losses) on foreign currency transactions                         (89,581)          2,133 
 Change in unrealized appreciation (depreciation) on investments and foreign 
   currency transactions                                                            1,745,890        (154,802) 
                                                                                   -----------      ---------- 
 Net increase in net assets resulting from operations                               4,273,695         125,142 
                                                                                   -----------      ---------- 
Distributions declared from: 
 Net investment income                                                             (2,313,068)       (409,250) 
 Distributions in excess of net investment income                                          --          (1,787) 
 Net realized gains on investments                                                   (140,532)        (13,259) 
                                                                                   -----------      ---------- 
  Total distributions                                                              (2,453,600)       (424,296) 
                                                                                   -----------      ---------- 
Fund share transactions: 
 Proceeds from fund shares sold                                                    17,078,534      13,468,257 
 Receipts for shares issued in acquisition of SteinRoe Managed Income Fund         37,220,278              -- 
 Cost of fund shares repurchased                                                  (23,580,161)       (251,258) 
 Distributions reinvested                                                           2,453,600         424,296 
                                                                                   -----------      ---------- 
Net increase in net assets resulting from fund share transactions                  33,172,251      13,641,295 
                                                                                   -----------      ---------- 
Total increase in net assets                                                       34,992,346      13,342,141 
Net assets: 
 Beginning of period                                                               13,342,141               0 
                                                                                   -----------      ---------- 
 End of period                                                                   $ 48,344,487     $13,342,141 
                                                                                   ===========      ========== 
Accumulated overdistributed net investment income included in ending net 
  assets                                                                         $    (68,878)    $   (13,029) 
                                                                                   ===========      ========== 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                        1,586,240       1,344,428 
 Issued in acquisition of SteinRoe Managed Income Fund                              3,302,598              -- 
 Shares redeemed                                                                   (2,079,174)        (25,182) 
 Distributions reinvested                                                             223,869          43,296 
                                                                                   -----------      ---------- 
Net increase                                                                        3,033,533       1,362,542 
                                                                                   ===========      ========== 
</TABLE>

* For the period from the commencement of operations July 5, 1994 to December 
  31, 1994. 

                      See Notes to Financial Statements. 

                                      38 
<PAGE>
 
FINANCIAL HIGHLIGHTS (a) 
Keyport Variable Investment Trust Colonial-Keyport Strategic Income Fund 

<TABLE>
<CAPTION>
                                                                           Year             Period 
                                                                           Ended            Ended 
                                                                       December 31,      December 31, 
                                                                       -------------   --------------- 
                                                                           1995            1994*** 
                                                                       -------------   --------------- 
<S>                                                                       <C>              <C>
Per share operating performance: 
Net asset value, beginning of period                                      $  9.79          $ 10.00 
                                                                         -----------      ------------- 
Net investment income                                                        0.55             0.30 
Net realized and unrealized gains (losses) on investments and 
  foreign currency transactions                                              1.24            (0.19) 
                                                                         -----------      ------------- 
Total from investment operations                                             1.79             0.11 
                                                                         -----------      ------------- 
Less distributions: 
 Dividends from net investment income                                       (0.56)           (0.31) 
 Distributions from net realized gains on investments                       (0.03)           (0.01) 
                                                                         -----------      ------------- 
Total distributions                                                         (0.59)           (0.32) 
                                                                         -----------      ------------- 
Net asset value, end of period                                            $ 10.99          $  9.79 
                                                                         ===========      ============= 
Total return: 
Total investment return (b)(c)                                              18.30%            1.10%** 
Ratios/supplemental data: 
Net assets, end of period (000)                                           $48,334          $13,342 
Ratio of net expenses to average net assets (e)                              0.84%(d)         1.00%* 
Ratio of net investment income to average net assets (c)                     8.08%(d)         7.33%* 
Portfolio turnover ratio                                                      281%              94%** 
</TABLE>

  * Annualized 

 ** Not Annualized 

*** For the period from the commencement of operations July 5, 1994 to 
    December 31, 1994. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Total return at net asset value assuming all distributions reinvested. 

(c) Computed giving effect to Manager's expense limitation undertaking. 

(d) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior year ratios are net of benefits 
    received, if any. 

(e) If the Fund had paid all of its expenses and there had been no 
    reimbursement from the Manager, these ratios would have been 0.94% and 
    1.60% (annualized), respectively. 

Federal Income Tax Information (unaudited) 
1.7% of the gain distribution recorded in December 1995 and paid in January 
1996 was derived from long-term gains. 

                      See Notes to Financial Statements. 

                                      39 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund For Growth / 
December 31, 1995 

                                   Shares       Value 
                                     -----   ----------- 
COMMON STOCKS--(96.1%) 
Finance, Insurance & Real Estate--(14.5%) 
Depository Institutions--(8.1%) 
BancOne Corp.                       5,500    $  207,625 
BankAmerica Corp.                  14,800       958,300 
First Union Corp.                   2,800       155,750 
Mellon Bank Corp.                   6,300       338,625 
Nations Bank Corp.                 13,600       946,900 
Wells Fargo & Co.                   4,000       864,000 
                                               --------- 
                                              3,471,200 
                                               --------- 
Insurance Carriers--(2.2%) 
Allstate Corp.                     11,124       457,474 
CIGNA Corp.                         2,800       289,100 
Old Republic International Corp.    5,700       202,350 
Providian Corp.                       300        12,225 
                                               --------- 
                                                961,149 
                                               --------- 
Nondepository Credit Institutions--(1.7%) 
Beneficial Corp.                   15,400       718,025 
                                               --------- 
Security Brokers & Dealers--(2.5%) 
A.G. Edwards, Inc.                 22,200       530,025 
Bear Stearns Cos., Inc.            19,000       377,625 
Travelers Group, Inc.               2,700       169,763 
                                               --------- 
                                              1,077,413 
                                               --------- 
Manufacturing--(53.9%) 
Chemicals--(11.3%) 
Abbott Laboratories                 1,700        70,975 
Bristol-Myers Squibb Co.           13,700     1,176,487 
Clorox Co.                          8,500       608,812 
Eastman Chemical Co.                7,200       450,900 
Ecolab, Inc.                        4,200       126,000 
Johnson & Johnson                  14,500     1,241,562 
Merck & Co., Inc.                  12,600       828,450 
Morton International, Inc.          1,300        46,638 
Procter & Gamble Co.                3,100       257,300 
Terra Industries, Inc.              3,500        49,438 
                                               --------- 
                                              4,856,562 
                                               --------- 
Electronic & Electrical Equipment--(3.8%) 
Micron Technology, Inc.             9,000       356,625 
Novellus Systems, Inc. (a)            800        43,200 
Read-Rite Corp. (a)                32,500       755,625 
Texas Instruments, Inc.             3,800       195,700 
Thomas & Betts Corp.                4,100       302,375 
                                               --------- 
                                              1,653,525 
                                               --------- 
Fabricated Metal--(1.3%) 
Parker-Hannifin Corp                3,400       116,450 
Snap-On, Inc.                       9,900       447,975 
                                               --------- 
                                                564,425 
                                               --------- 
Food & Kindred Products--(6.0%) 
Campbell Soup Co.                   3,300    $  198,000 
Heinz (H.J.) Co.                    3,900       129,187 
IBP, Inc.                          12,800       646,400 
PepsiCo, Inc.                       2,200       122,925 
Phillip Morris Co., Inc.            2,800       253,400 
Ralston-Ralston Purina Group       12,600       785,925 
Sara Lee Corp.                     14,300       455,813 
                                               --------- 
                                              2,591,650 
                                               --------- 
Furniture & Fixtures--(1.4%) 
Johnson Controls, Inc.              5,900       405,625 
Leggett & Platt, Inc.               7,700       186,725 
                                               --------- 
                                                592,350 
                                               --------- 
Machinery & Computer Equipment--(8.9%) 
AGCO Corp.                            300        15,300 
Applied Materials, Inc. (a)        21,000       826,875 
Case Corp.                          2,400       109,800 
Compaq Computer Corp. (a)           4,400       211,200 
Dell Computer Corp. (a)            16,000       554,000 
Dover Corp.                           600        22,125 
Hewlett-Packard Co.                11,000       921,250 
International Business Machines 
  Corp.                             7,900       724,825 
Seagate Technology, Inc. (a)        8,800       418,000 
Storage Technology Corp. (a)          900        21,375 
                                               --------- 
                                              3,824,750 
                                               --------- 
Measuring & Analyzing Instruments--(3.9%) 
Becton, Dickinson & Co.             4,300       322,500 
Honeywell, Inc.                     1,100        53,487 
Millipore Corp.                    17,600       723,800 
Tektronix, Inc.                    11,600       569,850 
                                               --------- 
                                              1,669,637 
                                               --------- 
Miscellaneous Manufacturing--(2.2%) 
Callaway Golf Co.                  20,600       466,075 
Jostens, Inc.                      19,900       482,575 
                                               --------- 
                                                948,650 
                                               --------- 
Paper & Paper Mills--(1.3%) 
Champion International Corp.       11,100       466,200 
Consolidated Papers, Inc.           2,000       112,250 
                                               --------- 
                                                578,450 
                                               --------- 
Petroleum Refining--(7.2%) 
Amoco Corp.                         5,600       402,500 
Atlantic Richfield Co.              4,200       465,150 
Exxon Corp.                        16,100     1,290,012 
Mobil Corp.                         8,400       940,800 
                                               --------- 
                                              3,098,462 
                                               --------- 

           See Notes to Investment Portfolio. 

                                      40 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued)
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund For Growth / 
December 31, 1995 
                                    Shares       Value 
                                     -----   ----------- 
Printing & Publishing--(1.6%) 
Tribune Co.                         6,400    $  391,200 
Washington Post Co.                 1,000       282,000 
                                               --------- 
                                                673,200 
                                               --------- 
Rubber & Plastic--(0.8%) 
Nike, Inc., Class B                 5,200       362,050 
                                               --------- 
Stone, Clay, Glass & Concrete--(1.7%) 
Owens-Corning Fiberglas Corp. 
  (a)                              16,600       744,925 
                                               --------- 
Transportation Equipment--(2.5%) 
General Dynamics Corp.              4,400       260,150 
PACCAR, Inc.                        3,100       130,588 
Teledyne, Inc.                     26,200       671,375 
                                               --------- 
                                              1,062,113 
                                               --------- 
Mining & Energy--(0.8%) 
Oil & Gas Extraction 
Sonat Offshore Drilling Co.         7,700       344,575 
                                               --------- 
Retail Trade--(3.8%) 
Apparel & Accessory Stores--(2.0%) 
TJX Companies, Inc.                44,300       836,163 
                                               --------- 
Food Stores--(0.5%) 
Kroger Corp. (a)                    4,800       180,000 
Vons Cos. (a)                         800        22,600 
                                               --------- 
                                                202,600 
                                               --------- 
Miscellaneous Retail--(1.1%) 
Eckerd Corp. (a)                      800        35,700 
Rite Aid Corp.                      8,800       301,400 
Walgreen Co.                        4,800       143,400 
                                               --------- 
                                                480,500 
                                               --------- 
Restaurants--(0.2%) 
Luby's Cafeterias, Inc.             4,600       102,350 
                                               --------- 
Services--(3.1%) 
Business Services--(2.1%) 
Computer Associates 
  International, Inc.              15,800       898,625 
                                               --------- 
Motion Pictures--(1.0%) 
King World Productions, Inc. (a)   11,100       431,513 
                                               --------- 
Transportation, Communication, Electric, Gas & Sanitary 
  Services--(19.0%) 
Air Transportation--(2.7%) 
AMR Corp. (a)                       2,100       155,925 
Delta Air Lines, Inc.               1,600       118,200 
Northwest Airlines Corp. Class A 
  (a)                               5,700       290,700 
UAL, Inc. (a)                       3,200       571,200 
                                               --------- 
                                              1,136,025 
                                               --------- 
Communications--(9.4%) 
Ameritech Corp.                    16,300    $  961,700 
Bell Atlantic Corp.                 2,700       180,562 
BellSouth Corp.                     2,800       121,800 
Century Telephone Enterprises, 
  Inc.                              3,800       120,650 
Compuware Corp. (a)                 5,000        92,500 
GTE Corp.                          12,300       541,200 
NYNEX Corp.                         6,600       356,400 
Southwestern Bell Corp.            12,700       730,250 
Sprint Corp.                       23,900       953,013 
                                               --------- 
                                              4,058,075 
                                               --------- 
Electric Services--(3.2%) 
Central & South West Corp.         10,900       303,837 
Consolidated Edison Co. of New 
  York                              2,700        86,400 
NIPSCO Industries, Inc.               800        30,600 
Ohio Edison Co.                    15,900       373,650 
Rochester Gas & Electric Corp.      3,200        72,400 
San Diego Gas & Electric Co.       18,400       437,000 
Unicom Corp.                        2,100        68,775 
                                               --------- 
                                              1,372,662 
                                               --------- 
Gas Services--(2.7%) 
Consolidated Natural Gas Co.        7,000       317,625 
Pacific Enterprises                 3,500        98,875 
Panhandle Eastern Corp.             3,200        89,200 
Williams Companies, Inc.           14,900       653,738 
                                               --------- 
                                              1,159,438 
                                               --------- 
Water Transportation--(1.0%) 
Tidewater, Inc.                    14,200       447,300 
                                               --------- 
Wholesale Trade--(1.0%) 
Durable Goods--(0.7%) 
AVNET INC                           6,900       308,775 
                                               --------- 
Nondurable Goods--(0.3%) 
Supervalu, Inc.                     3,600       113,400 
                                               --------- 
Total Common Stocks 
  (Cost $37,199,682)                         41,340,537 
                                               --------- 
PREFERRED STOCKS--(0.0%) 
Manufacturing--(0.0%) 
Transportation Equipment--(0.0%) 
Teledyne, Inc. Series E (Cost 
  $3,864)                             262         3,766 
                                               --------- 
Total Investments--(96.1%) 
  (Cost $37,203,546) (b)                     41,344,303 
                                               --------- 


                        See Notes to Investment Portfolio. 

                                      41 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued) 
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund For Growth / 
December 31, 1995 

                                     Par       Value 
                                    -------   -------- 
SHORT-TERM OBLIGATIONS--(3.5%) 
Repurchase agreement with 
  Bankers Trust Securities 
  Corp. dated 12/29/95, due 
  1/02/96 at 5.700% 
  collateralized by U.S. 
  Treasury notes with various 
  maturities to 2000, market 
  value $1,016,330 (repurchase 
  proceeds $995,630)              $995,000    $995,000 
                                                ------ 

                                      Par        Value 
                                     -------   --------- 
Repurchase agreement with Chase 
  Securities, Inc., dated 
  12/29/95, due 1/02/96 at 
  5.500% collateralized by a 
  U.S. Treasury note maturing in 
  1996, market value $541,960 
  (repurchase proceeds $530,324)   $530,000   $  530,000 
                                                 ------- 
Total Short-Term Obligations                   1,525,000 
                                                 ------- 
Other Assets & Liabilities, Net--(0.4%)          148,049 
                                                 ------- 
Net Assets--(100%)                           $43,017,352 
                                                 ======= 

(a) Non-income producing security. 

(b) The cost of investments for federal income tax purposes is $37,204,116. 
    Gross unrealized appreciation and depreciation at December 31, 1995 is as 
    follows: 

         Gross unrealized appreciation          $ 5,377,004 
         Gross unrealized depreciation           (1,236,817) 
                                                  ---------- 
         Net unrealized appreciation            $ 4,140,187 
                                                  ========== 

                      See Notes to Financial Statements. 

                                      42 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund for Growth / 
December 31, 1995 

<TABLE>
<S>                                                                        <C>
Assets: 
Investments, at market value (Identified cost $37,203,546)                 $41,344,303 
Short-term obligations                                                       1,525,000 
Receivable for fund shares sold                                                147,809 
Dividends and interest receivable                                               77,466 
Unamortized organization expenses                                               13,940 
Other assets                                                                     1,481 
                                                                             ---------- 
  Total assets                                                              43,109,999 
                                                                             ---------- 
Liabilities: 
Payable for fund shares repurchased                                             36,416 
Management fee payable                                                          32,720 
Accrued expenses payable                                                        23,511 
                                                                             ---------- 
  Total liabilities                                                             92,647 
                                                                             ---------- 
Net assets                                                                 $43,017,352 
                                                                             ========== 
Net assets represented by: 
 Paid-in capital                                                           $38,912,494 
 Accumulated overdistributed net investment income                             (35,328) 
 Accumulated net realized losses on investments                                   (571) 
 Net unrealized appreciation on investments                                  4,140,757 
                                                                             ---------- 
Total net assets applicable to outstanding shares of beneficial 
  interest                                                                 $43,017,352 
                                                                             ========== 
Shares of beneficial interest outstanding                                    3,479,438 
                                                                             ========== 
Net asset value per share                                                       $12.36 
                                                                             ========== 

</TABLE>

STATEMENT OF OPERATIONS 
For the Year ended December 31, 1995 

<TABLE>
<S>                                                     <C>
Investment income: 
Dividends                                               $  715,847 
Interest income                                             94,757 
                                                          -------- 
  Total investment income                                  810,604 
                                                          -------- 
Expenses: 
 Management fee                                            237,547 
 Bookkeeping fee                                            27,000 
 Transfer agent fee                                          7,500 
 Audit fee                                                  20,000 
 Printing expense                                            1,174 
 Trustees' expense                                           3,059 
 Custodian fee                                               7,888 
 Legal fee                                                   1,676 
 Amortization of organization expense                        3,971 
 Miscellaneous expense                                       8,131 
                                                          -------- 
  Total expenses                                           317,946 
                                                          -------- 
Less: 
 Expenses reimbursable by Manager                          (19,671) 
                                                          -------- 
Net expenses                                               298,275 
                                                          -------- 
Net investment income                                      512,329 
Realized and unrealized gains on investments: 
 Net realized gains on investments                       2,620,298 
 Change in unrealized appreciation on investments        3,846,518 
                                                          -------- 
Net increase in net assets resulting from operations    $6,979,145 
                                                          ======== 
</TABLE>

                      See Notes to Financial Statements. 

                                      43 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund for Growth 

<TABLE>
<CAPTION>
                                                                                Year           Period 
                                                                               Ended           Ended 
                                                                            December 31,    December 31, 
                                                                                1995           1994* 
                                                                            ------------    ------------ 
<S>                                                                         <C>             <C>
Operations: 
 Net investment income                                                      $   512,329     $   130,873 
 Net realized gains on investments                                            2,620,298          43,388 
 Change in unrealized appreciation on investments                             3,846,518         294,239 
                                                                              ----------      ---------- 
Net increase in net assets resulting from operations                          6,979,145         468,500 
                                                                              ----------      ---------- 
Distributions declared from: 
 Net investment income                                                         (518,493)       (130,873) 
 In excess of net investment income                                                  --         (29,164) 
 Net realized gains on investments                                           (2,576,965)        (43,388) 
 In excess of net realized gains on investments                                      --         (43,904) 
                                                                              ----------      ---------- 
Total distributions                                                          (3,095,458)       (247,329) 
                                                                              ----------      ---------- 
Fund share transactions: 
 Proceeds from fund shares sold                                              26,906,230      15,205,777 
 Cost of fund shares repurchased                                             (6,240,626)       (301,674) 
 Distributions reinvested                                                     3,095,458         247,329 
                                                                              ----------      ---------- 
Net increase in net assets resulting from fund share transactions            23,761,062      15,151,432 
                                                                              ----------      ---------- 
Total increase in net assets                                                 27,644,749      15,372,603 
Net assets: 
 Beginning of period                                                         15,372,603               0 
                                                                              ----------      ---------- 
 End of period                                                              $43,017,352     $15,372,603 
                                                                              ==========      ========== 
Accumulated overdistributed net investment income included in ending net 
  assets                                                                    $   (35,328)    $   (29,164) 
                                                                              ==========      ========== 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                  2,240,739       1,501,690 
 Shares redeemed                                                               (508,643)        (28,803) 
 Distributions reinvested                                                       250,442          24,013 
                                                                              ----------      ---------- 
Net increase                                                                  1,982,538       1,496,900 
                                                                              ==========      ========== 
</TABLE>

* For the period from the commencement of operations July 5, 1994 to December 
  31, 1994. 

                      See Notes to Financial Statements. 

                                      44 
<PAGE>
 
FINANCIAL HIGHLIGHTS (a) 
Keyport Variable Investment Trust Colonial-Keyport U.S. Fund for Growth 

<TABLE>
<CAPTION>
                                                               Year             Period 
                                                               Ended             Ended 
                                                           December 31,      December 31, 
                                                            -------------   --------------- 
                                                               1995             1994*** 
                                                            -------------   --------------- 
<S>                                                           <C>               <C>
Per share operating performance: 
Net asset value, beginning of period                          $ 10.27           $ 10.00 
                                                             -----------      ------------- 
Net investment income                                            0.21              0.09 
Net realized and unrealized gains on investments                 2.84              0.35 
                                                             -----------      ------------- 
Total from investment operations                                 3.05              0.44 
                                                             -----------      ------------- 
Less distributions: 
 Dividends from net investment income                           (0.16)            (0.11) 
 Distributions from net realized gains on investments           (0.80)            (0.06) 
                                                             -----------      ------------- 
Total Distributions                                             (0.96)            (0.17) 
                                                             -----------      ------------- 
Net asset value, end of period                                $ 12.36           $ 10.27 
                                                             ===========      ============= 
Total return: 
 Total investment return (b)(c)                                 29.70%             4.40%** 
Ratios/supplemental data: 
Net assets, end of period (000)                               $43,017           $15,373 
Ratio of net expenses to average net assets (d)                  1.00%(e)          1.00%* 
Ratio of net investment income to average net assets 
  (b)                                                            1.72%(e)          2.16%* 
Portfolio turnover ratio                                          115%               52%** 
</TABLE>

 * Annualized 

** Not Annualized 

*** For the period from the commencement of operations July 5, 1994 to 
    December 31, 1994. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Computed giving effect to Manager's expense limitation undertaking. 

(c) Total return at net asset value assuming all distributions reinvested. 

(d) If the Fund had paid all of its expenses and there had been no 
    reimbursement from the Manager, these ratios would have been 1.07% and 
    1.64% (annualized), respectively. 

(e) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. Prior year ratios are net of benefits 
    received, if any. 

Federal Income Tax Information (unaudited) 
15.7% of the gain distribution recorded in December 1995 and paid in January 
1996 was derived from long-term gains. 

                      See Notes to Financial Statements. 

                                      45 
<PAGE>
 
SCHEDULE OF INVESTMENTS 
Keyport Variable Investment Trust Newport-Keyport Tiger Fund / December 31, 
1995 

                                        Country 
                                        Abbrev.    Shares      Value 
                                          ------    ------   ---------- 
COMMON STOCKS--(92.0%) 
Finance, Insurance & Real Estate--(39.3%) 
Depository Institutions--(20.0%) 
Bank of Ayudhya Ltd.                       Th      47,000    $  263,081 
Development Bank of Singapore Ltd.         Si      54,000       671,993 
HSBC Holdings PLC                          HK      46,200       699,050 
Hang Seng Bank                             HK      83,600       748,697 
Overseas-Chinese Banking Corp. Ltd.        Si      51,000       638,266 
Public Bank Berhard                        Ma     155,000       296,692 
Thai Farmers Bank Ltd.                     Th      48,000       484,002 
                                                             ---------- 
                                                              3,801,781 
                                                             ---------- 
Holdings & Other Investment Companies--(2.2%) 
Singapore Technologies                     Si     140,000       316,765 
Taiwan Fund, Inc.                          Tw       5,250       107,625 
                                                             ---------- 
                                                                424,390 
                                                             ---------- 
Nondepository Credit Institutions--(0.8%) 
Manhattan Card Co. Ltd.                    HK     340,000       145,102 
                                                             ---------- 
Real Estate--(13.4%) 
Cheung Kong Holdings Ltd.                  HK     113,000       688,303 
City Developments Ltd.                     Si      65,000       473,379 
Land and House Co. Ltd.                    Th      15,000       246,526 
Sun Hung Kai Properties Ltd.               HK      75,000       613,482 
Wharf Holdings                             HK     157,000       522,826 
                                                             ---------- 
                                                              2,544,516 
                                                             ---------- 
Security Brokers & Dealers--(2.9%) 
Guoco Group Ltd.                           HK     114,000       549,913 
                                                             ---------- 
Manufacturing--(19.2%) 
Apparel--(2.1%) 
Giordano International Ltd.                HK     458,000       390,922 
                                                             ---------- 
Chemicals--(0.9%) 
Pt Kalbe Farma                             In      36,500       123,715 
Pt Darya Varia Laboratoria (a)             In      22,000        39,930 
                                                             ---------- 
                                                                163,645 
                                                             ---------- 
Electronic & Electrical Equipment--(3.2%) 
Hutchison Whampoa Ltd.                     HK     100,000       609,117 
                                                             ---------- 
Fabricated Metal--(1.6%) 
Kian Joo Can Factory Berhard               Ma      72,000       297,755 
                                                             ---------- 
Food & Kindred Products--(1.2%) 
PT Mayora Indah (a)                        In     321,000       231,642 
                                                             ---------- 
Machinery & Computer Equipment--(1.1%) 
PT Modern Photo Film (a)                   In      36,500       211,513 
                                                             ---------- 
Petroleum Refining--(0.9%) 
Nylex Malaysia Berhard                     Ma      58,000       175,896 
                                                             ---------- 
Primary Metal--(0.9%) 
Pohang Iron & Steel Co. Ltd.               Ko       8,000    $  175,000 
                                                             ---------- 
Printing & Publishing--(4.0%) 
Singapore Press Holdings Ltd.              Si      42,800       756,558 
                                                             ---------- 
Stone, Clay, Glass & Concrete--(1.5%) 
Siam Cement Co. Ltd.                       Th       5,000       277,094 
                                                             ---------- 
Transportation Equipment--(1.8%) 
Keppel Corp. (a)                           Si      38,000       338,542 
                                                             ---------- 
Mining & Energy--(4.3%) 
Oil & Gas Extraction 
Hong Kong and China Gas Co. Ltd.           HK     426,000       685,897 
Petronas Gas Berhard                       Ma      40,000       136,274 
                                                             ---------- 
                                                                822,171 
                                                             ---------- 
Retail Trade--(3.4%) 
Auto Dealers & Gas Stations 
Cycle & Carriage Ltd.                      Si      65,000       648,024 
                                                             ---------- 
Services--(2.2%) 
Hotels, Camps & Lodging 
Genting Berhard (b)                        Ma      51,000       425,837 
                                                             ---------- 
Transportation, Communication, Electric, Gas & Sanitary 
  Services--(18.3%) 
Air Transportation--(3.1%) 
Swire Pacific Ltd., Series A               HK      75,000       581,959 
                                                             ---------- 
Communications--(9.6%) 
Advanced Information Services              Th      23,000      407,225 
Hong Kong Telecommunications Ltd.          HK     319,200      569,668 
PT Indosat                                 In      72,000      261,360 
Philippine Long Distance Telephone, 
  ADR                                      Ph       2,200      119,075 
Telekom Malaysia Berhard                   Ma      59,000      460,102 
                                                             ---------- 
                                                             1,817,430 
                                                             ---------- 
Electric Services--(4.4%) 
Hong Kong Electric Holdings Ltd.           HK     148,000      485,199 
Korea Electric Power Corp., ADR (a)        Ko      13,000      347,750 
                                                             ---------- 
                                                               832,949 
                                                             ---------- 
Water Transportation--(1.2%) 
Shun Tak Holdings Ltd.                     HK     316,000      222,722 
                                                             ---------- 
Wholesale Trade--(5.3%) 
Durable Goods 
China Steel Corp., GDS (a)                 Tw       2,000       34,750 
Citic Pacific Ltd. (a)                     HK     196,000      670,443 
Sime Barby Berhard                         Ma     117,000      311,048 
                                                             ---------- 
                                                             1,016,241 
                                                             ---------- 

                        See Notes to Investment Portfolio. 

                                      46 
<PAGE>
 
SCHEDULE OF INVESTMENTS (Continued) 
Keyport Variable Investment Trust Newport-Keyport Tiger Fund / December 31, 
1995 

                                     Shares        Value 
                                     --------   ----------- 
Total Investments 
  (Cost $15,718,002) (c)                        $17,460,719 
                                                  --------- 
                                       Par 
                                     -------- 
SHORT-TERM OBLIGATIONS--(9.5%) 
Repurchase agreement with Chase 
  Securities, Inc., dated 
  12/29/95, due 01/02/96 at 
  5.500%, collateralized by a 
  U.S. Treasury note maturing in 
  1996, market value $159,533 
  (repurchase proceeds $154,094)  $  154,000        154,000 
Repurchase agreement with J.P. 
  Morgan Securities Corp., dated 
  12/29/95, due 01/02/96 at 
  5.625%, collateralized by a 
  U.S. Treasury note maturing in 
  1998, market value $1,685,711 
  (repurchase proceeds 
  $1,651,031)                      1,650,000      1,650,000 
                                                  --------- 
Total Short-Term Obligations                      1,804,000 
                                                  --------- 
OTHER ASSETS & LIABILITIES--(-1.5%)                (287,265) 
                                                  --------- 
Net Assets--(100%)                              $18,977,454 
                                                  ========= 

Notes to investment portfolio: 

(a) Non-income producing. 

(b) Genting Berhard is a restricted security which was acquired on May 2, 
    1995 and May 19, 1995 at a cost of $484,912. The fair value is determined 
    under the direction of the Trustees. This security represents 2.2% of the 
    Fund's net assets at December 31, 1995. 

(c) The cost of investments for federal income tax purposes is identical. 
    Gross unrealized appreciation and depreciation at December 31, 1995 is as 
    follows: 

         Gross unrealized appreciation          $1,997,654 
         Gross unrealized depreciation            (254,937) 
                                                  --------- 
         Net unrealized appreciation            $1,742,717 
                                                  ========= 

 Acronym                     Name 
- ----------      ----------------------------- 
 ADR           American Depository Receipts 
 GDS             Global Depository Shares 

                       Summary of Securities by Country 

               Country       Value      % of Total 
                 ------    ----------   ----------- 
Hong Kong         HK     $ 8,183,300        46.9% 
Singapore         Si       3,843,527        22.0 
Malaysia          Ma       2,103,604        12.0 
Thailand          Th       1,677,928         9.6 
Indonesia         In         868,160         5.0 
South Korea       Ko         522,750         3.0 
Taiwan            Tw         142,375         0.8 
Philippines       Ph         119,075         0.7 
                           ----------   ----------- 
                         $17,460,719         100% 
                           ==========   =========== 

        Certain securities are listed by country of underlying exposure
                 but may trade predominantly on other exchanges.

                      See Notes to Financial Statements. 

                                      47 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES 
Keyport Variable Investment Trust Newport-Keyport Tiger Fund / December 31, 
1995 

<TABLE>
<S>                                                                                <C>
Assets: 
Investments, at market value (Identified cost $15,718,002)                         $17,460,719 
Short-term obligations                                                               1,804,000 
Cash (including foreign currencies)                                                        519 
Receivable for fund shares sold                                                         67,203 
Dividends and interest receivable                                                       23,986 
                                                                                     ---------- 
  Total assets                                                                      19,356,427 
                                                                                     ---------- 
Liabilities: 
Payable for investments purchased                                                      321,056 
Payable for fund shares repurchased                                                     10,047 
Management fee payable                                                                  13,902 
Accrued expenses payable                                                                33,968 
                                                                                     ---------- 
  Total liabilities                                                                    378,973 
                                                                                     ---------- 
Net assets                                                                         $18,977,454 
                                                                                     ========== 
Net assets represented by: 
 Paid-in capital                                                                   $17,328,605 
 Accumulated overdistributed net investment income                                     (93,375) 
 Accumulated net realized losses on investments and foreign currency 
  transactions                                                                            (137) 
 Net unrealized appreciation on investments and foreign currency transactions        1,742,361 
                                                                                     ---------- 
Total net assets applicable to shares of beneficial interest outstanding           $18,977,454 
                                                                                     ========== 
Shares of beneficial interest outstanding                                            8,326,917 
                                                                                     ========== 
Net asset value per share                                                                $2.28 
                                                                                     ========== 

</TABLE>

STATEMENT OF OPERATIONS 
For the period from the commencement of operations May 1, 1995 to December 
31, 1995 

<TABLE>
<S>                                                                                   <C>
Investment income: 
Dividends (net of nonrebatable foreign taxes withheld at source of $12,789)           $  162,027 
Interest income                                                                           94,555 
                                                                                        -------- 
  Total investment income                                                                256,582 
                                                                                        -------- 
Expenses: 
 Management fee                                                                           86,228 
 Bookkeeping fee                                                                          18,000 
 Transfer agent fee                                                                        5,000 
 Audit fee                                                                                20,000 
 Printing expense                                                                          2,122 
 Trustees' expense                                                                         1,769 
 Custodian fee                                                                            32,006 
 Legal expense                                                                             2,267 
 Miscellaneous expense                                                                     3,639 
                                                                                        -------- 
  Total expenses                                                                         171,031 
                                                                                        -------- 
Net investment income                                                                     85,551 
Realized and unrealized gains (losses) on investments and foreign currency transactions: 
 Net realized losses on investments                                                          (75) 
 Net realized losses on foreign currency transactions                                    (14,780) 
 Change in unrealized appreciation on investments and foreign currency 
  transactions                                                                         1,742,361 
                                                                                        -------- 
Net increase in net assets resulting from operations                                  $1,813,057 
                                                                                        ======== 
</TABLE>

                      See Notes to Financial Statements. 

                                      48 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS 
Keyport Variable Investment Trust Newport-Keyport Tiger Fund 

<TABLE>
<CAPTION>
                                                                                 Period Ended 
                                                                                 December 31, 
                                                                                    1995* 
                                                                                 ------------ 
<S>                                                                              <C>
Operations: 
 Net investment income                                                           $    85,551 
 Net realized losses on investments                                                      (75) 
 Net realized losses on foreign currency transactions                                (14,780) 
 Unrealized appreciation on investments and foreign currency transactions          1,742,361 
                                                                                   ---------- 
 Net increase in net assets resulting from operations                              1,813,057 
                                                                                   ---------- 
Distributions declared from: 
 Net investment income                                                               (85,551) 
 In excess of net investment income                                                  (78,657) 
                                                                                   ---------- 
                                                                                    (164,208) 
                                                                                   ---------- 
Fund share transactions: 
 Proceeds from fund shares sold                                                   17,964,083 
 Cost of fund shares repurchased                                                    (799,686) 
 Distributions reinvested                                                            164,208 
                                                                                   ---------- 
Net increase in net assets resulting from fund share transactions                 17,328,605 
                                                                                   ---------- 
Total increase in net assets                                                      18,977,454 
Net assets: 
 Beginning of period                                                                       0 
                                                                                   ---------- 
 End of period                                                                   $18,977,454 
                                                                                   ========== 
Accumulated overdistributed net investment income included in ending net 
  assets                                                                         $   (93,375) 
                                                                                   ========== 
Analysis of changes in shares of beneficial interest: 
 Shares sold                                                                       8,623,798 
 Shares redeemed                                                                    (369,219) 
 Distributions reinvested                                                             72,338 
                                                                                   ---------- 
Net increase                                                                       8,326,917 
                                                                                   ========== 
</TABLE>

* For the period from the commencement of operations May 1, 1995 to December 
  31, 1995. 

FINANCIAL HIGHLIGHTS (a) 

<TABLE>
<CAPTION>
                                                                                    Period Ended 
                                                                                    December 31, 
                                                                                    ------------- 
                                                                                       1995** 
                                                                                    ------------- 
<S>                                                                                    <C>
Per share operating performance: 
Net asset value, beginning of period                                                   $  2.00 
                                                                                      ----------- 
Net investment income                                                                     0.01 
Net realized and unrealized gains on investments and foreign currency 
  transactions                                                                            0.29 
                                                                                      ----------- 
Total from investment operations                                                          0.30 
                                                                                      ----------- 
Less distributions from: 
 Dividends from net investment income                                                    (0.01) 
 In excess of net investment income                                                      (0.01) 
                                                                                      ----------- 
 Total distributions                                                                     (0.02) 
                                                                                      ----------- 
Net asset value, end of period                                                         $  2.28 
                                                                                      =========== 
Total return: 
 Total investment return (b)                                                             15.00%*** 
Ratios/supplemental data: 
Net assets, end of period (000)                                                        $18,977 
Ratio of net expenses to average net assets                                               1.79%*(c) 
Ratio of net investment income to average net assets                                      0.89%*(c) 
Portfolio turnover ratio                                                                    12% 
</TABLE>

  * Annualized 

 ** For the period from the commencement of operations May 1, 1995 to 
    December 31, 1995. 

*** Not annualized. 

(a) Per share data was calculated using average shares outstanding during the 
    period. 

(b) Total return at net asset value assuming all distributions reinvested. 

(c) The benefits derived from custody credits and directed brokerage 
    arrangements had no impact. 

                      See Notes to Financial Statements. 

                                      49 
<PAGE>
 
                         NOTES TO FINANCIAL STATEMENTS

Note 1. Organization and Accounting Policies 

Keyport Variable Investment Trust (the "Trust") an open-end, diversified 
management investment company, was organized as a Massachusetts business 
trust on March 4, 1993. At December 31, 1995 the Trust consisted of six 
series of Funds with different investment objectives, policies, and 
restrictions: Colonial-Keyport Growth and Income Fund ("Growth and Income 
Fund"), Colonial-Keyport Utilities Fund ("Utilities Fund"), Colonial-Keyport 
International Fund for Growth ("International Fund for Growth"), 
Colonial-Keyport Strategic Income Fund ("Strategic Income Fund"), 
Colonial-Keyport U.S. Fund for Growth ("U.S. Fund for Growth"), and 
Newport-Keyport Tiger Fund ("Tiger Fund") (individually referred to as a 
"Fund", or collectively referred to as the "Funds"). Each Fund's objective is 
as follows: 

Growth and Income Fund seeks primarily income and capital growth and, 
secondarily, capital preservation. 

Utilities Fund seeks primarily current income and, secondarily, long-term 
growth. 

International Fund for Growth seeks long-term growth. 

Strategic Income Fund seeks a high level of current income, as is consistent 
with prudent risk and maximizing total return. 

U.S. Fund for Growth seeks growth over time exceeding the S&P 500 Index's 
performance. 

Tiger Fund seeks long-term capital growth. 

Shares of the Trust are available and are being marketed exclusively as a 
pooled funding vehicle for variable annuity contracts ("VA contracts") and 
Variable Life insurance Policies ("VLI Policies") of Keyport Life Insurance 
Company ("Keyport"), Keyport America Life Insurance Company (formerly Crown 
America Life Insurance Company) (a wholly-owned subsidiary of Keyport), and 
the VA contracts of Liberty Life Assurance Company of Boston ("Liberty 
Life"). The insurance companies and their separate accounts own all the 
shares of the Funds. Keyport Advisory Services Corp. (the "Manager"), a 
wholly-owned subsidiary of Keyport, provides investment management, advisory, 
and administrative services to the Trust. Colonial Management Associates, 
Inc. ("Colonial") provides sub-advisory services to each Fund of the Trust, 
other than the Tiger Fund. Newport Fund Management, Inc. ("Newport") provides 
sub-advisory services to the Tiger Fund. Colonial also provides pricing and 
recordkeeping services to the Trust. Keyport Financial Services Corp., a 
wholly-owned subsidiary of Keyport, serves as the underwriter of the Trust. 
The Manager, Keyport, Colonial and Newport are indirect wholly-owned 
subsidiaries of Liberty Financial Companies, Inc. ("Liberty Financial"). 
Liberty Mutual Insurance Company ("Liberty Mutual") owns approximately 82% of 
the outstanding voting shares of Liberty Financial. Liberty Life is a 
wholly-owned subsidiary of Liberty Mutual and Liberty Mutual Fire Insurance 
Company. 

The following is a summary of significant accounting policies followed by the 
Funds in the preparation of their financial statements. The preparation of 
financial statements in conformity with generally accepted accounting 
principles requires management to make estimates and assumptions that affect 
the reported amounts of assets and liabilities and disclosure of contingent 
assets and liabilities at the date of the financial statements and the 
reported amounts of revenues and expenses during the reporting period. Actual 
results could differ from those estimates. 

   Valuation of Investments--Portfolio securities listed on an exchange and 
over-the-counter securities quoted on the NASDAQ system are valued on the 
basis of the last sale on the date as of which the valuation is made, or, 
lacking any sales, at the current bid prices. Over-the-counter securities not 
quoted on the NASDAQ system are valued at the latest bid quotation. Long-term 
debt securities are valued on the basis of dealer-supplied quotations or 
valuations furnished by a pricing service which may employ electronic data 
processing techniques, including a "matrix" system to determine the 
valuations. Foreign debt securities are valued at the current bid price 
furnished by market makers. Foreign equity securities listed on an exchange 
are valued on the basis of last sale on the date as of which the valuation is 
made, or lacking any sales, at the current bid prices. Forward currency 
contracts are valued based on the weighted value of the exchange traded 
contracts with similar durations. In certain countries, the Fund may hold 
foreign designated shares. If the foreign share price is not readily 
available as a result of limited share activity, the securities are valued at 
the last sale price of the local shares in the principal market in which such 
securities are normally traded. Korean equity securities that have reached 
the limit for aggregate foreign ownership and for which premiums to the local 
exchange prices may be paid by foreign investors are valued by applying a 
broker quoted premium to the local share price. Securities for which reliable 
quotations are not readily available are valued at fair value, as determined 
in good faith and pursuant to procedures established by the Trustees. 
Short-term instruments with remaining maturities of 60 days or less are 
valued at amortized cost unless the Trustees determine this does not 
represent fair value. 

   Federal Income Taxes--The Funds intend to qualify as "regulated investment 
companies" and as such (and by complying with the applicable provisions of 
the Internal Revenue Code) will not be subject to Federal income tax on 
taxable income (including realized capital gains) distributed to 
shareholders. By making the distributions required under the Internal Revenue 
Code, the Funds intend to avoid excise tax liability. 

   Organization Expenses--Costs incurred in connection with the organization 
and offering of the Funds are being deferred and amortized over 60 months 
from the date those Funds commenced business. 

   Delayed Delivery Transactions--Growth and Income Fund and Strategic Income 
Fund may purchase or sell secu- 

                                      50 
<PAGE>
 
                   NOTES TO FINANCIAL STATEMENTS (Continued)

rities on a when-issued or forward commitment basis. Payment and delivery may 
take place a month or more after the date of the transaction. The price of 
the underlying securities and the date when the securities will be delivered 
and paid for are fixed at the time the transaction is negotiated. This may 
increase the risk if the other party involved in the transaction fails to 
deliver and causes the Funds to subsequently invest at less advantageous 
prices. The Funds identify securities as segregated in their custodial 
records with a value at least equal to the amount of the purchase commitment. 

   Expenses--Most expenses of the Trust can be attributed to a Fund. Expenses 
which cannot be directly attributed are apportioned among the Funds in the 
Trust. 

   Other--Security transactions are accounted for on trade date. Interest 
income is recorded on the accrual basis. Dividend income is recorded on the 
ex-dividend date. Net realized and unrealized gains (losses) on foreign 
currency transactions include the fluctuation in exchange rates on gains 
(losses) between trade and settlement dates on security transactions, gains 
(losses) arising from the disposition of foreign currency, and currency gains 
(losses) between the accrual and payment dates on dividend and interest 
income and foreign withholding taxes. The Funds do not isolate that portion 
of the results of operations resulting from changes in foreign exchange rates 
on investments from the fluctuations arising from changes in market prices of 
securities held. Such fluctuations are included with the net realized and 
unrealized gain (losses) from investments. The Funds may enter into forward 
currency contracts to purchase or sell foreign currencies at predetermined 
exchange rates in connection with the settlement of purchases and sales of 
securities. The Funds may also enter into forward currency contracts to hedge 
certain other foreign currency denominated assets. The contracts are used to 
minimize the exposure to foreign exchange rate fluctuations during the period 
between trade and settlement date of the contracts. All contracts are 
marked-to-market daily, resulting in unrealized gains (losses) which become 
realized at the time the forward currency contracts are closed or mature. 
Realized and unrealized gains (losses) arising from such transactions are 
included in net realized and unrealized gains (losses) on foreign currency 
transactions. Forward currency contracts do not eliminate fluctuations in the 
prices of the Funds' portfolio securities. While the maximum potential loss 
from such contracts is the aggregate face value in U.S. dollars at the time 
the contract was opened, exposure is typically limited to the change in value 
of the contract (in U.S. dollars) over the period it remains open. Risks may 
also arise if counterparties fail to perform their obligations under the 
contracts. 

Note 2. Fund Share Transactions 

Each Fund's capitalization consists of an unlimited number of shares of 
beneficial interest without par value that represent a separate series of the 
Trust. Each share of a Fund represents an equal proportionate beneficial 
interest in that Fund and, when issued and outstanding, is fully paid and 
nonassessable. Shareholders would be entitled to share proportionally in the 
net assets of a Fund available for distribution to shareholders upon 
liquidation of a Fund. 

Note 3. Security Transactions 

Realized gains (losses) are computed on the identified cost basis for both 
financial reporting and Federal income tax purposes. At December 31, 1995, 
Utilities Fund and International Fund for Growth had capital loss carryovers 
of $4,660,804 and $957,124, respectively, which will expire in or before 
2003, if not utilized. 

The cost of investments purchased and proceeds from investments sold 
excluding short-term investments for the year or period ended December 31, 
1995, for the Funds were as follows: 

                            Growth                   International 
                          and Income    Utilities      Fund for 
                             Fund         Fund          Growth 
                          ----------    ---------   ------------- 
Cost of investments 
  purchased              $50,440,792   $9,423,054     $9,497,260 
Proceeds from 
  investments sold        42,971,592    7,392,815      7,624,945 

                          Strategic 
                            Income      U.S. Fund 
                             Fund       for Growth     Tiger Fund 
                          ----------    ----------   ------------ 
Cost of investments 
  purchased              $71,450,599   $52,348,582    $17,228,179 
Proceeds from 
  investments sold        77,165,752    32,381,772      1,483,780 

Note 4. Distributions to Shareholders 

The Funds intend to distribute as dividends or capital gain distributions, at 
least annually, substantially all of their net investment income and net 
profits realized from the sale of investments. All dividends and 
distributions are reinvested in additional shares of the Funds at net asset 
value as of the record date of the distribution. Income and capital gain 
distributions are determined in accordance with Federal Income tax 
regulations, which may differ from generally accepted accounting principles. 
The character of income and gains to be distributed are determined in 
accordance with income tax regulations which may differ from generally 
accepted accounting principles. Reclassifications are made to the Fund's 
capital accounts to reflect income and gains available for distribution (or 
available capital loss carryforwards) under income tax regulations. 
Accordingly, amounts as of December 31, 1995 have been reclassified as 
follows: 

                                      51 
<PAGE>
 
                   NOTES TO FINANCIAL STATEMENTS (Continued)

                                        Inter- 
                                       national 
                           Growth        Fund    Strategic 
                         and Income       for      Income       Tiger 
                            Fund        Growth      Fund        Fund 
                        ------------    -------    -------   ---------- 
Accumulated net 
  investment income       $ 1,227      $  8,597    $(3,639)   $(14,718) 
Accumulated net 
  realized gain 
  (losses) on 
  investments              (1,227)        5,228      3,639      14,718 
Paid in capital                --       (13,925)        --          -- 

In all cases net assets were not affected by these changes. 

Note 5. Fees and Compensation Paid to Affiliates 

   Management and Sub-Advisory Fees--The Funds have management and 
sub-advisory agreements with the Manager, Colonial and Newport, respectively. 
For all the Funds, the management fee to be paid to the Manager is computed 
daily and paid monthly based upon the average daily net assets of the Funds 
at annual rates as follows: 

                                     Annual Rate 
                                     as a Percent 
                                      of Average 
                                        Daily 
              Fund                    Net Assets 
- --------------------------------    -------------- 
Growth and Income Fund                0.65 of 1% 
Utilities Fund                        0.65 of 1% 
International Fund for Growth         0.90 of 1% 
Strategic Income Fund                 0.65 of 1% 
U.S. Fund for Growth                  0.80 of 1% 
Tiger Fund                            0.90 of 1% 

   The Manager, out of the management fee it receives from the Funds, pays 
Colonial and Newport a sub-advisory fee based upon the average daily net 
assets of the Funds at annual rates as follows: 

                                     Annual Rate 
                                     as a Percent 
                                      of Average 
                                        Daily 
              Fund                    Net Assets 
- --------------------------------    -------------- 
Growth and Income Fund                0.45 of 1% 
Utilities Fund                        0.45 of 1% 
International Fund for Growth         0.70 of 1% 
Strategic Income Fund                 0.45 of 1% 
U.S. Fund for Growth                  0.60 of 1% 
Tiger Fund                            0.70 of 1% 

   Bookkeeping Fee--Colonial provides bookkeeping and pricing services to 
each Fund for $27,000 per year plus rates ranging from 0.035% of the Fund's 
average daily net assets over $50 million. 

   Transfer Agent Fee--Each of the Funds paid Colonial Investment Services, 
Inc., an affiliate of Colonial, for transfer agent services rendered at an 
annual rate of $7,500. 

   Expense Reimbursement--Through April 30, 1996, the Manager has agreed to 
reimburse all expenses, including management fees in excess of 1.00% of 
average daily net assets per annum for all Funds other than International 
Fund for Growth and Tiger Fund which will be reimbursed for all expenses 
exceeding 1.75% of average daily net assets. Effective May 1, 1995, the 
expense limit on Strategic Income Fund changed to 0.80% of average daily net 
assets until April 30, 1996. 

Note 6. Investment in Repurchase Agreements 

Each Fund may enter into repurchase agreements and requires the seller of the 
instrument to maintain on deposit with the Funds' custodian bank or in the 
Federal Reserve Book-Entry System securities in the amount at all times equal 
to or in excess of the value of the repurchase agreement plus accrued 
interest. The Funds may experience costs and delays in liquidating the 
collateral if the issuer defaults or enters bankruptcy. 

Note 7. Fund Substitutions 

The Trustees approved the substitution of shares of Colonial Keyport 
Strategic Income Fund ("CKSIF") for the shares of Managed Income Fund ("MIF") 
and the shares of the Mortgage Securities Income Fund ("MSIF") for the shares 
of Colonial Keyport U.S. Government Fund ("CKUSGF") (formerly a series of the 
Trust). MIF and MSIF are series funds of the SteinRoe Variable Investment 
Trust. The substitutions occurred on October 13, 1995 as the net asset value 
of shares totaling $37,220,278 in MIF were substituted for shares in CKSIF. 
Additionally on this date, the net asset value of shares totaling $25,976,438 
in CKUSGF were substituted for shares of MSIF. 

                                      52 
PART C

      Information  required  to be set  forth in Part C is set  forth  under the
appropriate item, so numbered, in Part C of the Registration Statement.




                                     PART C

                                OTHER INFORMATION

Item 24.  Financial Statements and Exhibits

(a)   Financial Statements.

   
           The following financial statements for each of the Funds in the Trust
are included in this filing as part of Part B:
    

   
      Independent Accountants' Report
      Schedule of Investments as of December 31, 1995
      Statement of Assets and Liabilities as of December 31, 1995
      Statement of  Operations  for the year or period ended December 31, 1995
      Statement of Changes in Net Assets for the years or periods ended
          December 31, 1995 and 1994
      Financial Highlights for the years or periods ended December 31, 1995
          and 1994
    


(b)   Exhibits.

      1.        Agreement and Declaration of Trust (1)

      2.        By-Laws (1)

      3.        Not Applicable

   
      4(a).     [Deleted]
    

      4(b).     Specimen Share Certificate for Colonial-Keyport Growth and
                Income Fund (2)

      4(c).     Specimen Share Certificate for Colonial-Keyport Utilities
                Fund (2)

      4(d).     Specimen Share Certificate for Colonial-Keyport International
                Fund For Growth (3)

      4(e).     Specimen Share Certificate for Colonial-Keyport U.S. Fund For
                Growth (4)

      4(f).     Specimen Share Certificate For Colonial-Keyport Strategic
                Income Fund (4)

   
      4(g).     Specimen Share Certificate For Newport-Keyport Tiger Fund (5)
    

      5(a)(i).  Management Agreement between Keyport Variable Investment
                Trust, on behalf of Colonial-Keyport Growth and Income Fund
                and Colonial-Keyport Utilities Fund, and Keyport Advisory
                Services Corp. (2)

      5(a)(ii). Management Agreement between Keyport Variable Investment
                Trust, on behalf of each of the Colonial-Keyport
                International Fund For Growth, the Colonial-Keyport U.S. Fund
                For Growth and the Colonial-Keyport Strategic Income Fund,
                and Keyport Advisory Services Corp. (3)

   
      5(a)(iii) Amendment No. 1 to Management Agreements listed as Exhibits
                5(a)(i) and 5(a)(ii). (5)
    

   
      5(a)(iv). Management Agreement between Keyport Variable Investment
                Trust, on behalf of the Newport-Keyport Tiger Fund, and
                Keyport Advisory Services Corp. (5)
    
   
      5(b)(i).  [Deleted]
    

      5(b)(ii). Colonial-Keyport Growth and Income Fund: Colonial Management
                Sub-Advisory Agreement among Keyport Variable Investment
                Trust, on behalf of the Colonial-Keyport Growth and Income
                Fund, Keyport Advisory Services Corp. and Colonial Management
                Associates, Inc. (2)

      5(b)(iii).Colonial-Keyport Utilities Fund Colonial Management
                Sub-Advisory Agreement among Keyport Variable Investment Trust,
                on behalf of the Colonial-Keyport Utilities Fund, Keyport 
                Advisory Services Corp. and Colonial Management Associates, Inc.
                (2)

      5(b)(iv). Colonial-Keyport International Fund For Growth Colonial
                Management Sub-Advisory Agreement among Keyport Variable 
                Investment Trust, on behalf of Colonial-Keyport International 
                Fund For Growth, Keyport Advisory Services Corp. and Colonial
                Management Associates, Inc. (3)

   
      5(b)(v).  [Deleted]
    

      5(b)(vi). Colonial-Keyport U.S. Fund For Growth Colonial Management Sub-
                Advisory Agreement among Keyport Variable Investment Trust,
                on behalf of Colonial-Keyport U.S. Fund For Growth, Keyport
                Advisory Services Corp. and Colonial Management Associates,
                Inc. (4)

      5(b)(vii).Colonial-Keyport U.S. Fund For Growth Second-Tier Sub-Advisory
                Agreement among Keyport Variable Investment Trust, on behalf
                of Colonial-Keyport U.S. Fund For Growth, Keyport Advisory
                Services Corp., Colonial Management Associates, Inc. and
                State Street Bank and Trust Company (4)

      5(b)(viii). Colonial-Keyport Strategic Income Fund Colonial Management
                Sub-Advisory Agreement among Keyport Variable Investment Trust,
                on behalf of Colonial Strategic Income Fund, Keyport Advisory
                Services Corp. and Colonial Management Associates, Inc. (4)

   
      5(b)(ix). Newport-Keyport Tiger Fund Newport Management Sub-Advisory
                Agreement among Keyport Variable Investment Trust, on behalf
                of Newport-Keyport Tiger Fund, Keyport Advisory Services
                Corp. and Newport Fund Management, Inc. (5)
    

      6.        Underwriting Agreement between Keyport Variable Investment Trust
                and Keyport Financial Services Corp. (2)

      7.        Not Applicable

      8.        Form of Custody Agreement between Keyport Variable Investment
                Trust, on behalf of each Fund, and The Boston Safe Deposit and
                Trust Company (1)

   
      9(a)(i).  Joinder and Release Agreement with Respect to Transfer
                Agency Agreement dated as of January 3, 1995 among Keyport
                Variable Investment Trust, Liberty Investment Services, Inc.
                and Colonial Investors Service Center, Inc. (including form
                of Transfer Agency Agreement and Amendment No. One thereto)
                (5)
    

   
      9(a)(ii). Amendment No. Two to Transfer Agency Agreement (5)
    

      9(b).     Participation Agreement among Keyport Variable Investment
                Trust, Keyport Financial Services Corp., Keyport Life Insurance
                Company, and Liberty Life Assurance Company of Boston (2)

      9(c)(i).  Pricing and Bookkeeping Agreement between Keyport Variable
                Investment Trust and Colonial Management Associates, Inc. (2)

      9(c)(ii). Amendment No. One to Pricing and Bookkeeping Agreement (3)

   
      9(c)(iii).Amendment No. Two to Pricing and Bookkeeping Agreement (5)
    



<PAGE>


      10.       Opinion and consent of counsel as to the legality of the
                securities being
                registered (included with annual Rule 24f-2 Notices)

      11.       Consent of Independent Accountants

      12.       Not Applicable

      13.       Not Applicable

      14.       Not applicable

      15.       Not applicable

      16.       Calculation of Total Returns

   
      17.       Financial Data Schedule
    

   
      18.       Not applicable
    

   
      19(a).    Power of Attorney executed by each Trustee of the Trust
                pertaining to this Registration Statement (6)
    

   
      19(b).    Power of Attorney executed by Richard A. Silver and Peter L.
                Lydecker pertaining to this Registration Statement.(4)
    
      (1)  Incorporated  by  reference  to Keyport  Variable  Investment  Trust,
      Registration   Statement  on  Form  N-1A  (33-59216)  (the   "Registration
      Statement"), as filed with the SEC on March 8, 1993.

      (2)  Incorporated by reference to Pre-Effective Amendment No. 1 to the
      Registration Statement, as filed with the SEC on June 11, 1993.

      (3)  Incorporated by reference to Post-Effective Amendment No. 3 to the
      Registration Statement, as filed with the SEC on April 27, 1994.

      (4)  Incorporated by reference to Post-Effective Amendment No. 4 to the
      Registration Statement, as filed with the SEC on May 4, 1994.

   
      (5)  Incorporated by reference to Post-Effective Amendment No. 6 to the
      Registration Statement, as filed on April 27, 1995.
    

   
      (6)  Contained on Signature Pages to Post-Effective Amendment No. 3 to
      the Registration Statement,  as filed  with the SEC on April  27, 1994
      (and  incorporated therefrom by reference).
          
Item 25.  Persons Controlled by or Under Common Control with Registrant.

   
      Shares of the Trust  registered  pursuant to this  Registration  Statement
will be offered and sold to Keyport Life Insurance Company ("Keyport"),  a stock
life insurance company organized under the laws of Rhode Island,  and to certain
of its  separate  investment  accounts  and certain of the  respective  separate
investment  accounts  of Liberty  Life  Assurance  Company  of Boston  ("Liberty
Life"), a stock life insurance company organized as a Massachusetts corporation,
and  Independence  Life &  Annuity  Company,  a  stock  life  insurance  company
organized under the laws of Rhode Island  (formerly known as "Crown America Life
Insurance  Company"  and  thereafter  formerly  known as "Keyport  America  Life
Insurance Company") ("Independence"). Shares of the Registrant may in the future
be sold to other separate  accounts of Keyport,  Liberty Life,  Independence  or
other  life  insurance  companies  as the  funding  medium  for other  insurance
contracts  and  policies in  addition to the  currently  offered  contracts  and
policies.   The  purchasers  of  insurance  contracts  and  policies  issued  in
connection with such accounts will have the right to instruct  Keyport,  Liberty
Life and Independence with respect to the voting of the Registrant's shares held
by their  respective  separate  accounts.  Subject  to such  voting  instruction
rights,  Keyport,  Liberty  Life,  Independence  and their  respective  separate
accounts directly control the Registrant.
    

      
     Keyport  Financial   Services  Corp.   ("KFSC"),   the  Trust's  principal
underwriter,  Keyport Advisory Services Corp.  ("KASC"),  the Trust's investment
manager, Colonial Management Associates,  Inc. ("Colonial"),  KASC's sub-adviser
with  respect to each Fund of the  Registrant  (other  than the  Newport-Keyport
Tiger Fund), Newport Fund Management, Inc. ("Newport"),  KASC's sub-adviser with
respect to the  Newport-Keyport  Tiger Fund,  Keyport and  Independence are each
wholly  owned  indirect  subsidiaries  of  Liberty  Financial  Companies,   Inc.
("Liberty Financial"),  Boston, Massachusetts.  Liberty Mutual Insurance Company
("Liberty  Mutual"),  Boston,  Massachusetts,   as  of  March  31,  1996  owned,
indirectly,  approximately 81.5% of the combined voting power of the outstanding
voting  stock of  Liberty  Financial  (with the  balance  being  publicly-held).
Liberty Life is a 90%-owned subsidiary of Liberty Mutual.    

Item 26.  Number of Holders of Securities.

   
      As of March 31,  1996,  the  number  of  holders  of shares of  beneficial
interest of each Fund of the Trust was as follows:
    

      Title of Class                            Number of Record Holders

   
Colonial-Keyport Growth and Income Fund                     13
Colonial-Keyport Utilities Fund                              9
Colonial-Keyport International                              11
  Fund For Growth                                           11
Colonial-Keyport U.S. Fund For Growth                       11
Colonial-Keyport Strategic Income Fund                      11
Newport-Keyport Tiger Fund                                  11
    

Item 27.  Indemnification.

      Article  Tenth of the  Agreement  and  Declaration  of Trust of Registrant
(Exhibit 1), which Article is  incorporated  herein by reference,  provides that
Registrant shall provide indemnification of its trustees and officers (including
each  person who serves or has served at  Registration's  request as a director,
officer, or trustee of another organization in which Registrant has any interest
as a shareholder,  creditor or otherwise)  ("Covered  Persons")  under specified
circumstances.

      Section  17(h) of the 1940 Act  provides  that neither the  Agreement  and
Declaration  of Trust nor the By-Laws of  Registrant,  nor any other  instrument
pursuant to which  Registrant  is organized or  administered,  shall contain any
provision  which  protects  or  purports  to protect  any  trustee or officer of
Registrant  against any liability to Registrant or its  shareholders to which he
would otherwise be subject by reason of willful  misfeasance,  bad faith,  gross
negligence  or reckless  disregard of the duties  involved in the conduct of his
office.  In accordance  with Section 17(h) of the 1940 Act,  Article Tenth shall
not protect any person  against any liability to Registrant or its  shareholders
to which he would  otherwise  be subject by reason of willful  misfeasance,  bad
faith,  gross  negligence,  or reckless  disregard of the duties involved in the
conduct of his office.

      To the extent required under the 1940 Act:

      (i) Article  Tenth does not protect any person  against any  liability  to
Registrant  or to its  shareholders  to which he would  otherwise  be subject by
reason  of  willful  misfeasance,  bad  faith,  gross  negligence,  or  reckless
disregard of the duties involved in the conduct of his office;

      (ii) in the absence of a final  decision on the merits by a court or other
body before whom a proceeding  was brought that a Covered  Person was not liable
by reason of willful  misfeasance,  bad, faith,  gross  negligence,  or reckless
disregard   of  the  duties   involved  in  the   conduct  of  his  office,   no
indemnification  is permitted  under Article Tenth unless a  determination  that
such person was not so liable is made on behalf of Registrant by (a) the vote of
a majority of the trustees who are neither  "interested  persons" of Registrant,
as defined in Section  2(a)(19) of the 1940 Act,  nor parties to the  proceeding
("disinterested,  non-party  trustees"),  or (b) an independent legal counsel as
expressed in a written opinion; and

      (iii)  Registrant  will not  advance  attorney's  fees or  other  expenses
incurred by a Covered Person in connection with a civil or criminal action, suit
or proceeding unless  Registrant  receives an undertaking by or on behalf of the
Covered Person to repay the advance (unless it is ultimately  determined that he
is entitled to indemnification) and (a) the Covered Person provides security for
his  undertaking,  or (b) Registrant is insured against losses arising by reason
of any  lawful  advances,  or (c) a  majority  of the  disinterested,  non-party
trustees of Registrant or an independent legal counsel as expressed in a written
opinion,  determine, based on a review of readily-available facts (as opposed to
a full  trail-type  inquiry),  that there is reason to believe  that the Covered
Person ultimately will be found entitled to indemnification.

      Any approval of indemnification pursuant to Article Tenth does not prevent
the recovery from any Covered  Person of any amount paid to such Covered  Person
in accordance  with Article Tenth as  indemnification  if such Covered Person is
subsequently  adjudicated by a court of competent jurisdiction not to have acted
in good faith in the reasonable belief that such Covered Person's action was in,
or not opposed to, the best  interests of  Registrant  or to have been liable to
Registrant  or its  shareholders  by reason of willful  misfeasance,  bad faith,
gross negligence, or reckless disregard of the duties involved in the conduct of
such Covered Person's office.

      Article Tenth also provides that its  indemnification  provisions  are not
exclusive.

      Insofar as indemnification  for liabilities arising under the 1933 Act may
be permitted to trustees,  officers,  and controlling  persons of the Registrant
pursuant to the foregoing provisions, or otherwise,  Registrant has been advised
that  in  the  opinion  of  the   Securities   and  Exchange   Commission   such
indemnification  is against  public  policy as expressed in the 1933 Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by Registrant of expenses  incurred or
paid  by a  trustee,  officer,  or  controlling  person  of  Registrant  in  the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
trustee,  officer, or controlling person in connection with the securities being
registered, Registrant will, unless in the opinion of its counsel the matter has
been  settled  by  controlling  precedent,  submit  to a  court  of  appropriate
jurisdiction  the  question  of whether  such  indemnification  by it is against
public  policy as  expressed  in the 1933 Act and will be  governed by the final
adjudication of such issue.

      Registrant, its trustees and officers, its investment manager, and persons
affiliated with them are insured against certain expenses in connection with the
defense of actions, suits, or proceedings, and certain liabilities that might be
imposed as a result of such actions, suits, or proceedings.  Registrant will not
pay any portion of the premiums for coverage under such insurance that would (1)
protect  any trustee or officer  against  any  liability  to  Registrant  or its
shareholders  to which he would  otherwise  be  subject  by  reason  of  willful
misfeasance,  bad faith,  gross negligence,  or reckless disregard of the duties
involved in the conduct of his office or (2) protect its  investment  manager or
principal  underwriter,  if any,  against any  liability  to  Registrant  or its
shareholders  to which  such  person  would  otherwise  be  subject by reason of
willful misfeasance,  bad faith, or gross negligence,  in the performance of its
duties,  or by reason of its reckless  disregard  of its duties and  obligations
under its  contract  or  agreement  with the  Registrant;  for this  purpose the
Registrant  will rely on an allocation  of premiums  determined by the insurance
company.

      In addition,  KASC, Registrant's investment manager,  maintains investment
advisory  professional  liability insurance to insure it, for the benefit of the
Trust and its  non-interested  trustees,  against loss arising out of any error,
omission,  or breach of any duty owed to the Trust or any Fund by the investment
manager.

Item 28.  Business and Other Connections of Investment Adviser

      Certain  information  pertaining to business and other  connections of the
Registrant's  investment manager,  KASC, of Colonial Management  Associates Inc.
("Colonial"),  the  sub-adviser  to each of  Registrant's  Funds (other than the
Newport-Keyport  Tiger Fund),  of State Street  Global  Advisors,  a division of
State  Street Bank and Trust  Company  ("State  Street"),  to whom  Colonial has
delegated portfolio management of the Colonial-Keyport U.S. Fund For Growth, and
of  Newport  Fund  Management,   Inc.   ("Newport"),   the  sub-adviser  to  the
Newport-Keyport  Tiger Fund, is incorporated  herein by reference to the section
of the Prospectus captioned "TRUST MANAGEMENT  ORGANIZATIONS" and to the section
of the Statement of Additional  Information captioned "INVESTMENT MANAGEMENT AND
OTHER SERVICES." Set forth below is a list of each director and officer of KASC,
and each  director and certain  officers of  Colonial,  State Street and Newport
indicating each business,  profession,  vocation, or employment of a substantial
nature in which  each such  person  has been,  at any time  during  the past two
fiscal years, engaged for his or her own account or in the capacity of director,
officer, partner, or trustee.

KASC

      KASC is a direct wholly owned  subsidiary of Keyport.  Keyport is a direct
wholly owed  subsidiary  of SteinRoe  Services,  Inc.  ("SSI").  SSI is a direct
wholly owned subsidiary of Liberty Financial. As stated above, Liberty Financial
is an indirect majority owned subsidiary of Liberty Mutual.



<PAGE>

   
================================================================================
 Name and Current Position    Position During
        with Adviser          Past Two Fiscal Years
================================================================================
John W.        President and  Director and President and Chief Executive
Rosensteel     Chairman of    Officer of Keyport, Chairman of the Board
               the Board of   of KFSC and Chairman of the Board and
               Directors      President of KASC since January 1, 1993;
                              President, Chief Executive Officer and Chairman of
                              the Board of  Keyport  America  since  October  1,
                              1993; prior to 1993 Senior Vice President of Aetna
                              International,  Inc., a division of Aetna Life and
                              Casualty Company
================================================================================
    


<PAGE>





   
================================================================================
 Name and Current Position    Position During
        with Adviser          Past Two Fiscal Years
================================================================================
================================================================================
Paul H.        Senior Vice    Senior Vice President-Chief Financial
LeFevre, Jr.   President and  Officer of Keyport and Director and Senior
               Director       Vice President-Chief Financial Officer of
                              KASC; Senior Vice President, Chief
                              Financial Officer and Director of Keyport
                              America since October 1, 1993
- -------------------------------------------------------------------------------
William L.     Vice President Vice President-Compliance of Keyport, KFSC
Dixon                         and KASC; Vice President--Compliance and
                              Assistant Secretary of Keyport America
                              since October 1, 1993
- -------------------------------------------------------------------------------
Stewart R.     Vice President Vice President-Investments of Keyport and
Morrison                      KASC; Vice President-Investments of
                              Keyport America since October 1, 1993
- -------------------------------------------------------------------------------
Francis E.     Senior Vice    Senior Vice President-Chief Administrative
Reinhart       President      Officer of Keyport and KASC and Vice
                              President-Administration of KFSC; Senior
                              Vice President and Chief Administrative
                              Officer of Keyport America since October
                              1, 1993
- -------------------------------------------------------------------------------
John E.        Senior Vice    Senior Vice President and Chief Sales
Arant, III     President and  Officer of Keyport since May 16, 1994;
               Director       Vice President and Chief Sales Officer of
                              KFSC since May 20, 1994;  Director and
                              Senior Vice President and Chief Sales
                              Officer of KASC and Keyport America since
                                 March 10, 1995
- -------------------------------------------------------------------------------
James J.       Vice           Vice President, Counsel and Assistant
Klopper        President and  Secretary of Keyport;  Clerk of KFSC;
               Director       Director, Vice President, Counsel and
                              Secretary of KASC and Keyport America
                              since March 10, 1995
- -------------------------------------------------------------------------------
    


      The business  address of KASC and each individual  listed in the foregoing
table  is  c/o  Keyport  Life  Insurance  Company,  125  High  Street,   Boston,
Massachusetts 02110.


Colonial

      Colonial is a direct wholly owned subsidiary of The Colonial Group,
Inc. ("TCG").  TCG is a direct wholly owned subsidiary of Liberty Financial.


<PAGE>




   
================================================================================
          Name and Current Position with Adviser           Positions During
                                                           Past Two Fiscal
                                                           Years
================================================================================
Bonny E. Boatman    Director, Senior Vice President and    Vice President
                    manager of Tax-Exempt Fixed Income
                    Investments
- -------------------------------------------------------------------------------
Sheila A. Carroll   Director and Senior Vice President
- -------------------------------------------------------------------------------
Harold W. Cogger    Chairman, Director, President and      Executive Vice
                    Chief Executive Officer                President
- -------------------------------------------------------------------------------
Carl C. Ericson     Director, Senior Vice President and    Vice President
                    Director of Taxable Fixed Income
                    Investments
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
C. Frazier Evans    Director, Senior Vice President
- -------------------------------------------------------------------------------
Donald S.           Director, Senior Vice President
MacKinnon
- -------------------------------------------------------------------------------
Jeffrey L. McGregor Director, Senior Vice President
- -------------------------------------------------------------------------------
    


<PAGE>


   
- -------------------------------------------------------------------------------
Helen Frame Peters  Director, Senior Vice President and      Director of
                    Chief Investment Officer                 Taxable Fixed
                                                             Income Investments
- -------------------------------------------------------------------------------
Daniel Rie          Director, Senior Vice President and
                    Director of Equity Investments
- -------------------------------------------------------------------------------
Davey S. Scoon      Director, Executive Vice President
- -------------------------------------------------------------------------------
Richard A. Silver   Director, Senior Vice President,
                    Chief Financial Officer, Treasurer
- -------------------------------------------------------------------------------
Arthur O. Stern     Director, Executive Vice President,
                    General Counsel and Clerk
- -------------------------------------------------------------------------------
    

   
      The  business  address  of  Colonial  and each  individual  listed  in the
foregoing  table is c/o Colonial  Management  Associates,  Inc.,  One  Financial
Place, Boston, Massachusetts 02111.
    

       

State Street

      State Street Boston Corporation, a New York Stock Exchange-listed company,
owns 100% of the common stock of State Street.


<PAGE>



=====================================================================
Name                   Positions with      Positions During the
                       State Street        Past Two Fiscal Years
=====================================================================
- -------------------------------------------------------------------------------
Jeffrey Adams          Assistant Vice
                       President
- -------------------------------------------------------------------------------
Gustaff V. Fish, Jr.   Senior Vice
                       President
- -------------------------------------------------------------------------------
Douglas T. Holmes      Senior Vice
                       President
- -------------------------------------------------------------------------------
Nicholas A. Lopardo    Executive Vice
                       President
- -------------------------------------------------------------------------------
Larry L. Martin        Senior Vice
                       President
- -------------------------------------------------------------------------------
Ben Salm               Vice President
- -------------------------------------------------------------------------------
Peter M. Stonberg      Vice President
- -------------------------------------------------------------------------------
Tenley E. Albright,    Director            Physician
M.D.
- -------------------------------------------------------------------------------
Joseph A. Baute        Director            Retired
- -------------------------------------------------------------------------------
L. MacAllister Booth   Director            Chairman, President and
                                           Chief Executive Officer,
                                           Polaroid Corporation
- -------------------------------------------------------------------------------
Marshall N. Carter     Chairman and Chief  also Chairman, President
                       Executive Officer   and Chief Executive
                                           Officer, State Street
                                           Boston Corporation
- -------------------------------------------------------------------------------
James L. Cash          Director            Professor of Business
                                           Administration, Harvard
                                           Graduate School of
                                           Business
- -------------------------------------------------------------------------------
Truman S. Casner       Director            Partner, Ropes & Gray
- -------------------------------------------------------------------------------
Nader F. Darehshori    Director            Chairman, President and
                                           Chief Executive Officer,
                                           Houghton Miffin
                                           Corporation
- -------------------------------------------------------------------------------
Charles F. Kaye        Director            President,
                                           Transportation
                                           Investments, Inc.
- -------------------------------------------------------------------------------


<PAGE>



=====================================================================
Name                   Positions with      Positions During the
                       State Street        Past Two Fiscal Years
=====================================================================
- -------------------------------------------------------------------------------
John M. Kucharski      Director            Chairman, President and
                                           Chief Executive Officer,
                                           EG&G Inc.
- -------------------------------------------------------------------------------
Charles R. LaMantia    Director            President and Chief
                                           Executive Officer,
                                           Arthur D. Little, Inc.
- -------------------------------------------------------------------------------
David B. Perini        Director            Chairman and President,
                                           Perini Corporation
- -------------------------------------------------------------------------------
Dennis J. Picard       Director            Chairman and Chief
                                           Executive Officer,
                                           Raytheon Company
- -------------------------------------------------------------------------------
David A. Spina         Director and Chief  Vice Chairman, Treasurer
                       Financial Officer   and Chief Financial
                                           Officer, State Street
                                           Boston Corporation and
                                           State Street Bank and
                                           Trust Company
- -------------------------------------------------------------------------------

      The business  address of each individual  listed in the foregoing table is
c/o  State  Street  Bank  and  Trust  Company,  225  Franklin  Street,   Boston,
Massachusetts 02110.

Newport

      Newport is a direct wholly owned subsidiary of Newport Pacific
Management, Inc. ("Newport Pacific").  Newport Pacific is a direct wholly
owned subsidiary of Liberty Newport Holdings, Ltd. ("LNH").  LNH is a direct
wholly owned subsidiary of Liberty Financial.

      At the time the shares of the  Newport-Keyport  Tiger Fund covered by this
Registration  Statement  are first  offered to Keyport and separate  accounts of
Participating Insurance Companies, the officers and directors of Newport will be
as follows:


<PAGE>



===============================================================================
                 Positions and       Positions During Past Two Fiscal Years
Name             Offices with
                 Newport
===============================================================================

John M. Mussey   President and       Similar positions with Newport Pacific
                 Director
- -------------------------------------------------------------------------------
Kenneth R.       Director            President and (since January 1, 1995)
Leibler                              Chief Executive Officer of Liberty
                                    Financial
- -------------------------------------------------------------------------------
Lindsay Cook     Director and        Senior Vice President -- Mutual Funds of
                 Senior Vice         Liberty Financial since February 1994;
                 President           Vice President of Liberty Financial
                                     prior thereto
- -------------------------------------------------------------------------------
Thomas R. Tuttle Senior Vice         Similar position with Newport Pacific
                 President
- -------------------------------------------------------------------------------
Pamela Frantz    Executive Vice      Similar positions with Newport Pacific
                 President,
                 Treasurer and
                 Secretary
- -------------------------------------------------------------------------------
Gerald Rush      Vice President      Vice President, Finance of Liberty
                 Finance             Financial
- -------------------------------------------------------------------------------
Linda Couch      Vice President      Similar position with Newport Pacific
- -------------------------------------------------------------------------------

      The principal  business  address of Newport and Messrs.  Mussey and Tuttle
and Mss. Frantz and Couch is 580 California  Street,  Suite 1960, San Francisco,
California  94104.  The  principal  address of each other  person  listed in the
preceding table is 600 Atlantic Avenue, Suite 2400, Boston, Massachusetts 02210.

Item 29.  Principal Underwriters

      (a) KFSC acts as principal  underwriter  of the  Registrant's  shares on a
best-efforts  basis. KFSC also serves as principal  underwriter for the SteinRoe
Variable Investment Trust.

      (b)  Set forth below is information concerning each director and
officer of KFSC.


Name and Principal    Positions and                    Positions and 
Business Address*     Offices                          Offices with the
                      with Underwriter                 Registrant
                      

John W. Rosensteel    Chairman                              None

Lee R. Roberts        Director                              None

William L. Dixon      Vice President -                      None
                      Compliance

Jimmie D. Massingill  Vice President -                      None
                      Marketing Operations

Francis E.            Vice President -                      None
Reinhart              Vice President -
                      Administration                       

John E. Arant, III    Vice President --                     None
                      Chief Sales Officer

James J. Klopper      Clerk                                 None
      ------------------
* The principal  business address of KFSC and each person listed in the table is
c/o Keyport  Life  Insurance  Company,  125 High Street,  Boston,  Massachusetts
02110.

(c)  Not applicable.

Item 30.  Location of Accounts and Records

      The  following  entities  prepare,  maintain,  and  preserve  the  records
required by Section 31(a) of the Investment Company Act of 1940 (the "1940 Act")
for the  Registrant.  These  services  are  provided to the  Registrant  through
written  agreements between the parties to the effect that such services will be
provided  to the  Registrant  for  such  periods  prescribed  by the  rules  and
regulations  of the Securities  and Exchange  Commission  under the 1940 Act and
such  records are the  property of the entity  required to maintain and preserve
such records and will be surrendered promptly on request.

   
      Boston Safe Deposit and Trust Company, One Boston Place, Boston, MA 02108,
serves as custodian for the Registrant  with respect to each Fund other than the
Newport-Keyport  Tiger Fund;  UMB, n.a., 928 Grand Ave.,  Kansas City,  Missouri
64141,  serves as  custodian  for the  Newport-Keyport  Tiger Fund;  and in such
respective  capacities,  such custodian banks keep records regarding  securities
and other assets in custody and in transfer,  bank statements,  canceled checks,
financial books and records, and other records relating to their duties in their
respective  capacities as custodians.  Colonial Investors Service Center,  Inc.,
One  Financial  Center,  Boston,  MA  02111,  serves as the  transfer  agent and
dividend  disbursing  agent  for  the  Registrant,  and in  such  capacities  is
responsible   for  records   regarding  each   shareholder's   account  and  all
disbursements  made to  shareholders.  In addition,  KASC,  pursuant to its Fund
Management  Agreements  with the  Registrant  with  respect  to the  Trust,  has
delegated to (i) Colonial  Management  Associates,  Inc., One Financial  Center,
Boston,  Massachusetts  02111, and (ii) Liberty Financial  Companies,  Inc., 600
Atlantic  Avenue,  Boston,  Massachusetts  02210, the obligation to maintain the
records required pursuant to such agreements.  Colonial  Management  Associates,
Inc.,  One Financial  Center,  Boston,  MA 02111,  pursuant to its  Sub-Advisory
Agreement with each Fund (other than the Newport-Keyport Tiger Fund),  maintains
all  records  required  pursuant  to  those  Agreements.   Colonial   Management
Associates,  Inc.  also  maintains  all  records  pursuant  to its  Pricing  and
Bookkeeping  Agreement  with the  Trust.  Newport  Fund  Management,  Inc.,  580
California  Street,  Suite  1960,  San  Francisco,  CA  94104,  pursuant  to its
Sub-Advisory  Agreement with the  Newport-Keyport  Tiger Fund, will maintain all
records  required  pursuant to that  Agreement.  KFSC, 125 High Street,  Boston,
Massachusetts 02110, serves as principal  underwriter for the Trust, and in such
capacity  maintains all records required pursuant to its Underwriting  Agreement
with the Registrant.
    

Item 31.  Management Services

      KASC,  pursuant  to its  Fund  Managed  Agreements  with  the  Trust,  has
delegated its duties  thereunder to provide certain  administrative  services to
the Trust to Colonial and Liberty Financial.

Item 32.  Undertakings

      (a) Not applicable.

      (b) Reference is made to Item 32 of Pre-Effective Amendment No. 1 to
this Registration Statement filed on June 11, 1993, incorporated herein by
reference.

      (c) The  Registrant  hereby  undertakes  to furnish  each person to whom a
prospectus is delivered with a copy of the Registrant's  latest annual report to
shareholders, upon request and without charge.

                                   SIGNATURES

   
      Pursuant  to the  requirements  of the  Securities  Act of  1933  and  the
Investment Company Act of 1940, Registrant has duly caused this Amendment to the
Registration  Statement to be signed on its behalf by the  undersigned,  thereto
duly authorized, in the City of Boston, and Commonwealth of Massachusetts on the
25th day of April,  1996. The Registrant  hereby  certifies,  in accordance with
Rule 485(b)(4)  under the Securities Act of 1933,  that this amendment meets the
requirements for effectiveness under Rule 485(b) thereunder.
    

                                             KEYPORT VARIABLE INVESTMENT TRUST
                           (Registrant)

                                    By: /s/ RICHARD R. CHRISTENSEN *
                                            Richard R. Christensen
                                            President



<PAGE>


      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  on Form  N-1A has been  signed  below by the  following
persons in the capacities and on the dates indicated.

Signature                           Title                   Date

/s/ RICHARD R. CHRISTENSEN *        President and Trustee   April 25, 1996
Richard R. Christensen              (Principal Executive
                                    Officer)

/s/ RICHARD A. SILVER *             Treasurer (Principal    April 25, 1996
Richard A. Silver                   Financial Officer)

/s/ PETER L. LYDECKER *             Controller (Principal   April 25, 1996
Peter L. Lydecker                   Accounting Officer)

/s/ JOHN A BACON, JR. *             Trustee                 April 25, 1996
John A. Bacon, Jr.

/s/ SALVATORE MACERA *              Trustee                 April 25, 1996
Salvatore Macera

/s/ THOMAS E. STITZEL *             Trustee                 April 25, 1996
Thomas E. Stitzel

                                    *By/S/ KEVIN M. CAROME
                                           Kevin M. Carome
                                           Attorney-in-Fact


<PAGE>



                                  Exhibit Index
       


      11.      Consent of Independent Accountants

      16.      Calculation of Total Returns

   
      17.      Financial Data Schedule
    




                    CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby  consent to the  incorporation  by  reference  in the  Prospectus  and
Statement of Additional  Information  constituting parts of this  Post-Effective
Amendment No. 7 to the  registration  statement on Form N-1A (the  "Registration
Statement")  of our report  dated  February 9, 1996,  relating to the  financial
statements  and financial  highlights  appearing in the December 31, 1995 Annual
Report to  Shareholders of Keyport  Variable  Investment  Trust,  which are also
incorporated by reference into the  Registration  Statement.  We also consent to
the references to us under the heading  "Independent  Accountants  and Financial
Statements"   in  the  Statement  of  Additional   Information   and  "Financial
Highlights" in the Prospectus.



PRICE WATERHOUSE LLP
Boston, Massachusetts
April 24, 1996

















                         PERFORMANCE CALCULATION COLONIAL
                          KEYPORT  GROWTH & INCOME FUND
                           Fiscal Year End: 12/31/95






                                            SINCE INCEPTION
                                          7/1/93 TO 12/31/95


Initial Investment                           $1,000.00
Maximum Load                                      0.00%
Amount Invested                              $1,000.00
Initial NAV                                     $10.00
Initial Shares                                  100.000

Shares from Distribution                          7.549
End of Period NAV                               $12.60



Total Return                                     35.51%

Average Annual
  Total Return                                   12.90%



                                 PERFORMANCE CALCULATION

                     COLONIAL KEYPORT  INTERNATIONAL FUND FOR GROWTH

                                Fiscal Year End: 12/31/95







                                       SINCE INCEPTION
                                       5/1/94 TO 12/31/95


    Initial Investment                    $1,000.00
    Maximum Load                               0.00%

    Amount Invested                       $1,000.00
    Initial NAV                               $2.00
    Initial Shares                           500.000

    Shares from Distribution                   5.076
    End of Period NAV                         $1.97



    Total Return                              -0.50%

    Average Annual
     Total Return                             -0.30%

                                PERFORMANCE CALCULATION

                         COLONIAL KEYPORT  STRATEGIC INCOME FUND

                                  Fiscal Year End: 12/31/95







                                       SINCE INCEPTION
                                      7/5/94 TO 12/31/95


    Initial Investment                    $1,000.00
    Maximum Load                               0.00%

    Amount Invested                       $1,000.00
    Initial NAV                              $10.00
    Initial Shares                           100.000

    Shares from Distribution                   8.824
    End of Period NAV                        $10.99



    Total Return                              19.60%

    Average Annual
     Total Return                             12.73%

                               PERFORMANCE CALCULATION

                         COLONIAL KEYPORT UTILITIES FUND

                              Fiscal Year End: 12/31/95







                                       SINCE INCEPTION
                                       7/1/93 TO 12/31/95


    Initial Investment                    $1,000.00
    Maximum Load                               0.00%

    Amount Invested                       $1,000.00
    Initial NAV                              $10.00
    Initial Shares                           100.000

    Shares from Distribution                  13.532
    End of Period NAV                        $10.50



    Total Return                              19.21%

    Average Annual
     Total Return                              7.27%

                                PERFORMANCE CALCULATION

                         COLONIAL KEYPORT  US FUND FOR GROWTH

                                  Fiscal Year End: 12/31/95







                                       SINCE INCEPTION
                                       7/5/94 TO 12/31/95


    Initial Investment                    $1,000.00
    Maximum Load                               0.00%

    Amount Invested                       $1,000.00
    Initial NAV                              $10.00
    Initial Shares                           100.000

    Shares from Distribution                   9.545
    End of Period NAV                        $12.36



    Total Return                              35.40%

    Average Annual
     Total Return                             22.50%


                                 PERFORMANCE CALCULATION

                                NEWPORT KEYPORT TIGER FUND

                                Fiscal Year End: 12/31/95







                                       SINCE INCEPTION
                                     5/1/95 TO 12/31/95


    Initial Investment                    $1,000.00
    Maximum Load                               0.00%

    Amount Invested                       $1,000.00
    Initial NAV                               $2.00
    Initial Shares                           500.000

    Shares from Distribution                   8.811
    End of Period NAV                         $2.28



    Total Return                              16.01%

    Average Annual
     Total Return                              N/A



<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL
STATEMENTS OF COLONIAL-KEYPORT GROWTH AND INCOME FUND YEAR END
DEC-31-1995 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS OF
COLONIAL-KEYPORT GROWTH AND INCOME FUND YEAR END DEC-31-1995
</LEGEND>
<CIK> 0000898445
<NAME> KEYPORT VARIABLE INVESTMENT TRUST
<SERIES>
   <NUMBER> 1
   <NAME> COLONIAL-KEYPORT GROWTH AND INCOME FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            59249
<INVESTMENTS-AT-VALUE>                           70885
<RECEIVABLES>                                      286
<ASSETS-OTHER>                                       7
<OTHER-ITEMS-ASSETS>                                21
<TOTAL-ASSETS>                                   71199
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          129
<TOTAL-LIABILITIES>                                129
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         59354
<SHARES-COMMON-STOCK>                             5639
<SHARES-COMMON-PRIOR>                             4792
<ACCUMULATED-NII-CURRENT>                           84
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            (4)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         11636
<NET-ASSETS>                                     71070
<DIVIDEND-INCOME>                                 1315
<INTEREST-INCOME>                                  651
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     482
<NET-INVESTMENT-INCOME>                           1484
<REALIZED-GAINS-CURRENT>                          1939
<APPREC-INCREASE-CURRENT>                        11877
<NET-CHANGE-FROM-OPS>                            15300
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1366
<DISTRIBUTIONS-OF-GAINS>                          1027
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           1243
<NUMBER-OF-SHARES-REDEEMED>                        587
<SHARES-REINVESTED>                                191
<NET-CHANGE-IN-ASSETS>                           10111
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        (915)
<OVERDISTRIB-NII-PRIOR>                             35
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              384
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    482
<AVERAGE-NET-ASSETS>                             59223
<PER-SHARE-NAV-BEGIN>                            10.03
<PER-SHARE-NII>                                   0.29
<PER-SHARE-GAIN-APPREC>                           2.72
<PER-SHARE-DIVIDEND>                              0.25
<PER-SHARE-DISTRIBUTIONS>                         0.19
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.60
<EXPENSE-RATIO>                                   0.81
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL
STATEMENT OF COLONIAL-KEYPORT INTERNATIONAL FUND FOR GROWTH YEAR END
DEC-31-1995
AND IS QUALIFIED IN ITS ENTIRETY BY REFRERENCE TO SUCH  FINANCIAL STATEMENTS OF
COLONIAL-KEYPORT INTERNATIONAL FUND FOR GROWTH YEAR END DEC-31-1995.
</LEGEND>
<CIK> 0000898445
<NAME> KEYPORT VARIABLE INVESTMENT TRUST
<SERIES>
   <NUMBER> 4
   <NAME> COLONIAL-KEYPORT INTERNATIONAL FUND FOR GROWTH
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            20976
<INVESTMENTS-AT-VALUE>                           22099
<RECEIVABLES>                                      706
<ASSETS-OTHER>                                       7
<OTHER-ITEMS-ASSETS>                                15
<TOTAL-ASSETS>                                   22827
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           63
<TOTAL-LIABILITIES>                                 63
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         22654
<SHARES-COMMON-STOCK>                            11555
<SHARES-COMMON-PRIOR>                            10170
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              53
<ACCUMULATED-NET-GAINS>                          (957)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          1120
<NET-ASSETS>                                     22764
<DIVIDEND-INCOME>                                  369
<INTEREST-INCOME>                                   70
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     286
<NET-INVESTMENT-INCOME>                            153
<REALIZED-GAINS-CURRENT>                         (906)
<APPREC-INCREASE-CURRENT>                         2045
<NET-CHANGE-FROM-OPS>                             1292
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          228
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           4013
<NUMBER-OF-SHARES-REDEEMED>                       2744
<SHARES-REINVESTED>                                116
<NET-CHANGE-IN-ASSETS>                            3618
<ACCUMULATED-NII-PRIOR>                             13
<ACCUMULATED-GAINS-PRIOR>                         (57)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              184
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    286
<AVERAGE-NET-ASSETS>                             20424
<PER-SHARE-NAV-BEGIN>                             1.88
<PER-SHARE-NII>                                   0.01
<PER-SHARE-GAIN-APPREC>                           0.11
<PER-SHARE-DIVIDEND>                              0.02
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               1.97
<EXPENSE-RATIO>                                   1.40
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL
STATEMENTS OF COLONIAL KEYPORT STRATEGIC INCOME FUND, YEAR END
DEC-31-1995 AND
IS QULAIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTES OF
COLONIAL KEYPORT STRATEGIC INCOME FUND YEAR END DEC-31-1995
</LEGEND>
<CIK> 0000898445
<NAME> KEYPORT VARIABLE INVESTMENT TRUST
<SERIES>
   <NUMBER> 5
   <NAME> COLONIAL KEYPORT STRATEGIC INCOME FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            45509
<INVESTMENTS-AT-VALUE>                           47110
<RECEIVABLES>                                     1517
<ASSETS-OTHER>                                       5
<OTHER-ITEMS-ASSETS>                                14
<TOTAL-ASSETS>                                   48646
<PAYABLE-FOR-SECURITIES>                            13
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          299
<TOTAL-LIABILITIES>                                312
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         46814
<SHARES-COMMON-STOCK>                             4396
<SHARES-COMMON-PRIOR>                             1363
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                            (69)
<ACCUMULATED-NET-GAINS>                            (1)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          1591
<NET-ASSETS>                                     48334
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                 2496
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     236
<NET-INVESTMENT-INCOME>                           2261
<REALIZED-GAINS-CURRENT>                           267
<APPREC-INCREASE-CURRENT>                         1746
<NET-CHANGE-FROM-OPS>                             4274
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         2313
<DISTRIBUTIONS-OF-GAINS>                           141
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           4889
<NUMBER-OF-SHARES-REDEEMED>                       2079
<SHARES-REINVESTED>                                224
<NET-CHANGE-IN-ASSETS>                           34992
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        (131)
<OVERDISTRIB-NII-PRIOR>                           (13)
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              182
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    263
<AVERAGE-NET-ASSETS>                             27991
<PER-SHARE-NAV-BEGIN>                             9.79
<PER-SHARE-NII>                                   0.55
<PER-SHARE-GAIN-APPREC>                           1.24
<PER-SHARE-DIVIDEND>                              0.56
<PER-SHARE-DISTRIBUTIONS>                         0.03
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              10.99
<EXPENSE-RATIO>                                   0.84
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL
STATEMENTS OF COLONIAL KEYPORT UTILITIES FUND YEAR END DEC-31-1995
AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
OF COLONIAL
KEYPORT UTILITIES FUND YEAR END DEC-31-1995
</LEGEND>
<CIK> 0000898445
<NAME> KEYPORT VARIABLE INVESTMENT TRUST
<SERIES>
   <NUMBER> 2
   <NAME> COLONIAL-KEYPORT UTILITIES FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            45542
<INVESTMENTS-AT-VALUE>                           51400
<RECEIVABLES>                                      298
<ASSETS-OTHER>                                       3
<OTHER-ITEMS-ASSETS>                                14
<TOTAL-ASSETS>                                   51715
<PAYABLE-FOR-SECURITIES>                             9
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          109
<TOTAL-LIABILITIES>                                118
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         50432
<SHARES-COMMON-STOCK>                             4915
<SHARES-COMMON-PRIOR>                             4707
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                            (29)
<ACCUMULATED-NET-GAINS>                         (4664)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          5858
<NET-ASSETS>                                     51597
<DIVIDEND-INCOME>                                 2431
<INTEREST-INCOME>                                  115
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     366
<NET-INVESTMENT-INCOME>                           2180
<REALIZED-GAINS-CURRENT>                        (1331)
<APPREC-INCREASE-CURRENT>                        12516
<NET-CHANGE-FROM-OPS>                            13365
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         2164
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                            942
<NUMBER-OF-SHARES-REDEEMED>                      (941)
<SHARES-REINVESTED>                                207
<NET-CHANGE-IN-ASSETS>                           13441
<ACCUMULATED-NII-PRIOR>                           (45)
<ACCUMULATED-GAINS-PRIOR>                       (3332)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              284
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    366
<AVERAGE-NET-ASSETS>                             43813
<PER-SHARE-NAV-BEGIN>                             8.11
<PER-SHARE-NII>                                   0.46
<PER-SHARE-GAIN-APPREC>                           2.39
<PER-SHARE-DIVIDEND>                              0.46
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              10.50
<EXPENSE-RATIO>                                   0.83
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL
INFORMATION EXTRACTED FROM FINANCIAL STATEMENTS OF COLONIAL-KEYPORT
US FUND
FOR GROWTH YEAR END DEC-31-1995 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE
TO SUCH FINANCIAL STATEMENTS OF COLONIAL-KEYPORT US FUND FOR GROWTH
YEAR END
DEC-31-1995.
</LEGEND>
<CIK> 0000898445
<NAME> KEYPORT VARIABLE INVESTMENT TRUST
<SERIES>
   <NUMBER> 6
   <NAME> COLONIAL-KEYPORT US FUND FOR GROWTH
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            38729
<INVESTMENTS-AT-VALUE>                           42869
<RECEIVABLES>                                      226
<ASSETS-OTHER>                                       1
<OTHER-ITEMS-ASSETS>                                14
<TOTAL-ASSETS>                                   43110
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           93
<TOTAL-LIABILITIES>                                 93
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         38912
<SHARES-COMMON-STOCK>                             1982
<SHARES-COMMON-PRIOR>                             1497
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              35
<ACCUMULATED-NET-GAINS>                            (1)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          4141
<NET-ASSETS>                                     43017
<DIVIDEND-INCOME>                                  716
<INTEREST-INCOME>                                   94
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     298
<NET-INVESTMENT-INCOME>                            512
<REALIZED-GAINS-CURRENT>                          2620
<APPREC-INCREASE-CURRENT>                         3847
<NET-CHANGE-FROM-OPS>                                0
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          518
<DISTRIBUTIONS-OF-GAINS>                          2577
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           2241
<NUMBER-OF-SHARES-REDEEMED>                        509
<SHARES-REINVESTED>                                250
<NET-CHANGE-IN-ASSETS>                           27645
<ACCUMULATED-NII-PRIOR>                             13
<ACCUMULATED-GAINS-PRIOR>                         (57)
<OVERDISTRIB-NII-PRIOR>                             00
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              238
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    318
<AVERAGE-NET-ASSETS>                             29806
<PER-SHARE-NAV-BEGIN>                            10.27
<PER-SHARE-NII>                                   0.21
<PER-SHARE-GAIN-APPREC>                           2.84
<PER-SHARE-DIVIDEND>                              0.16
<PER-SHARE-DISTRIBUTIONS>                         0.80
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.36
<EXPENSE-RATIO>                                   1.00
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE  CONTAINS SUMMARY FINANCIAL  INFORMATION  EXTRACTED FROM FINANCIAL
STATEMENTS OF  NEWPORT-KEYPORT  TIGER FUND YEAR END DEC-31-1995 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH  FINANCIAL  STATEMENTS  OF  NEWPORT-KEYPORT
TIGER  FUND YEAR END  DEC-31-1995  </LEGEND>  <CIK>  0000898445  <NAME>  KEYPORT
VARIABLE INVESTMENT TRUST <SERIES>
   <NUMBER> 7
   <NAME> NEWPORT-KEYPORT TIGER FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                            17522
<INVESTMENTS-AT-VALUE>                           19265
<RECEIVABLES>                                       91
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   19356
<PAYABLE-FOR-SECURITIES>                           321
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           58
<TOTAL-LIABILITIES>                                379
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         17328
<SHARES-COMMON-STOCK>                             8327
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              93
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          1742
<NET-ASSETS>                                     18977
<DIVIDEND-INCOME>                                  162
<INTEREST-INCOME>                                   95
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     171
<NET-INVESTMENT-INCOME>                             86
<REALIZED-GAINS-CURRENT>                          (15)
<APPREC-INCREASE-CURRENT>                         1742
<NET-CHANGE-FROM-OPS>                             1813
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          164
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           8624
<NUMBER-OF-SHARES-REDEEMED>                        369
<SHARES-REINVESTED>                                 72
<NET-CHANGE-IN-ASSETS>                           18977
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               86
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    171
<AVERAGE-NET-ASSETS>                             14359
<PER-SHARE-NAV-BEGIN>                             2.00
<PER-SHARE-NII>                                   0.01
<PER-SHARE-GAIN-APPREC>                           0.29
<PER-SHARE-DIVIDEND>                              0.02
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               2.28
<EXPENSE-RATIO>                                   1.79
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>


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