Registration Nos: 33-59216
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. 21 / X /
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 / X /
Amendment No. 22 / X /
(Check appropriate box or boxes)
LIBERTY VARIABLE INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
One Financial Center, Boston, Massachusetts 02111
(Address of Principal Executive Offices)
617-426-3750
(Registrant's Telephone Number, including Area Code)
<TABLE>
<CAPTION>
Name and Address of
Agent for Service Copy to
<S> <C>
Nancy L. Conlin, Esq. John M. Loder, Esq.
Colonial Management Associates, Inc. Ropes & Gray
One Financial Center One International Place
Boston, MA 02111 Boston, MA 02110-2624
</TABLE>
It is proposed that this filing will become effective (check appropriate box):
/ / Immediately upon filing pursuant to paragraph (b).
/ X / On May 1, 2000 pursuant to paragraph (b).
/ / 60 days after filing pursuant to paragraph (a)(1).
/ / on (date) pursuant to paragraph (a)(1).
/ / 75 days after filing pursuant to paragraph (a)(2).
/ / on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
/ / this post-effective amendment designates a new effective date
for a previously filed post-effective amendment.
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 18, 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, 1996 was filed on or about February 28,
1997.
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
Not FDIC Insured May Lose Value
No Bank Guarantee
<PAGE>
TABLE OF CONTENTS
THE TRUST
THE FUNDS....................................................... 4
<TABLE>
<S> <C>
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial Growth and Income Fund, Variable
Series........................................................... 4
Stein Roe Global Utilities Fund, Variable
Series...........................................................
Colonial Small Cap Value Fund, Variable
Series...........................................................
Colonial U.S. Growth & Income Fund, Variable
Series...........................................................
Colonial Strategic Income Fund, Variable Series..................
Colonial High Yield Securities Fund, Variable Series.............
Liberty All-Star Equity Fund, Variable Series....................
Colonial International Fund for Growth, Variable Series..........
Newport Tiger Fund, Variable Series..............................
Colonial International Horizons Fund, Variable Series............
Colonial Global Equity Fund, Variable Series.....................
Crabbe Huson Real Estate Investment Fund, Variable Series........
TRUST MANAGEMENT ORGANIZATIONS
The Trustees.....................................................
Investment Advisor: Liberty Advisory Services Corp..............
Investment Sub-Advisors and Portfolio Managers...................
Rule 12b-1 Plan..................................................
OTHER INVESTMENT STRATEGIES AND RISKS
U.S. Government Securities.......................................
Structure Risk...................................................
Zero Coupon Bonds................................................
Convertible Securities...........................................
Derivative Strategies............................................
Temporary Defensive Strategies...................................
FINANCIAL HIGHLIGHTS
SHAREHOLDER INFORMATION
Purchases and Redemptions........................................
How the Funds Calculate Net Asset Value..........................
Dividends and Distributions......................................
Tax Consequences.................................................
</TABLE>
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about all of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
<S> <C>
Colonial Growth and Income Fund, Variable Series (Growth & Income Fund) Colonial Management Associates, Inc.
Colonial International Fund for Growth, Variable Series (International Fund) (Colonial)
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income Fund)
(formerly Colonial U.S. Stock Fund, Variable Series) Colonial Small Cap Value
Fund, Variable Series (Small Cap Fund) Colonial Strategic Income Fund, Variable
Series (Strategic Income Fund) Colonial High Yield Securities Fund, Variable
Series (High Yield Fund) Colonial International Horizons Fund, Variable Series
(International Horizons Fund) Colonial Global Equity Fund, Variable Series
(Global Equity Fund)
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated
(Stein Roe)
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
Crabbe Huson Real Estate Investment Fund, Variable Series (Real Estate Fund) Crabbe Huson Group, Inc.
(Crabbe Huson)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks primarily income and long-term capital growth and, secondarily,
preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The Fund invests in both U.S. and foreign common stocks. In selecting stocks for
the Fund, Colonial invests primarily in "value" stocks. Colonial generally
selects stocks which, when purchased, fall into one of the following categories:
1. Companies whose current business activities provide earnings,
dividends or assets that represent above average value;
2. Companies which have a record of consistent earnings growth
that may provide above average stability or value in turbulent
markets; or
3. Companies with anticipated business growth prospects that
represent above average value.
Colonial assesses whether a company's prospects are "above average." Colonial
makes this judgment subjectively, based upon available information.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Colonial Growth and Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
BAR GRAPH
1994 -0.76%
1995 30.03%
1996 17.89%
1997 28.97%
1998 11.13%
1999 5.55%
The Fund's year-to-date total return through March 31, 2000 was -1.59%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +16.92%
Worst quarter: 3rd quarter 1998, -13.57%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 5.55 18.32 14.52
- -------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 22.46(1)
- -------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 17.74(1)
- -------------------------------------------------------------------------------------------------
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
6
<PAGE>
THE FUNDS Stein Roe Global Utilities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks. .
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
BAR GRAPH
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 28.63 23.06 15.04
- ----------------------------------------------------------------------------------------------------
MSCI Index (%) N/A 24.93 19.76 16.86(2)
- ----------------------------------------------------------------------------------------------------
S&P Index (%) N/A -8.88 13.66 9.11(2)
- ----------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 15.40 19.64 12.14(2)
</TABLE>
(2) Performance information is from June 30, 1993.
7
<PAGE>
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in small
capitalization stocks of U.S. companies. These are stocks with market
capitalizations of less than the market capitalization of the stock in the
Russell 2000 Index that has the largest capitalization at the time of purchase.
The remainder of the Fund's assets may be invested in other stocks, or in bonds
that are rated or considered by the advisor to be investment-grade. In managing
the Fund, Colonial uses a value investing strategy that focuses on buying stocks
cheaply when they are undervalued or "out of favor." Colonial buys stocks that
have attractive current prices, consistent operating performance and/or
favorable future growth prospects. Colonial's strategy uses fact-based
quantitative analysis supported by fundamental business and financial analysis.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
THE FUNDS Colonial Small Cap Value Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total returns. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the Russell 2000 Index (Russell Index), an unmanaged index that
tracks the performance of small-capitalization stocks traded on the New York
Stock Exchange, American Stock Exchange and the NASDAQ. Unlike the Fund, indices
are not investments, do not incur fees or expenses and are not professionally
managed. It is not possible to invest directly in indices. The Fund's return is
also compared to the average return of the funds included in the Lipper Small
Cap-Annuities Funds category average (Lipper Average). This Lipper Average,
which is calculated by Lipper, Inc., is composed of funds with similar
investment objectives to the Fund. Sales charges are not reflected in the Lipper
Average. The chart and table are intended to illustrate some of the risks of
investing in the Fund by showing the changes in the Fund's performance. All
returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. If these
arrangements were not in place, then the performance results would have been
lower. Any expense reduction arrangements may be discontinued at any time. As
with all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
[BAR GRAPH]
1999 6.34%
The Fund's year-to-date total return through March 31, 2000 was +1.43%.
For period shown in bar chart:
Best quarter: 2nd quarter 1999, +16.78%
Worst quarter: 1st quarter 1999, -13.27%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 6.34 (4.85)
- ------------------------------------------------------------------------------------
Russell Index (%) N/A 21.26 4.01(3)
- ------------------------------------------------------------------------------------
Lipper Average (%) N/A 37.57 12.97 (3)
</TABLE>
(3) Performance information is from April 30, 1998
9
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
10
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund. Variable Series
11
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR GRAPH]
<TABLE>
<CAPTION>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
- -------------------------------------------------------------------------------------------------
Fund (%) 7/5/94 12.00 22.97 21.64
- -------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 26.73(4)
- -------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 20.42(4)
</TABLE>
(4) Perfomance information is June 30, 1994.
12
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- debt securities issued by the U.S. government;
- debt securities issued by foreign governments; and
- lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- BBB through C by Standard & Poor's Ratings Services;
- Baa through D by Moody's Investors Service, Inc.;
- a comparable rating by another nationally recognized rating
service; or
- the security is unrated and Colonial believes it to be
comparable in quality to securities having such ratings as
noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
13
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
14
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR GRAPH]
<TABLE>
<CAPTION>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
- -----------------------------------------------------------------------------------------------
Lehman Index (%) N/A (2.15) 7.61 7.06(5)
- -----------------------------------------------------------------------------------------------
Lipper Average (%) N/A 0.76 7.84 7.03(5)
</TABLE>
(5) Peformance information is from June 30, 1994.
15
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors, Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
16
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
17
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR GRAPH]
<TABLE>
<CAPTION>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE ------ FUND
---- ----
<S> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- --------------------------------------------------------------------------------------
CS Index (%) N/A 3.28 0.06(6)
- --------------------------------------------------------------------------------------
Lipper Average (%) N/A 4.04 (0.28)(6)
</TABLE>
(6) Performance information is from April 30, 1998.
18
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- - Most equity investment management firms consistently employ a distinct
investment "style" which causes them to emphasize stocks with
particular characteristics;
- - Because of changing investor preferences, any given investment style
will move into and out of market favor and will result in better
investment performance under certain market conditions, but less
successful performance under other conditions;
- - Consequently, by allocating the Fund's portfolio on an approximately
equal basis among Portfolio Managers employing different styles, the
impact of any one style on investment performance will be diluted, and
the investment performance of the total portfolio will be more
consistent and less volatile over the long term than if a single style
were employed throughout the entire period; and
- - More consistent performance at a given annual rate of return over time
produces a higher rate of return for the long term than more volatile
performance having the same average annual rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- - J. P. Morgan Investment Management Inc. uses a value approach by
investing in companies that are diversified across all sectors and that
are undervalued relative to the firm's projected growth rates.
- - Oppenheimer Capital uses a value approach by investing in companies
that exhibit the ability to generate excess cash flow while earning
high returns on invested capital.
- - Boston Partners Asset Management, L.P. uses a value approach by
investing in companies with low price-to-earnings and price-to-book
ratios where a catalyst for positive change has been identified.
- - Westwood Management Corporation uses a growth approach by investing in
growth companies selling at reasonable valuations based on the firm's
earnings projections which are not yet reflected in consensus
estimates.
- - TCW Investment Management Company incorporates secular growth trends
and uses a "bottom-up" approach by investing in primarily large-cap
companies that have distinct business model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- - Changes in a Portfolio Manager's investment style or a departure by a
Portfolio Manager from the investment style for which it had been
selected;
- - A deterioration in a Portfolio Manager's performance relative to that
of other investment management firms practicing a similar style; or
- - Adverse changes in its ownership or personnel.
19
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
20
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[Bar Graph]
1998 18.67%
1999 8.47%
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE ------ FUND
---- ----
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- -------------------------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(7)
- -------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(7)
</TABLE>
(7) Performance information is from October 31, 1997.
21
<PAGE>
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity securities
of companies located outside the United States. The Fund may invest in equity
securities located in any foreign country, including emerging market countries.
The Fund may invest in companies of any size, including small capitalization
stocks. The Fund may also invest in high-quality foreign government debt
securities. The Fund generally diversifies its holdings across several different
countries and regions.
The Fund may invest up to 10% of its assets in shares of other investment
companies. Investing in investment companies may involve payment of duplicate
fees because the Fund, as a shareholder, will indirectly pay a portion of the
other investment company's expenses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
As a non-diversified mutual fund, the Fund is allowed to invest or hold greater
than 10% of outstanding voting securities of any issuer (more than 5% of its
total assets in the securities of a single issuer). This may concentrate issuer
risk and, therefore, the Fund may have an increased risk of loss compared to a
similar diversified mutual fund.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these
22
<PAGE>
THE FUNDS Colonial International Fund for Growth, Variable Series
countries may be new and developing rapidly, which may cause instability. These
countries are also more likely to experience high levels of inflation, deflation
or currency devaluations, which could hurt their economies and securities
markets.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
23
<PAGE>
THE FUNDS Colonial International Fund for Growth, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Morgan Stanley Capital
International EAFE Index(MSCI Index), an unmanaged index that tracks the
performance of international stocks by market capitalization. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper International-Annuities Funds category average (Lipper Average). This
Lipper Average, which is calculated by Lipper, Inc., is composed of funds with
similar investment objectives to the Fund. Sales charges are not reflected in
the Lipper Average. The chart and table are intended to illustrate some of the
risks of investing in the Fund by showing the changes in the Fund's performance.
All returns include the reinvestment of dividends and distributions..
Performance results include the effect of expense reduction arrangements, if
any. As with all mutual funds, past performance does not predict the Fund's
future performance. The Fund's performance results do not reflect the cost of
insurance and separate account charges which are imposed under your VA contract
or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[Bar Graph]
1995 5.85%
1996 5.61%
1997 -3.27%
1998 12.96%
1999 40.58%
The Fund's year-to-date total return through March 31, 2000 was -1.08%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +23.31%
Worst quarter: 3rd quarter 1998, -16.04%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
---- ------ ------- ----
<S> <C> <C> <C> <C>
Fund (%) 5/2/94 40.58 11.42 8.81
- ---------------------------------------------------------------------------------------------------
MSCI Index (%) N/A 26.96 12.83 11.21(8)
- ---------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 43.23 17.36 14.16(8)
</TABLE>
(8) Performance information is from April 30, 1994.
24
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
25
<PAGE>
THE FUNDS Newport Tiger Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[Bar Graph]
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
---- ------ ----
<S> <C> <C> <C>
Fund (%) 5/1/95 68.01 7.31
MSCI Index (%) N/A 31.00 15.72(9)
Lipper Average (%) N/A 79.74 4.24(9)
</TABLE>
(9) Performance information is from April 30, 1995.
26
<PAGE>
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and preservation of capital purchasing power.
PRIMARY INVESTMENT STRATEGIES
The Fund invests primarily in non-U.S. equity securities which Colonial believes
will provide superior long-term growth. Colonial generally selects stocks of
companies in industries and markets that it believes will react favorably to
inflation in the U.S. economy. Inflation sensitive companies in which the Fund
may invest include:
- - companies engaged in the development and processing of natural
resources, and
- - companies engaged in consumer-oriented businesses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
As a non-diversified mutual fund, the Fund is allowed to invest a greater
percentage of its total assets in the securities of a single company (and hold
greater than 10% of outstanding voting securities of any issuer). Therefore, the
Fund may have an increased risk of loss compared to a similar diversified mutual
fund.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
27
<PAGE>
The Fund's return is compared to the Morgan Stanley Capital International EAFE
GDP Index, an unmanaged index that tracks the performance of equity securities
of developed countries outside North America. Unlike the Fund, indices are not
investments, do not incur fees or expenses and are not professionally managed.
It is not possible to invest directly in indices.
28
<PAGE>
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
--------------------------------------------
INVESTMENT GOAL
- --------------------------------------------------------------------------------
The Fund seeks long-term growth by investing primarily in global equity
securities.
PRIMARY INVESTMENT STRATEGIES
- --------------------------------------------------------------------------------
Under normal market conditions, the Fund invests primarily in both U.S. and
foreign equity securities. The Fund may invest in companies of any size,
including small capitalization stocks. The Fund may also invest in high quality
U.S. and foreign government debt securities. The Fund generally diversifies its
holdings across several different countries and regions.
The Fund may invest up to 10% of its assets in shares of other investment
companies. Investing in investment companies may involve payment of duplicate
fees because the Fund, as a shareholder, will indirectly pay a portion of the
other investment company's expenses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
PERFORMANCE HISTORY
- --------------------------------------------------------------------------------
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the Morgan Stanley Capital International World
GDP Index, an unmanaged price index that tracks the performance of global
stocks. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices.
29
<PAGE>
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
---------------------------------------------------------
INVESTMENT GOALS
- --------------------------------------------------------------------------------
The Fund seeks to provide growth of capital and current income.
PRIMARY INVESTMENT STRATEGIES
- --------------------------------------------------------------------------------
Under normal market conditions, the Fund invests at least 75% of its total
assets in equity securities of real estate investment trusts (REITs) and other
real estate industry companies. In managing the Fund, the sub-advisor follows a
basic value contrarian approach in selecting securities for its portfolio.
The contrarian approach puts primary emphasis on security price, balance sheet
and cash flow analysis and on the relationship between the market price of a
security and its estimated intrinsic value as a share of an ongoing business.
REITs are pooled investment vehicles that invest primarily in income producing
real estate or real estate related loans or interest. The Fund's REIT
investments will consist primarily of equity REITs which invest the majority of
their assets directly in real estate and derive income primarily from rents.
Other real estate industry companies in which the Fund may invest are companies
that derive at least 50% of their revenues or profits from either (a) the
ownership, development, construction, financing, management or sale of
commercial, industrial or residential real estate or (b) products or services
related to the real estate industry, such as building supplies or mortgage
servicing.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
- --------------------------------------------------------------------------------
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
The Fund may invest in equity real estate investment trusts (REITs). REITs are
entities which either own properties or make construction or mortgage loans.
Equity REITs may also include operating or finance companies. Investing in REITs
involves certain unique risks in addition to those risks associated with the
real estate industry in general. The prices of equity REITs are affected by
changes in the value of the underlying property owned by the REITs. REITs are
subject to heavy cash flow dependency and default by borrowers. In addition,
although the Fund does not invest directly in real estate, a REIT investment by
the Fund is subject to certain of the risks associated with the ownership of
real estate. These risks include possible declines in the value of real estate,
risks related to general and local economic conditions, possible lack of
availability of mortgage funds, and changes in interest rates.
The basic value contrarian approach is based on Crabbe Huson's belief that the
securities of many companies often sell at a discount from the securities'
estimated intrinsic value. The Fund attempts to identify and invest in such
undervalued securities in the hope that their market price will rise to their
estimated intrinsic value. If Crabbe Huson's assessment of a company's prospects
is wrong, the price of its stock may not approach the value Crabbe Huson has
placed on it.
PERFORMANCE HISTORY
- --------------------------------------------------------------------------------
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the NAREIT Equity Index, an unmanaged index
that tracks the performance of all equity real estate investment trusts that
trade on the New York Stock Exchange, the American Stock Exchange and the
NASDAQ. Unlike the Fund,
30
<PAGE>
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices.
31
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
------------------------------
THE TRUSTEES
- --------------------------------------------------------------------------------
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
- --------------------------------------------------------------------------------
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.65%
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial Small Cap Value Fund, Variable Series 0.80% (1)
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial High Yield Securities Fund, Variable Series 0.60% (2)
Liberty All-Star Equity Fund, Variable Series 0.80%
Colonial International Fund for Growth, Variable Series 0.90%
Newport Tiger Fund, Variable Series 0.90%
Colonial International Horizons Fund, Variable Series 0.95%(3)
Colonial Global Equity Fund, Variable Series 0.95%(4)
Crabbe Huson Real Estate Investment Fund, Variable Series 1.00%(5)
</TABLE>
(1) The Small Cap Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.00%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.00%.
(2) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.12%.
(3) The International Horizons Fund's advisor has voluntarily agreed to waive
its management fee and reimburse other expenses so that the total expenses
of the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.15%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.00%.
(4) The Global Equity Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.15%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.12%.
(5) The Real Estate Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.20%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.00%.
32
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
- --------------------------------------------------------------------------------
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Growth & Income Fund, Small Cap Fund, U.S. Growth & Income Fund, Strategic
Income Fund, High Yield Fund, International Fund, International Horizons Fund
and Global Equity Fund. Colonial's principal business address is One Financial
Center, Boston, Massachusetts 02111. As of March 31, 2000, Colonial managed over
$15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.45%
Colonial Small Cap Value Fund, Variable Series 0.60%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial High Yield Securities Fund, Variable Series 0.40%
Colonial International Fund for Growth, Variable Series 0.70%
Colonial International Horizons Fund, Variable Series 0.75%
Colonial Global Equity Fund, Variable Series 0.75%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Scott Schermerhorn, a senior vice president of Colonial, has managed the Growth
& Income Fund since November, 1999. Mr. Schermerhorn has managed various other
funds at Colonial since October, 1998. From May, 1996 to October, 1998, Mr.
Schermerhorn was the head of the value team at Federated Investors, where he
managed the American Leader Fund, Federated Stock Trust and Federated Stock and
Bond Fund, as well as other institutional accounts. From February, 1990 to May,
1996, Mr. Schermerhorn was a portfolio manager and a member of the growth and
income team at J&W Seligman.
James P. Haynie, a senior vice president of Colonial, has co-managed the Small
Cap Fund since 1993.
Michael Rega, a vice president of Colonial, has co-managed the Small Cap Fund
since 1996. He was an analyst at Colonial from 1993 to 1996.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. He also has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
33
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Charles R. Roberts, a senior vice president of Colonial, has been the lead
manager for the International Fund and International Horizons Fund since March,
2000. Mr. Roberts is also a senior vice president of Newport and Newport Pacific
Management, Inc. (Newport Pacific), an affiliate of Colonial. Mr. Roberts has
been employed with Newport and Newport Pacific since November, 1998. Prior to
joining Newport and Newport Pacific, he managed the European component of
institutional international equity accounts at Progress Investment Management
(Progress) since 1997. Prior to joining Progress in 1997, he managed the
European component of institutional international equity accounts and was a
member of the investment policy committee at Sit/Kim International (Sit/Kim)
since prior to 1994.
Michael Ellis, a senior vice president of Colonial, has co-managed the
International Fund and International Horizons Fund since March, 2000. Mr. Ellis
is also a senior vice president of Newport and Newport Pacific. Prior to joining
Newport and Newport Pacific in December, 1996, he was a vice president at
Matthews International Capital Management since September, 1991.
Deborah Snee, a Vice President of Colonial and Europe analyst at Colonial, Stein
Roe and Newport, has co-managed the International Fund and International
Horizons Fund since March, 2000. Prior to working at Newport, Ms. Snee spent
five years at Sit/Kim as an emerging markets analyst.
Ophelia Barsketis, a senior vice president of Colonial, has co-managed the
Global Equity Fund since March, 2000. Ms. Barsketis joined Stein Roe, an
affiliate of Colonial, in 1983 and progressed through a variety of equity
analyst positions before assuming her current responsibilities, which include
managing other Stein Roe and Colonial funds.
Deborah A. Jansen, a senior vice president of Colonial and senior research
analyst for global and domestic equities and global economic forecasting for
Stein Roe, has co-managed the Global Equity Fund since March, 2000. Ms. Jansen
joined Stein Roe in 1987 and served as an associate economist and senior
economist before assuming her current responsibilities, which include managing
other Stein Roe and Colonial Funds. Ms. Jansen left Stein Roe in January, 1995
and returned to her position as a vice president in March, 1996. From June 5,
1995 through June 30, 1995, Ms. Jansen was a senior equity research analyst for
BancOne Investment Advisers Corporation.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997.
34
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment Management,
Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW Investment
Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
35
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
CRABBE HUSON
Crabbe Huson, an investment advisor since 1980, is the Sub-Advisor of the Real
Estate Fund. Crabbe Huson's principal address is 121 S.W. Morrison, Suite 1400,
Portland, Oregon 97204. As of March 31, 2000, Crabbe Huson managed over $267
million in assets.
LASC, out of the management fees it receives from the Trust, pays Crabbe Huson a
sub-advisory fee at the annual rate of 0.80% of the average daily net assets of
the Real Estate Fund.
Michael B. Stokes has managed the Real Estate Fund since its inception in June,
1999. Mr. Stokes joined Crabbe Huson in August, 1996. Prior to joining Crabbe
Huson, he was a financial analyst for Salomon Brothers from July, 1994 to June,
1996.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
RULE 12B-1 PLAN
The Trust has adopted a plan for and on behalf of the International Horizons
Fund, Global Equity Fund and Real Estate Fund in accordance with Rule 12b-1
(Plan) under the Investment Company Act of 1940. The Plan allows the Fund to pay
distribution fees for the sale and distribution of their shares. Under the plan,
the Trust pays the distributor a fee of 0.25% of the average daily net assets
attributable to the Funds' shares. Because these fees are an ongoing expense,
over time they increase the cost of an investment and the shares willcost more
than shares that are not subject to a service fee.
36
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, High Yield Fund,
International Fund) Structure risk is the risk that an event will occur (such as
a security being prepaid or called) that alters the security's cash flows.
Prepayment risk is a particular type of structure risk that is present in a Fund
because of its investments in mortgage-backed securities and asset-backed
securities. Prepayment risk is the possibility that asset-backed securities may
be prepaid if the underlying debt securities are prepaid. Prepayment risk for
mortgage-backed securities is the possibility that, as interest rates fall,
homeowners are more likely to refinance their home mortgages. When mortgages are
refinanced, the principal on mortgage-backed securities is paid earlier than
expected. In an environment of declining interest rates, asset-backed securities
and mortgage-backed securities may offer less potential for gain than other debt
securities. During periods of rising interest rates, these securities have a
high risk of declining in price because the declining prepayment rates
effectively increase the maturity of the security. In addition, the potential
impact of prepayment on the price of a security may be difficult to predict and
result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund, High Yield Fund) Zero coupon
bonds do not pay interest in cash on a current basis, but instead accrue
interest over the life of the bond. As a result, these securities are issued at
a deep discount. The value of these securities may fluctuate more than similar
securities that pay interest periodically. Although these securities pay no
interest to holders prior to maturity, interest on these securities is reported
as income to the Fund and distributed to its shareholders.
37
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
38
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 16.39 15.34 13.96 12.60 10.03
- -------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.17 0.20 0.28 0.28 0.29
- -------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on
investments 0.69 1.50 3.75 1.98 2.72
- -------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.86 1.70 4.03 2.26 3.01
- -------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.15) (0.18) (0.27) (0.28) (0.25)
- -------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.00) (0.01) -- --
- -------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains (3.85) (0.47) (2.37) (0.62) (0.19)
- -------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains (0.07) (0.00) -- -- --
- -------------------------------------------------------------------------------------------------------------------------------
Total distributions (4.07) (0.65) (2.65) (0.90) (0.44)
- -------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) .. 13.18 16.39 15.34 13.96 12.60
- -------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 5.55 11.13 28.97 17.89 30.03
- -------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 197,523 149,820 106,909 93,247 71,070
- -------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (c) 0.73 0.76 0.79 0.79 0.81
- -------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (c) 0.99 1.24 1.77 2.02 2.51
- -------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 172 28 60 24 79
</TABLE>
(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.
39
<PAGE>
FINANCIAL HIGHLIGHTS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
- ---------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
- ---------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
- ---------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 3.91 2.17 3.08 0.69 2.85
- ---------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
- ---------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.01) -- -- --
- ---------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on investments (0.29) (0.11) (1.38) -- --
- ---------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
- ---------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
- ---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
- ---------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
- ---------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
- ---------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(a) Per share data was calculated using average shares outstanding during the
period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
40
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 8.59 10.00
- ------------------------------------------------------------------------------------
Net investment income (a) 0.02 0.08
- ------------------------------------------------------------------------------------
Net realized and unrealized gains
(losses) on investments 0.52 (1.41)
- ------------------------------------------------------------------------------------
Total from investment operations 0.54 (1.33)
- ------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.01) (0.07)
- ------------------------------------------------------------------------------------
In excess of net investment income -- (0.01)
- ------------------------------------------------------------------------------------
Total distributions (0.01) (0.08)
- ------------------------------------------------------------------------------------
Net asset value, end of year 9.12 8.59
- ------------------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 6.34 (13.25)**
- ------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 3,817 1,782
- ------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.00 1.00*
- ------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.23 1.41*
- ------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 74 51**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Had the manager not waived or reimbursed a portion of expenses,
total return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 3.66%
and 4.32% (annualized), respectively.
41
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
- --------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
- --------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
- --------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 2.21 3.28 4.57 2.71 3.05
- --------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
- --------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- -- (0.01) -- --
- --------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on
investments (1.04) (0.64) (2.30) (0.68) (0.80)
- --------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains -- (0.02) (0.01) -- --
- --------------------------------------------------------------------------------------------------------------------------------
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
- --------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
- --------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
- --------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
- --------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
- --------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
- --------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
42
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
- ----------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
- ----------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
- ----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.20 0.67 1.01 1.08 1.79
- ----------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.02) (0.05) -- --
- ----------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains -- -- (0.05) (0.07) (0.03)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains -- -- (0.01) -- --
- ----------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
- ----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding during the
period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%, 0.86%
and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
43
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C>
Net asset value, beginning of year ($) 9.31 10.00
- --------------------------------------------------------------------------------------------------
Net investment income (a) 0.88 0.48
- --------------------------------------------------------------------------------------------------
Net realized and unrealized losses (0.72) (0.74)
- --------------------------------------------------------------------------------------------------
Total from investment operations 0.16 (0.26)
- --------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.62) (0.43)
- --------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.00)
- --------------------------------------------------------------------------------------------------
Total distributions (0.62) (0.43)
- --------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 8.85 9.31
- --------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
- --------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
- --------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
- --------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%)
(c)(d) 9.36 7.93*
- --------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.28% and
1.84% (annualized), respectively.
44
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December
31,
1999 1998 1997***
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
- ----------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.06 0.06 0.01
- ----------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 0.94 1.82 0.07
- ----------------------------------------------------------------------------------------------------------------
Total from investment operations 1.00 1.88 0.08
- ----------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
- ----------------------------------------------------------------------------------------------------------------
Dividends form net realized gains on investments (0.38) -- --
- ----------------------------------------------------------------------------------------------------------------
Total distributions (0.43) (0.05) (0.01)
- ----------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 12.47 11.90 10.07
- ----------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
- ----------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
- ----------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
- ----------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
- ----------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997
to December 31, 1997.
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04%
and 1.45% (annualized), respectively.
45
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 2.00 1.78 1.96 1.97 1.88
- ----------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.03 0.02 0.02 0.02 0.01
- ----------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on
investments 0.78 0.21 (0.08) 0.09 0.10
- ----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.81 0.23 (0.06) 0.11 0.11
- ----------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.02) (0.00) (0.02) -- (0.02)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.01) (0.02) -- --
- ----------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains -- -- (0.08) (0.12) --
- ----------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.02) (0.01) (0.12) (0.12) (0.02)
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 2.79 2.00 1.78 1.96 1.97
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 40.58 12.96 (3.27) 5.61 5.85
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 82,071 52,468 30,600 26,593 22,764
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (c) 1.10 1.24 1.34 1.40 1.40
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (c) 1.14 0.77 0.82 0.84 0.75
- ----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 28 28 115 40
</TABLE>
(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.
46
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
- ----------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
- ----------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
- ----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
- ----------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- -- (0.01) -- (0.01)
- ----------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
- ----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to December
31, 1995.
(a) Per share data was calculated using average shares outstanding during the
period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
47
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
<S> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 10.00
- ---------------------------------------------------------------------------
Net investment income (a) 0.06
- ---------------------------------------------------------------------------
Net realized and unrealized gain on investments and
foreign currency transactions 2.36
- ---------------------------------------------------------------------------
Total from investment operations 2.42
- ---------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05)
- ---------------------------------------------------------------------------
In excess of net investment income (0.06)
- ---------------------------------------------------------------------------
Total distributions (0.11)
- ---------------------------------------------------------------------------
Net asset value, end of period ($) 12.31
- ---------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 24.24**
- ---------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 7,707
- ---------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.40*
- ---------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.85*
- ---------------------------------------------------------------------------
Portfolio turnover ratio (%) 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 2.36%
(annualized).
48
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
<S> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 10.00
- ---------------------------------------------------------------------------
Net investment income (a) 0.04
- ---------------------------------------------------------------------------
Net realized and unrealized losses on investments 1.22
- ---------------------------------------------------------------------------
Total from investment operations 1.26
- ---------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05)
- ---------------------------------------------------------------------------
Total distributions (0.05)
- ---------------------------------------------------------------------------
Net asset value, end of period ($) 11.21
- ---------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 12.57**
- ---------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 7,284
- ---------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.40*
- ---------------------------------------------------------------------------
Ratio of net investment income to 0.55*
average net assets (%) (d)
- ---------------------------------------------------------------------------
Portfolio turnover ratio (%) 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(a) Per share data was calculated using average shares outstanding during the
period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 2.23%
(annualized).
49
<PAGE>
FINANCIAL HIGHLIGHTS
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
<S> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 10.00
- ---------------------------------------------------------------------------
Net investment income (a) 0.31
- ---------------------------------------------------------------------------
Net realized and unrealized losses on investments (1.70)
- ---------------------------------------------------------------------------
Total from investment operations (1.39)
- ---------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.22)
- ---------------------------------------------------------------------------
Return of capital (0.05)
- ---------------------------------------------------------------------------
Total distributions (0.27)
- ---------------------------------------------------------------------------
Net asset value, end of period ($) 8.34
- ---------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) (13.80)**
- ---------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 2,180
- ---------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.45*
- ---------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 5.90*
- ---------------------------------------------------------------------------
Portfolio turnover ratio (%) 57**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 4.25%
(annualized).
50
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the "Code"). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
51
<PAGE>
FOR MORE INFORMATION
- --------------------------------------------------------------------------------
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series Colonial
U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
------ -----
NOT FDIC MAY LOSE VALUE
INSURED ------ -----
------ ----- NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
THE TRUST ............................................................. 3
THE FUNDS ............................................................. 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial Growth and Income Fund, Variable Series ...................... 4
Stein Roe Global Utilities Fund, Variable Series ...................... 6
Colonial U.S. Growth & Income Fund, Variable Series ................... 8
Colonial Strategic Income Fund, Variable Series........................ 10
Liberty All-Star Equity Fund, Variable Series.......................... 13
Colonial International Fund for Growth, Variable Series................ 16
Newport Tiger Fund, Variable Series.................................... 18
TRUST MANAGEMENT ORGANIZATIONS ........................................ 20
The Trustees........................................................... 20
Investment Advisor: Liberty Advisory Services Corp.................... 20
Investment Sub-Advisors and Portfolio Managers......................... 20
OTHER INVESTMENT STRATEGIES AND RISKS ................................. 23
U.S. Government Securities............................................. 23
Structure Risk......................................................... 23
Zero Coupon Bonds...................................................... 23
Convertible Securities................................................. 23
Derivative Strategies.................................................. 24
Temporary Defensive Strategies......................................... 24
FINANCIAL HIGHLIGHTS .................................................. 25
SHAREHOLDER INFORMATION ............................................... 32
Purchases and Redemptions.............................................. 32
How the Funds Calculate Net Asset Value................................ 32
Dividends and Distributions............................................ 32
Tax Consequences....................................................... 32
</TABLE>
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about seven of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
---- --
<S> <C>
Colonial Growth and Income Fund, Variable Series (Growth & Income Fund) Colonial Management Associates, Inc.
Colonial International Fund for Growth, Variable Series (International Fund) (Colonial)
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated
(Stein Roe)
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks primarily income and long-term capital growth and, secondarily,
preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The Fund invests in both U.S. and foreign common stocks. In selecting stocks for
the Fund, Colonial invests primarily in "value" stocks. Colonial generally
selects stocks which, when purchased, fall into one of the following categories:
1. Companies whose current business activities provide earnings,
dividends or assets that represent above average value;
2. Companies which have a record of consistent earnings growth
that may provide above average stability or value in turbulent
markets; or
3. Companies with anticipated business growth prospects that
represent above average value.
Colonial assesses whether a company's prospects are "above average." Colonial
makes this judgment subjectively, based upon available information.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Colonial Growth and Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1994 -0.76%
1995 30.03%
1996 17.89%
1997 28.97%
1998 11.13%
1999 5.55%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.59%%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +16.92%
Worst quarter: 3rd quarter 1998, -13.57%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 5.55 18.32 14.52
S&P Index (%) N/A 21.03 28.54 22.46(1)
Lipper Average (%) N/A 14.63 21.86 17.74(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
6
<PAGE>
THE FUNDS Stein Roe Global Utilities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 28.63 23.06 15.04
MSCI Index (%) N/A 24.93 19.76 16.86(2)
S&P Index (%) N/A -8.88 13.66 9.11(2)
Lipper Average (%) N/A 15.40 19.64 12.14(2)
</TABLE>
(2) Performance information is from June 30, 1993.
7
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
THE FUNDS Colonial U.s. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
S&P Index (%) N/A 21.03 28.54 26.73(3)
Lipper Average (%) N/A 14.63 21.86 20.42(3)
</TABLE>
(3) Performance information is from June 30, 1994.
9
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- debt securities issued by the U.S. government;
- debt securities issued by foreign governments; and
- lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- BBB through C by Standard & Poor's Ratings Services;
- Baa through D by Moody's Investors Service, Inc.;
- a comparable rating by another nationally recognized rating
service; or
- the security is unrated and Colonial believes it to be
comparable in quality to securities having such ratings as
noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
10
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
11
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
Lehman Index (%) N/A (2.15) 7.61 7.06(4)
Lipper Average (%) N/A 0.76 7.84 7.03(4)
</TABLE>
(4) Performance information is from June 30, 1994.
12
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- Most equity investment management firms consistently employ a
distinct investment "style" which causes them to emphasize
stocks with particular characteristics;
- Because of changing investor preferences, any given investment
style will move into and out of market favor and will result
in better investment performance under certain market
conditions, but less successful performance under other
conditions;
- Consequently, by allocating the Fund's portfolio on an
approximately equal basis among Portfolio Managers employing
different styles, the impact of any one style on investment
performance will be diluted, and the investment performance of
the total portfolio will be more consistent and less volatile
over the long term than if a single style were employed
throughout the entire period; and
- More consistent performance at a given annual rate of return
over time produces a higher rate of return for the long term
than more volatile performance having the same average annual
rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- J. P. Morgan Investment Management Inc. uses a value approach
by investing in companies that are diversified across all
sectors and that are undervalued relative to the firm's
projected growth rates.
- Oppenheimer Capital uses a value approach by investing in
companies that exhibit the ability to generate excess cash
flow while earning high returns on invested capital.
- Boston Partners Asset Management, L.P. uses a value approach
by investing in companies with low price-to-earnings and
price-to-book ratios where a catalyst for positive change has
been identified.
- Westwood Management Corporation uses a growth approach by
investing in growth companies selling at reasonable valuations
based on the firm's earnings projections which are not yet
reflected in consensus estimates.
- TCW Investment Management Company incorporates secular growth
trends and uses a "bottom-up" approach by investing in
primarily large-cap companies that have distinct business
model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- Changes in a Portfolio Manager's investment style or a
departure by a Portfolio Manager from the investment style for
which it had been selected;
- A deterioration in a Portfolio Manager's performance relative
to that of other investment management firms practicing a
similar style; or
- Adverse changes in its ownership or personnel.
13
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
14
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
Russell Index (%) N/A 20.90 23.85(5)
Lipper Average (%) N/A 14.63 16.24(5)
</TABLE>
(5) Performance information is from October 31, 1997.
15
<PAGE>
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity securities
of companies located outside the United States. The Fund may invest in equity
securities located in any foreign country, including emerging market countries.
The Fund may invest in companies of any size, including small capitalization
stocks. The Fund may also invest in high-quality foreign government debt
securities. The Fund generally diversifies its holdings across several different
countries and regions.
The Fund may invest up to 10% of its assets in shares of other investment
companies. Investing in investment companies may involve payment of duplicate
fees because the Fund, as a shareholder, will indirectly pay a portion of the
other investment company's expenses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
As a non-diversified mutual fund, the Fund is allowed to invest or hold greater
than 10% of outstanding voting securities of any issuer (more than 5% of its
total assets in the securities of a single issuer). This may concentrate issuer
risk and, therefore, the Fund may have an increased risk of loss compared to a
similar diversified mutual fund.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
16
<PAGE>
THE FUNDS Colonial International Fund for Growth, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Morgan Stanley Capital
International EAFE Index (MSCI Index), an unmanaged index that tracks the
performance of international stocks by market capitalization. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper International-Annuities Funds category average (Lipper Average). This
Lipper Average, which is calculated by Lipper, Inc., is composed of funds with
similar investment objectives to the Fund. Sales charges are not reflected in
the Lipper Average. The chart and table are intended to illustrate some of the
risks of investing in the Fund by showing the changes in the Fund's performance.
All returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. As with
all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 5.85%
1996 5.61%
1997 -3.27%
1998 12.96%
1999 40.58%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.08%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +23.31%
Worst quarter: 3rd quarter 1998, -16.04%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 5/2/94 40.58 11.42 8.81
MSCI Index (%) N/A 26.96 12.83 11.21(6)
Lipper Average (%) N/A 43.23 17.36 14.16(6)
</TABLE>
(6) Performance information is from April 30, 1994.
17
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
18
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/1/95 68.01 7.31
MSCI Index (%) N/A 31.00 15.72(7)
Lipper Average (%) N/A 79.74 4.24(7)
</TABLE>
(7) Performance information is from April 30, 1995.
19
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.65%
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Liberty All-Star Equity Fund, Variable Series 0.80%
Colonial International Fund for Growth, Variable Series 0.90%
Newport Tiger Fund, Variable Series 0.90%
</TABLE>
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Growth & Income Fund, U.S. Growth & Income Fund, Strategic Income Fund and
International Fund. Colonial's principal business address is One Financial
Center, Boston, Massachusetts 02111. As of March 31, 2000, Colonial managed over
$15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.45%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial International Fund for Growth, Variable Series 0.70%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Scott Schermerhorn, a senior vice president of Colonial, has managed the Growth
& Income Fund since November, 1999. Mr. Schermerhorn has managed various other
funds at Colonial since October, 1998. From May, 1996 to October, 1998, Mr.
Schermerhorn was the head of the value team at Federated Investors, where he
managed the American Leader Fund, Federated Stock Trust and Federated Stock and
Bond Fund, as well as other institutional accounts. From February, 1990 to May,
1996, Mr. Schermerhorn was a portfolio manager and a member of the growth and
income team at J&W Seligman.
20
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. Mr. Ericson, a senior vice president of Colonial and director of
Colonial's Taxable Fixed Income Group, has managed various other Colonial
taxable income funds since 1985.
Charles R. Roberts, a senior vice president of Colonial, has been the lead
manager for the International Fund since March, 2000. Mr. Roberts is also a
senior vice president of Newport and Newport Pacific Management, Inc. (Newport
Pacific), an affiliate of Colonial. Mr. Roberts has been employed with Newport
and Newport Pacific since November, 1998. Prior to joining Newport and Newport
Pacific, he managed the European component of institutional international equity
accounts at Progress Investment Management (Progress) since 1997. Prior to
joining Progress in 1997, he managed the European component of institutional
international equity accounts and was a member of the investment policy
committee at Sit/Kim International (Sit/Kim) since prior to 1994.
Michael Ellis, a senior vice president of Colonial, has co-managed the
International Fund since March, 2000. Mr. Ellis is also a senior vice president
of Newport and Newport Pacific. Prior to joining Newport and Newport Pacific in
December, 1996, he was a vice president at Matthews International Capital
Management since September, 1991.
Deborah Snee, a Vice President of Colonial and Europe analyst at Colonial, Stein
Roe and Newport, has co-managed the International Fund since March, 2000. Prior
to working at Newport, Ms. Snee spent five years at Sit/Kim as an emerging
markets analyst.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997. Ms. Barsketis joined Stein Roe in
1983 and progressed through a variety of equity analyst positions before
assuming her current responsibilities, which include managing other Stein Roe
funds.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997. Ms. Jansen joined
Stein Roe in 1987 and served as an associate economist and senior economist
before assuming her current responsibilities, which include managing other Stein
Roe. Ms. Jansen left Stein Roe in January, 1995 and returned to her position as
a vice president in March, 1996. From June 5, 1995 through June 30, 1995, Ms.
Jansen was a senior equity research analyst for BancOne Investment Advisers
Corporation.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
21
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment
Management, Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW
Investment Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
22
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, International Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund) Zero coupon bonds do not pay
interest in cash on a current basis, but instead accrue interest over the life
of the bond. As a result, these securities are issued at a deep discount. The
value of these securities may fluctuate more than similar securities that pay
interest periodically. Although these securities pay no interest to holders
prior to maturity, interest on these securities is reported as income to the
Fund and distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund) Convertible securities are preferred stocks or bonds
that pay a fixed dividend or interest payment and are convertible into common
stocks at a specified price or conversion ratio. The risk of investing in
convertible securities is the value of the underlying securities will fluctuate.
23
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
24
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 16.39 15.34 13.96 12.60 10.03
Net investment income (a) 0.17 0.20 0.28 0.28 0.29
Net realized and unrealized gains on
investments 0.69 1.50 3.75 1.98 2.72
Total from investment operations 0.86 1.70 4.03 2.26 3.01
Less distributions:
Dividends from net investment income (0.15) (0.18) (0.27) (0.28) (0.25)
In excess of net investment income -- (0.00) (0.01) -- --
Dividends from net realized gains (3.85) (0.47) (2.37) (0.62) (0.19)
In excess of net realized gains (0.07) (0.00) -- -- --
Total distributions (4.07) (0.65) (2.65) (0.90) (0.44)
Net asset value, end of year ($) 13.18 16.39 15.34 13.96 12.60
TOTAL RETURN:
Total investment return (%) (b) 5.55 11.13 28.97 17.89 30.03
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 197,523 149,820 106,909 93,247 71,070
Ratio of expenses to average net assets (%) (c) 0.73 0.76 0.79 0.79 0.81
Ratio of net investment income to
average net assets (%) (c) 0.99 1.24 1.77 2.02 2.51
Portfolio turnover ratio (%) 172 28 60 24 79
</TABLE>
(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.
25
<PAGE>
FINANCIAL HIGHLIGHTS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
Total from investment operations 3.91 2.17 3.08 0.69 2.85
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
In excess of net investment income -- (0.01) -- -- --
Dividends from net realized gains on investments (0.29) (0.11) (1.38) -- --
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(a) Per share data was calculated using average shares outstanding during the
period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
26
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
Total from investment operations 2.21 3.28 4.57 2.71 3.05
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
In excess of net investment income -- -- (0.01) -- --
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
In excess of net realized gains -- (0.02) (0.01) -- --
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
27
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
Total from investment operations 0.20 0.67 1.01 1.08 1.79
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
In excess of net investment income -- (0.02) (0.05) -- --
Dividends from net realized gains -- -- (0.05) (0.07) (0.03)
In excess of net realized gains -- -- (0.01) -- --
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
28
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
Net investment income (a) 0.06 0.06 0.01
Net realized and unrealized gains on investments 0.94 1.82 0.07
Total from investment operations 1.00 1.88 0.08
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
Dividends form net realized gains on investments (0.38) -- --
Total distributions (0.43) (0.05) (0.01)
Net asset value, end of year ($) 12.47 11.90 10.07
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997
to December 31, 1997.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04% and
1.45% (annualized), respectively.
29
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 2.00 1.78 1.96 1.97 1.88
Net investment income (a) 0.03 0.02 0.02 0.02 0.01
Net realized and unrealized gains (losses) on
investments 0.78 0.21 (0.08) 0.09 0.10
Total from investment operations 0.81 0.23 (0.06) 0.11 0.11
Less distributions:
Dividends from net investment income (0.02) (0.00) (0.02) -- (0.02)
In excess of net investment income -- (0.01) (0.02) -- --
Dividends from net realized gains -- -- (0.08) (0.12) --
Total distributions (0.02) (0.01) (0.12) (0.12) (0.02)
Net asset value, end of year ($) 2.79 2.00 1.78 1.96 1.97
TOTAL RETURN:
Total investment return (%) (b) 40.58 12.96 (3.27) 5.61 5.85
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 82,071 52,468 30,600 26,593 22,764
Ratio of expenses to average net assets (%) (c) 1.10 1.24 1.34 1.40 1.40
Ratio of net investment income to
average net assets (%) (c) 1.14 0.77 0.82 0.84 0.75
Portfolio turnover ratio (%) 35 28 28 115 40
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
30
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
In excess of net investment income -- -- (0.01) -- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(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.
31
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
32
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Newport Tiger Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
------ -----
NOT FDIC MAY LOSE VALUE
INSURED -------------------
------ ----- NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST ............................................... 3
THE FUNDS ............................................... 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Stein Roe Global Utilities Fund, Variable Series ........ 4
Colonial Small Cap Value Fund, Variable Series .......... 6
Colonial U.S. Growth & Income Fund, Variable Series ..... 8
Colonial Strategic Income Fund, Variable Series ......... 10
Colonial High Yield Securities Fund, Variable Series .... 13
Liberty All-Star Equity Fund, Variable Series ........... 16
Newport Tiger Fund, Variable Series ..................... 19
Colonial International Horizons Fund, Variable Series ... 21
Colonial Global Equity Fund, Variable Series ............ 22
Crabbe Huson Real Estate Investment Fund, Variable Series 23
TRUST MANAGEMENT ORGANIZATIONS .......................... 24
The Trustees ............................................ 24
Investment Advisor: Liberty Advisory Services Corp. .... 24
Investment Sub-Advisors and Portfolio Managers .......... 25
Rule 12b-1 Plan ......................................... 27
OTHER INVESTMENT STRATEGIES AND RISKS ................... 28
U.S. Government Securities .............................. 28
Structure Risk .......................................... 28
Zero Coupon Bonds ....................................... 28
Convertible Securities .................................. 28
Derivative Strategies ................................... 29
Temporary Defensive Strategies .......................... 29
FINANCIAL HIGHLIGHTS .................................... 30
SHAREHOLDER INFORMATION ................................. 40
Purchases and Redemptions ............................... 40
How the Funds Calculate Net Asset Value ................. 40
Dividends and Distributions ............................. 40
Tax Consequences ........................................ 40
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about ten of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
---- -----------
<S> <C>
Colonial Small Cap Value Fund, Variable Series (Small Cap Fund) Colonial Management Associates, Inc.
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income (Colonial)
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund) Colonial
High Yield Securities Fund, Variable Series (High Yield Fund) Colonial
International Horizons Fund, Variable Series (International Horizons Fund)
Colonial Global Equity Fund, Variable Series (Global Equity Fund)
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated
(Stein Roe)
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
Crabbe Huson Real Estate Investment Fund, Variable Series (Real Estate Fund) Crabbe Huson Group, Inc.
(Crabbe Huson)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Stein Roe Global Utilities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 28.63 23.06 15.04
- --------------------------------------------------------------------------
MSCI Index (%) N/A 24.93 19.76 16.86(1)
- --------------------------------------------------------------------------
S&P Index (%) N/A -8.88 13.66 9.11(1)
- --------------------------------------------------------------------------
Lipper Average (%) N/A 15.40 19.64 12.14(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in small
capitalization stocks of U.S. companies. These are stocks with market
capitalizations of less than the market capitalization of the stock in the
Russell 2000 Index that has the largest capitalization at the time of purchase.
The remainder of the Fund's assets may be invested in other stocks, or in bonds
that are rated or considered by the advisor to be investment-grade. In managing
the Fund, Colonial uses a value investing strategy that focuses on buying stocks
cheaply when they are undervalued or "out of favor." Colonial buys stocks that
have attractive current prices, consistent operating performance and/or
favorable future growth prospects. Colonial's strategy uses fact-based
quantitative analysis supported by fundamental business and financial analysis.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
6
<PAGE>
THE FUNDS Colonial Small Cap Value Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total returns. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the Russell 2000 Index (Russell Index), an unmanaged index that
tracks the performance of small-capitalization stocks traded on the New York
Stock Exchange, American Stock Exchange and the NASDAQ. Unlike the Fund, indices
are not investments, do not incur fees or expenses and are not professionally
managed. It is not possible to invest directly in indices. The Fund's return is
also compared to the average return of the funds included in the Lipper Small
Cap-Annuities Funds category average (Lipper Average). This Lipper Average,
which is calculated by Lipper, Inc., is composed of funds with similar
investment objectives to the Fund. Sales charges are not reflected in the Lipper
Average. The chart and table are intended to illustrate some of the risks of
investing in the Fund by showing the changes in the Fund's performance. All
returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. If these
arrangements were not in place, then the performance results would have been
lower. Any expense reduction arrangements may be discontinued at any time. As
with all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1999 6.34%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.43%.
For period shown in bar chart:
Best quarter: 2nd quarter 1999, +16.78%
Worst quarter: 1st quarter 1999, -13.27%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 6.34 (4.85)
- ---------------------------------------------------------------------------------
Russell Index (%) N/A 21.26 4.01(2)
--------------------------------------------------------------------------------
Lipper Average (%) N/A 37.57 12.97 (2)
</TABLE>
(2) Performance information is from April 30, 1998.
7
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least two
nationally recognized rating organizations (investment grade stocks
have a rating of BBB or higher by Standard & Poor's Ratings Services
or Baa or higher by Moody's Investors Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
- ------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 26.73(3)
- ------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 20.42(3)
</TABLE>
(3) Performance information is from June 30, 1994.
9
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- debt securities issued by the U.S. government;
- debt securities issued by foreign governments; and
- lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- BBB through C by Standard & Poor's Ratings Services;
- Baa through D by Moody's Investors Service, Inc.;
- a comparable rating by another nationally recognized rating service;
or
- the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
10
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
11
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
- -----------------------------------------------------------------------------
Lehman Index (%) N/A (2.15) 7.61 7.06(4)
- -----------------------------------------------------------------------------
Lipper Average (%) N/A 0.76 7.84 7.03(4)
</TABLE>
(4) Performance information is from June 30, 1994.
12
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- BBB through C by Standard & Poor's Ratings Services;
- Baa through D by Moody's Investors, Service, Inc.;
- a comparable rating by another nationally recognized rating service;
or
- the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
13
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
14
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- ---------------------------------------------------------------------------
CS Index (%) N/A 3.28 0.06(5)
- ---------------------------------------------------------------------------
Lipper Average (%) N/A 4.04 (0.28)(5)
</TABLE>
(5) Performance information is from April 30, 1998.
15
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- Most equity investment management firms consistently employ a distinct
investment "style" which causes them to emphasize stocks with
particular characteristics;
- Because of changing investor preferences, any given investment style
will move into and out of market favor and will result in better
investment performance under certain market conditions, but less
successful performance under other conditions;
- Consequently, by allocating the Fund's portfolio on an approximately
equal basis among Portfolio Managers employing different styles, the
impact of any one style on investment performance will be diluted, and
the investment performance of the total portfolio will be more
consistent and less volatile over the long term than if a single style
were employed throughout the entire period; and
- More consistent performance at a given annual rate of return over time
produces a higher rate of return for the long term than more volatile
performance having the same average annual rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- J. P. Morgan Investment Management Inc. uses a value approach by
investing in companies that are diversified across all sectors and
that are undervalued relative to the firm's projected growth rates.
- Oppenheimer Capital uses a value approach by investing in companies
that exhibit the ability to generate excess cash flow while earning
high returns on invested capital.
- Boston Partners Asset Management, L.P. uses a value approach by
investing in companies with low price-to-earnings and price-to-book
ratios where a catalyst for positive change has been identified.
- Westwood Management Corporation uses a growth approach by investing in
growth companies selling at reasonable valuations based on the firm's
earnings projections which are not yet reflected in consensus
estimates.
- TCW Investment Management Company incorporates secular growth trends
and uses a "bottom-up" approach by investing in primarily large-cap
companies that have distinct business model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- Changes in a Portfolio Manager's investment style or a departure by a
Portfolio Manager from the investment style for which it had been
selected;
- A deterioration in a Portfolio Manager's performance relative to that
of other investment management firms practicing a similar style; or
- Adverse changes in its ownership or personnel.
16
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
17
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- --------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(6)
- --------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(6)
</TABLE>
(6) Performance information is from October 31, 1997.
18
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
19
<PAGE>
THE FUNDS Newport Tiger Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/1/95 68.01 7.31
- -------------------------------------------------------------------------
MSCI Index (%) N/A 31.00 15.72(7)
- ------------------------------------------------------------------------
Lipper Average (%) N/A 79.74 4.24(7)
</TABLE>
(7) Performance information is from April 30, 1995.
20
<PAGE>
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and preservation of capital purchasing power.
PRIMARY INVESTMENT STRATEGIES
The Fund invests primarily in non-U.S. equity securities which Colonial believes
will provide superior long-term growth. Colonial generally selects stocks of
companies in industries and markets that it believes will react favorably to
inflation in the U.S. economy. Inflation sensitive companies in which the Fund
may invest include:
- companies engaged in the development and processing of natural
resources, and
- companies engaged in consumer-oriented businesses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
As a non-diversified mutual fund, the Fund is allowed to invest a greater
percentage of its total assets in the securities of a single company (and hold
greater than 10% of outstanding voting securities of any issuer). Therefore, the
Fund may have an increased risk of loss compared to a similar diversified mutual
fund.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the Morgan Stanley Capital International EAFE
GDP Index, an unmanaged index that tracks the performance of equity securities
of developed countries outside North America. Unlike the Fund, indices are not
investments, do not incur fees or expenses and are not professionally managed.
It is not possible to invest directly in indices.
21
<PAGE>
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth by investing primarily in global equity
securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in both U.S. and
foreign equity securities. The Fund may invest in companies of any size,
including small capitalization stocks. The Fund may also invest in high quality
U.S. and foreign government debt securities. The Fund generally diversifies its
holdings across several different countries and regions.
The Fund may invest up to 10% of its assets in shares of other investment
companies. Investing in investment companies may involve payment of duplicate
fees because the Fund, as a shareholder, will indirectly pay a portion of the
other investment company's expenses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the Morgan Stanley Capital International World
GDP Index, an unmanaged price index that tracks the performance of global
stocks. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices.
22
<PAGE>
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks to provide growth of capital and current income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests at least 75% of its total
assets in equity securities of real estate investment trusts (REITs) and other
real estate industry companies. In managing the Fund, the sub-advisor follows a
basic value contrarian approach in selecting securities for its portfolio.
The contrarian approach puts primary emphasis on security price, balance sheet
and cash flow analysis and on the relationship between the market price of a
security and its estimated intrinsic value as a share of an ongoing business.
REITs are pooled investment vehicles that invest primarily in income producing
real estate or real estate related loans or interest. The Fund's REIT
investments will consist primarily of equity REITs which invest the majority of
their assets directly in real estate and derive income primarily from rents.
Other real estate industry companies in which the Fund may invest are companies
that derive at least 50% of their revenues or profits from either (a) the
ownership, development, construction, financing, management or sale of
commercial, industrial or residential real estate or (b) products or services
related to the real estate industry, such as building supplies or mortgage
servicing.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
The Fund may invest in equity real estate investment trusts (REITs). REITs are
entities which either own properties or make construction or mortgage loans.
Equity REITs may also include operating or finance companies. Investing in REITs
involves certain unique risks in addition to those risks associated with the
real estate industry in general. The prices of equity REITs are affected by
changes in the value of the underlying property owned by the REITs. REITs are
subject to heavy cash flow dependency and default by borrowers. In addition,
although the Fund does not invest directly in real estate, a REIT investment by
the Fund is subject to certain of the risks associated with the ownership of
real estate. These risks include possible declines in the value of real estate,
risks related to general and local economic conditions, possible lack of
availability of mortgage funds, and changes in interest rates.
The basic value contrarian approach is based on Crabbe Huson's belief that the
securities of many companies often sell at a discount from the securities'
estimated intrinsic value. The Fund attempts to identify and invest in such
undervalued securities in the hope that their market price will rise to their
estimated intrinsic value. If Crabbe Huson's assessment of a company's prospects
is wrong, the price of its stock may not approach the value Crabbe Huson has
placed on it.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the NAREIT Equity Index, an unmanaged index
that tracks the performance of all equity real estate investment trusts that
trade on the New York Stock Exchange, the American Stock Exchange and the
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices.
23
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial Small Cap Value Fund, Variable Series 0.80%(1)
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial High Yield Securities Fund, Variable Series 0.60%(2)
Liberty All-Star Equity Fund, Variable Series 0.80%
Newport Tiger Fund, Variable Series 0.90%
Colonial International Horizons Fund, Variable Series 0.95%(3)
Colonial Global Equity Fund, Variable Series 0.95%(4)
Crabbe Huson Real Estate Investment Fund, Variable Series 1.00%(5)
</TABLE>
(1) The Small Cap Fund's advisor has voluntarily agreed to waive its management
fee and reimburse other expenses so that total expenses of the Fund
(excluding interest, taxes, 12b-1, brokerage and extraordinary expenses) do
not exceed 1.00%. As a result the actual management fee paid to the advisor
for the 1999 fiscal year was 0.00%.
(2) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.12%.
(3) The International Horizons Fund's advisor has voluntarily agreed to waive
its management fee and reimburse other expenses so that the total expenses
of the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.15%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.00%.
(4) The Global Equity Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.15%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.12%.
(5) The Real Estate Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of the
Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.20%. As a result the actual management fee paid
to the advisor for the 1999 fiscal year was 0.00%.
24
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Small Cap Fund, U.S. Growth & Income Fund, Strategic Income Fund, High Yield
Fund, International Horizons Fund and Global Equity Fund. Colonial's principal
business address is One Financial Center, Boston, Massachusetts 02111. As of
March 31, 2000, Colonial managed over $15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Small Cap Value Fund, Variable Series 0.60%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial High Yield Securities Fund, Variable Series 0.40%
Colonial International Horizons Fund, Variable Series 0.75%
Colonial Global Equity Fund, Variable Series 0.75%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
James P. Haynie, a senior vice president of Colonial, has co-managed the Small
Cap Fund since 1993.
Michael Rega, a vice president of Colonial, has co-managed the Small Cap Fund
since 1996. He was an analyst at Colonial from 1993 to 1996.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. He also has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
Charles R. Roberts, a senior vice president of Colonial, has been the lead
manager for the International Horizons Fund since March, 2000. Mr. Roberts is
also a senior vice president of Newport and Newport Pacific Management, Inc.
(Newport Pacific), an affiliate of Colonial. Mr. Roberts has been employed with
Newport and Newport Pacific since November, 1998. Prior to joining Newport and
Newport Pacific, he managed the European component of institutional
international equity accounts at Progress Investment Management (Progress) since
1997. Prior to joining Progress in 1997, he managed the European component of
institutional international equity accounts and was a member of the investment
policy committee at Sit/Kim International (Sit/Kim) since prior to 1994.
Michael Ellis, a senior vice president of Colonial, has co-managed the
International Horizons Fund since March, 2000. Mr. Ellis is also a senior vice
president of Newport and Newport Pacific. Prior to joining Newport and Newport
Pacific in December, 1996, he was a vice president at Matthews International
Capital Management since September, 1991.
Deborah Snee, a Vice President of Colonial and Europe analyst at Colonial, Stein
Roe and Newport, has co-managed International Horizons Fund since March, 2000.
Prior to working at Newport, Ms. Snee spent five years at Sit/Kim as an emerging
markets analyst.
25
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Ophelia Barsketis, a senior vice president of Colonial, has co-managed the
Global Equity Fund since March, 2000. Ms. Barsketis joined Stein Roe, an
affiliate of Colonial, in 1983 and progressed through a variety of equity
analyst positions before assuming her current responsibilities, which include
managing other Stein Roe and Colonial funds.
Deborah A. Jansen, a senior vice president of Colonial and senior research
analyst for global and domestic equities and global economic forecasting for
Stein Roe, has co-managed the Global Equity Fund since March, 2000. Ms. Jansen
joined Stein Roe in 1987 and served as an associate economist and senior
economist before assuming her current responsibilities, which include managing
other Stein Roe and Colonial Funds. Ms. Jansen left Stein Roe in January, 1995
and returned to her position as a vice president in March, 1996. From June 5,
1995 through June 30, 1995, Ms. Jansen was a senior equity research analyst for
BancOne Investment Advisers Corporation.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
26
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment Management,
Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners Asset
Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW Investment
Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
CRABBE HUSON
Crabbe Huson, an investment advisor since 1980, is the Sub-Advisor of the Real
Estate Fund. Crabbe Huson's principal address is 121 S.W. Morrison, Suite 1400,
Portland, Oregon 97204. As of March 31, 2000, Crabbe Huson managed over $267
million in assets.
LASC, out of the management fees it receives from the Trust, pays Crabbe Huson a
sub-advisory fee at the annual rate of 0.80% of the average daily net assets of
the Real Estate Fund.
Michael B. Stokes has managed the Real Estate Fund since its inception in June,
1999. Mr. Stokes joined Crabbe Huson in August, 1996. Prior to joining Crabbe
Huson, he was a financial analyst for Salomon Brothers from July, 1994 to June,
1996.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
RULE 12b-1 PLAN
The Trust has adopted a plan for and on behalf of the International Horizons
Fund, Global Equity Fund and Real Estate Fund in accordance with Rule 12b-1
(Plan) under the Investment Company Act of 1940. The Plan allows the Fund to pay
distribution fees for the sale and distribution of their shares. Under the plan,
the Trust pays the distributor a fee of 0.25% of the average daily net assets
attributable to the Funds' shares. Because these fees are an ongoing expense,
over time they increase the cost of an investment and the shares will cost more
than shares that are not subject to a service fee.
27
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, High Yield Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund, High Yield Fund) Zero coupon
bonds do not pay interest in cash on a current basis, but instead accrue
interest over the life of the bond. As a result, these securities are issued at
a deep discount. The value of these securities may fluctuate more than similar
securities that pay interest periodically. Although these securities pay no
interest to holders prior to maturity, interest on these securities is reported
as income to the Fund and distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
28
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
29
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
Total from investment operations 3.91 2.17 3.08 0.69 2.85
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
In excess of net investment income --- (0.01) --- --- ---
Dividends from net realized gains on investments (0.29) (0.11) (1.38) --- ---
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(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.
30
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C>
Net asset value, beginning of period ($) 8.59 10.00
Net investment income (a) 0.02 0.08
Net realized and unrealized gains (losses) on investments 0.52 (1.41)
Total from investment operations 0.54 (1.33)
Less distributions:
Dividends from net investment income (0.01) (0.07)
In excess of net investment income --- (0.01)
Total distributions (0.01) (0.08)
Net asset value, end of year 9.12 8.59
TOTAL RETURN
Total investment return (%)(b)(c) 6.34 (13.25)**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 3,817 1,782
Ratio of expenses to average net assets (%) (d)(e) 1.00 1.00*
Ratio of net investment income to
average net assets (%) (d) 0.23 1.41*
Portfolio turnover ratio (%) 74 51**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(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) Had the manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 3.66% and
4.32% (annualized), respectively.
31
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
Total from investment operations 2.21 3.28 4.57 2.71 3.05
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
In excess of net investment income --- --- (0.01) --- ---
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
In excess of net realized gains --- (0.02) (0.01) --- ---
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
32
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
Total from investment operations 0.20 0.67 1.01 1.08 1.79
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
In excess of net investment income --- (0.02) (0.05) --- ---
Dividends from net realized gains --- --- (0.05) (0.07) (0.03)
In excess of net realized gains --- --- (0.01) --- ---
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(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) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
33
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C>
Net asset value, beginning of year ($) 9.31 10.00
Net investment income (a) 0.88 0.48
Net realized and unrealized losses (0.72) (0.74)
Total from investment operations 0.16 (0.26)
Less distributions:
Dividends from net investment income (0.62) (0.43)
In excess of net investment income --- (0.00)
Total distributions (0.62) (0.43)
Net asset value, end of year ($) 8.85 9.31
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
Ratio of net investment income to average net assets (%) (c)(d) 9.36 7.93*
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.28% and
1.84% (annualized), respectively.
34
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C> <C>
Net asset value, beginning of year ($) 11.90 10.07 10.00
Net investment income (a) 0.06 0.06 0.01
Net realized and unrealized gains on investments 0.94 1.82 0.07
Total from investment operations 1.00 1.88 0.08
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
Dividends form net realized gains on investments (0.38) --- ---
Total distributions (0.43) (0.05) (0.01)
Net asset value, end of year ($) 12.47 11.90 10.07
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997 to
December 31, 1997.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04% and
1.45% (annualized), respectively.
35
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
PER SHARE OPERATING PERFORMANCE:
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
In excess of net investment income --- --- (0.01) --- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
36
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
PER SHARE OPERATING PERFORMANCE:
<S> <C>
Net asset value, beginning of period ($) 10.00
Net investment income (a) 0.06
Net realized and unrealized gain on investments and
foreign currency transactions 2.36
Total from investment operations 2.42
Less distributions:
Dividends from net investment income (0.05)
In excess of net investment income (0.06)
Total distributions (0.11)
Net asset value, end of period ($) 12.31
TOTAL RETURN
Total investment return (%)(b)(c) 24.24**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 7,707
Ratio of expenses to average net assets (%) (d)(e) 1.40*
Ratio of net investment income to
average net assets (%) (d) 0.85*
Portfolio turnover ratio (%) 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 2.36%
(annualized).
37
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
PER SHARE OPERATING PERFORMANCE:
<S> <C>
Net asset value, beginning of period ($) 10.00
Net investment income (a) 0.04
Net realized and unrealized losses on investments 1.22
Total from investment operations 1.26
Less distributions:
Dividends from net investment income (0.05)
Total distributions (0.05)
Net asset value, end of period ($) 11.21
TOTAL RETURN
Total investment return (%)(b)(c) 12.57**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 7,284
Ratio of expenses to average net assets (%) (d)(e) 1.40*
Ratio of net investment income to 0.55*
average net assets (%) (d)
Portfolio turnover ratio (%) 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 2.23%
(annualized).
38
<PAGE>
FINANCIAL HIGHLIGHTS
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
PER SHARE OPERATING PERFORMANCE:
<S> <C>
Net asset value, beginning of period ($) 10.00
Net investment income (a) 0.31
Net realized and unrealized losses on investments (1.70)
Total from investment operations (1.39)
Less distributions:
Dividends from net investment income (0.22)
Return of capital (0.05)
Total distributions (0.27)
Net asset value, end of period ($) 8.34
TOTAL RETURN
Total investment return (%)(b)(c) (13.80)**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 2,180
Ratio of expenses to average net assets (%) (d)(e) 1.45*
Ratio of net investment income to
average net assets (%) (d) 5.90*
Portfolio turnover ratio (%) 57**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1, 1999 to
December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 4.25%
(annualized).
39
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
40
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Newport Tiger Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST ................................................................ 3
THE FUNDS ................................................................ 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Stein Roe Global Utilities Fund, Variable Series........................... 4
Colonial U.S. Growth & Income Fund, Variable Series........................ 6
Colonial High Yield Securities Fund, Variable Series....................... 8
Liberty All-Star Equity Fund, Variable Series.............................. 11
Colonial International Horizons Fund, Variable Series...................... 14
Crabbe Huson Real Estate Investment Fund, Variable Series.................. 15
TRUST MANAGEMENT ORGANIZATIONS ............................................ 16
The Trustees............................................................... 16
Investment Advisor: Liberty Advisory Services Corp........................ 16
Investment Sub-Advisors and Portfolio Managers............................. 16
Rule 12b-1 Plan............................................................ 19
OTHER INVESTMENT STRATEGIES AND RISKS ..................................... 20
Structure Risk............................................................. 20
Zero Coupon Bonds.......................................................... 20
Convertible Securities..................................................... 20
Derivative Strategies...................................................... 20
Temporary Defensive Strategies............................................. 20
FINANCIAL HIGHLIGHTS ...................................................... 21
SHAREHOLDER INFORMATION ................................................... 27
Purchases and Redemptions.................................................. 27
How the Funds Calculate Net Asset Value.................................... 27
Dividends and Distributions................................................ 27
Tax Consequences........................................................... 27
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about six of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C>
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income Colonial Management Associates, Inc. (Colonial)
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial High Yield Securities Fund, Variable Series (High Yield Fund)
Colonial International Horizons Fund, Variable Series (International Horizons
Fund)
- --------------------------------------------------------------------------------------------------------------------------------
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated (Stein Roe)
- --------------------------------------------------------------------------------------------------------------------------------
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
- --------------------------------------------------------------------------------------------------------------------------------
Crabbe Huson Real Estate Investment Fund, Variable Series (Real Estate Fund) Crabbe Huson Group, Inc. (Crabbe Huson)
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
Fund (%) 7/1/93 28.63 23.06 15.04
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
MSCI Index (%) N/A 24.93 19.76 16.86(1)
- -----------------------------------------------------------------------------------------------------
S&P Index (%) N/A -8.88 13.66 9.11(1)
- -----------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 15.40 19.64 12.14(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
6
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
- ---------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 26.73(2)
- ---------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 20.42(2)
</TABLE>
(2) Performance information is from June 30, 1994.
7
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors, Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
8
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
9
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- ---------------------------------------------------------------------------------------
CS Index (%) N/A 3.28 0.06(3)
- ---------------------------------------------------------------------------------------
Lipper Average (%) N/A 4.04 (0.28)(3)
</TABLE>
(3) Performance information is from April 30, 1998.
10
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- Most equity investment management firms consistently employ a
distinct investment "style" which causes them to emphasize
stocks with particular characteristics;
- Because of changing investor preferences, any given investment
style will move into and out of market favor and will result
in better investment performance under certain market
conditions, but less successful performance under other
conditions;
- Consequently, by allocating the Fund's portfolio on an
approximately equal basis among Portfolio Managers employing
different styles, the impact of any one style on investment
performance will be diluted, and the investment performance of
the total portfolio will be more consistent and less volatile
over the long term than if a single style were employed
throughout the entire period; and
- More consistent performance at a given annual rate of return
over time produces a higher rate of return for the long term
than more volatile performance having the same average annual
rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- J.P. Morgan Investment Management Inc. uses a value approach
by investing in companies that are diversified across all
sectors and that are undervalued relative to the firm's
projected growth rates.
- Oppenheimer Capital uses a value approach by investing in
companies that exhibit the ability to generate excess cash
flow while earning high returns on invested capital.
- Boston Partners Asset Management, L.P. uses a value approach
by investing in companies with low price-to-earnings and
price-to-book ratios where a catalyst for positive change has
been identified.
- Westwood Management Corporation uses a growth approach by
investing in growth companies selling at reasonable valuations
based on the firm's earnings projections which are not yet
reflected in consensus estimates.
- TCW Investment Management Company incorporates secular
growth trends and uses a "bottom-up" approach by investing in
primarily large-cap companies that have distinct business
model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- Changes in a Portfolio Manager's investment style or a
departure by a Portfolio Manager from the investment style for
which it had been selected;
- A deterioration in a Portfolio Manager's performance relative
to that of other investment management firms practicing a
similar style; or
- Adverse changes in its ownership or personnel.
11
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
12
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- ---------------------------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(4)
- ---------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(4)
</TABLE>
(4) Performance information is from October 31, 1997.
13
<PAGE>
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and preservation of capital purchasing power.
PRIMARY INVESTMENT STRATEGIES
The Fund invests primarily in non-U.S. equity securities which Colonial believes
will provide superior long-term growth. Colonial generally selects stocks of
companies in industries and markets that it believes will react favorably to
inflation in the U.S. economy. Inflation sensitive companies in which the Fund
may invest include:
- - companies engaged in the development and processing of natural
resources, and
- - companies engaged in consumer-oriented businesses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
As a non-diversified mutual fund, the Fund is allowed to invest a greater
percentage of its total assets in the securities of a single company (and hold
greater than 10% of outstanding voting securities of any issuer). Therefore, the
Fund may have an increased risk of loss compared to a similar diversified mutual
fund.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the Morgan Stanley Capital International EAFE
GDP Index, an unmanaged index that tracks the performance of equity securities
of developed countries outside North America. Unlike the Fund, indices are not
investments, do not incur fees or expenses and are not professionally managed.
It is not possible to invest directly in indices.
14
<PAGE>
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks to provide growth of capital and current income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests at least 75% of its total
assets in equity securities of real estate investment trusts (REITs) and other
real estate industry companies. In managing the Fund, the sub-advisor follows a
basic value contrarian approach in selecting securities for its portfolio.
The contrarian approach puts primary emphasis on security price, balance sheet
and cash flow analysis and on the relationship between the market price of a
security and its estimated intrinsic value as a share of an ongoing business.
REITs are pooled investment vehicles that invest primarily in income producing
real estate or real estate related loans or interest. The Fund's REIT
investments will consist primarily of equity REITs which invest the majority of
their assets directly in real estate and derive income primarily from rents.
Other real estate industry companies in which the Fund may invest are companies
that derive at least 50% of their revenues or profits from either (a) the
ownership, development, construction, financing, management or sale of
commercial, industrial or residential real estate or (b) products or services
related to the real estate industry, such as building supplies or mortgage
servicing.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
The Fund may invest in equity real estate investment trusts (REITs). REITs are
entities which either own properties or make construction or mortgage loans.
Equity REITs may also include operating or finance companies. Investing in REITs
involves certain unique risks in addition to those risks associated with the
real estate industry in general. The prices of equity REITs are affected by
changes in the value of the underlying property owned by the REITs. REITs are
subject to heavy cash flow dependency and default by borrowers. In addition,
although the Fund does not invest directly in real estate, a REIT investment by
the Fund is subject to certain of the risks associated with the ownership of
real estate. These risks include possible declines in the value of real estate,
risks related to general and local economic conditions, possible lack of
availability of mortgage funds, and changes in interest rates.
The basic value contrarian approach is based on Crabbe Huson's belief that the
securities of many companies often sell at a discount from the securities'
estimated intrinsic value. The Fund attempts to identify and invest in such
undervalued securities in the hope that their market price will rise to their
estimated intrinsic value. If Crabbe Huson's assessment of a company's prospects
is wrong, the price of its stock may not approach the value Crabbe Huson has
placed on it.
PERFORMANCE HISTORY
Because the Fund has not completed one full calendar year of investment
performance, information related to the Fund's performance has not been included
in this prospectus.
The Fund's return is compared to the NAREIT Equity Index, an unmanaged index
that tracks the performance of all equity real estate investment trusts that
trade on the New York Stock Exchange, the American Stock Exchange and the
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices.
15
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial High Yield Securities Fund, Variable Series 0.60% (1)
Liberty All-Star Equity Fund, Variable Series 0.80%
Colonial International Horizons Fund, Variable Series 0.95% (2)
Crabbe Huson Real Estate Investment Fund, Variable Series 1.00% (3)
</TABLE>
(1) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.12%.
(2) The International Horizons Fund's advisor has voluntarily agreed to
waive its management fee and reimburse other expenses so that the total
expenses of the Fund (excluding interest, taxes, 12b-1, brokerage and
extraordinary expenses) do not exceed 1.15%. As a result the actual
management fee paid to the advisor for the 1999 fiscal year was 0.00%.
(3) The Real Estate Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.20%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.00%.
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
U.S. Growth & Income Fund, High Yield Fund and International Horizons Fund.
Colonial's principal business address is One Financial Center, Boston,
Massachusetts 02111. As of March 31, 2000, Colonial managed over $15.7 billion
in assets.
16
<PAGE>
TRUST MANAGEMENT ORGANIZATION
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial High Yield Securities Fund, Variable Series 0.40%
Colonial International Horizons Fund, Variable Series 0.75%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
Charles R. Roberts, a senior vice president of Colonial, has been the lead
manager for the International Horizons Fund since March, 2000. Mr. Roberts is
also a senior vice president of Newport and Newport Pacific Management, Inc.
(Newport Pacific), an affiliate of Colonial. Mr. Roberts has been employed with
Newport and Newport Pacific since November, 1998. Prior to joining Newport and
Newport Pacific, he managed the European component of institutional
international equity accounts at Progress Investment Management (Progress) since
1997. Prior to joining Progress in 1997, he managed the European component of
institutional international equity accounts and was a member of the investment
policy committee at Sit/Kim International (Sit/Kim) since prior to 1994.
Michael Ellis, a senior vice president of Colonial, has co-managed the
International Horizons Fund since March, 2000. Mr. Ellis is also a senior vice
president of Newport and Newport Pacific. Prior to joining Newport and Newport
Pacific in December, 1996, he was a vice president at Matthews International
Capital Management since September, 1991.
Deborah Snee, a Vice President of Colonial and Europe analyst at Colonial, Stein
Roe and Newport, has co-managed International Horizons Fund since March, 2000.
Prior to working at Newport, Ms. Snee spent five years at Sit/Kim as an emerging
markets analyst.
Colonial will use its affiliate, Newport Fund Management, Inc.'s (Newport),
trading facilities when buying or selling foreign securities for the Funds'
portfolios. Newport executes all trades under its own procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997. Ms. Barsketis joined Stein Roe in
1983 and progressed through a variety of equity analyst positions before
assuming her current responsibilities, which include managing other Stein Roe
funds.
17
<PAGE>
TRUST MANAGEMENT ORGANIZATION
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997. Ms. Jansen joined
Stein Roe in 1987 and served as an associate economist and senior economist
before assuming her current responsibilities, which include managing other Stein
Roe Funds. Ms. Jansen left Stein Roe in January, 1995 and returned to her
position as a vice president in March, 1996. From June 5, 1995 through June 30,
1995, Ms. Jansen was a senior equity research analyst for BancOne Investment
Advisers Corporation.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment
Management, Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW
Investment Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
CRABBE HUSON
Crabbe Huson, an investment advisor since 1980, is the Sub-Advisor of the Real
Estate Fund. Crabbe Huson's principal address is 121 S.W. Morrison, Suite 1400,
Portland, Oregon 97204. As of March 31, 2000, Crabbe Huson managed over $267
million in assets.
LASC, out of the management fees it receives from the Trust, pays Crabbe Huson a
sub-advisory fee at the annual rate of 0.80% of the average daily net assets of
the Real Estate Fund.
Michael B. Stokes has managed the Real Estate Fund since its inception in June,
1999. Mr. Stokes joined Crabbe Huson in August, 1996. Prior to joining Crabbe
Huson, he was a financial analyst for Salomon Brothers from July, 1994 to June,
1996.
18
<PAGE>
TRUST MANAGEMENT ORGANIZATION
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
RULE 12b-1 PLAN
The Trust has adopted a plan for and on behalf of the International Horizons
Fund and Real Estate Fund in accordance with Rule 12b-1 (Plan) under the
Investment Company Act of 1940. The Plan allows the Fund to pay distribution
fees for the sale and distribution of their shares. Under the plan, the Trust
pays the distributor a fee of 0.25% of the average daily net assets attributable
to the Funds' shares. Because these fees are an ongoing expense, over time they
increase the cost of an investment and the shares will cost more than shares
that are not subject to a service fee.
19
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
STRUCTURE RISK
(U.S. Growth & Income Fund, High Yield Fund) Structure risk is the risk that an
event will occur (such as a security being prepaid or called) that alters the
security's cash flows. Prepayment risk is a particular type of structure risk
that is present in a Fund because of its investments in mortgage-backed
securities and asset-backed securities. Prepayment risk is the possibility that
asset-backed securities may be prepaid if the underlying debt securities are
prepaid. Prepayment risk for mortgage-backed securities is the possibility that,
as interest rates fall, homeowners are more likely to refinance their home
mortgages. When mortgages are refinanced, the principal on mortgage-backed
securities is paid earlier than expected. In an environment of declining
interest rates, asset-backed securities and mortgage-backed securities may offer
less potential for gain than other debt securities. During periods of rising
interest rates, these securities have a high risk of declining in price because
the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, High Yield Fund) Zero coupon bonds do not pay interest
in cash on a current basis, but instead accrue interest over the life of the
bond. As a result, these securities are issued at a deep discount. The value of
these securities may fluctuate more than similar securities that pay interest
periodically. Although these securities pay no interest to holders prior to
maturity, interest on these securities is reported as income to the Fund and
distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
20
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
- ---------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
- ---------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
- ---------------------------------------------------------------------------------------------------------------------
Total from investment operations 3.91 2.17 3.08 0.69 2.85
- ---------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
- ---------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.01) --- --- ---
- ---------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on investments (0.29) (0.11) (1.38) --- ---
- ---------------------------------------------------------------------------------------------------------------------
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
- ---------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
- ---------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
- ---------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
- ---------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
- ---------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
- ---------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(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.
21
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
- --------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
- --------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
- --------------------------------------------------------------------------------------------------------------------------
Total from investment operations 2.21 3.28 4.57 2.71 3.05
- --------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
- --------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- --- (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
- --------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains --- (0.02) (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
- --------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
- --------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
- --------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
- --------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
- --------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Computed giving effect to Manager's expense limitation
undertaking.
(d) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been
1.07%.
22
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 9.31 10.00
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.88 0.48
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized losses (0.72) (0.74)
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.16 (0.26)
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.62) (0.43)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.00)
- ------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.62) (0.43)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 8.85 9.31
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%) (c)(d) 9.36 7.93*
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19,
1998 to December 31, 1998.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been
1.28% and 1.84% (annualized), respectively.
23
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
- --------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.06 0.06 0.01
- --------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 0.94 1.82 0.07
- --------------------------------------------------------------------------------------------------------------
Total from investment operations 1.00 1.88 0.08
- --------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
- --------------------------------------------------------------------------------------------------------------
Dividends form net realized gains on investments (0.38) --- ---
- --------------------------------------------------------------------------------------------------------------
Total distributions (0.43) (0.05) (0.01)
- --------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 12.47 11.90 10.07
- --------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
- --------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
- --------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
- --------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
- --------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November
17, 1997 to December 31, 1997.
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Computed giving effect to Manager's expense limitation
undertaking.
(d) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been
1.04% and 1.45% (annualized), respectively.
24
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
<S> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 10.00
- --------------------------------------------------------------------------------------------
Net investment income (a) 0.06
- --------------------------------------------------------------------------------------------
Net realized and unrealized gain on investments and
foreign currency transactions 2.36
- --------------------------------------------------------------------------------------------
Total from investment operations 2.42
- --------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05)
- --------------------------------------------------------------------------------------------
In excess of net investment income (0.06)
- --------------------------------------------------------------------------------------------
Total distributions (0.11)
- --------------------------------------------------------------------------------------------
Net asset value, end of period ($) 12.31
- --------------------------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 24.24**
- --------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 7,707
- --------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.40*
- --------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.85*
- --------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1,
1999 to December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of
expenses, total return would have been reduced.
(d) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been
2.36% (annualized).
25
<PAGE>
FINANCIAL HIGHLIGHTS
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Period Ended
December 31,
1999***
<S> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 10.00
- ---------------------------------------------------------------------------------
Net investment income (a) 0.31
- ---------------------------------------------------------------------------------
Net realized and unrealized losses on investments (1.70)
- ---------------------------------------------------------------------------------
Total from investment operations (1.39)
- ---------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.22)
- ---------------------------------------------------------------------------------
Return of capital (0.05)
- ---------------------------------------------------------------------------------
Total distributions (0.27)
- ---------------------------------------------------------------------------------
Net asset value, end of period ($) 8.34
- ---------------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) (13.80)**
- ---------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 2,180
- ---------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.45*
- ---------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 5.90*
- ---------------------------------------------------------------------------------
Portfolio turnover ratio (%) 57**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations June 1,
1999 to December 31, 1999.
(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) Had the Manager not waived or reimbursed a portion of
expenses, total return would have been reduced.
(d) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been
4.25% (annualized).
26
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
27
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust: 811-07556
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST ............................................................ 3
THE FUNDS ............................................................ 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial Growth and Income Fund, Variable Series...................... 4
Stein Roe Global Utilities Fund, Variable Series...................... 6
Colonial U.S. Growth & Income Fund, Variable Series................... 8
Colonial Strategic Income Fund, Variable Series....................... 10
Colonial International Fund for Growth, Variable Series............... 13
Newport Tiger Fund, Variable Series................................... 15
TRUST MANAGEMENT ORGANIZATIONS ....................................... 17
The Trustees.......................................................... 17
Investment Advisor: Liberty Advisory Services Corp................... 17
Investment Sub-Advisors and Portfolio Managers........................ 17
OTHER INVESTMENT STRATEGIES AND RISKS ................................ 20
U.S. Government Securities............................................ 20
Structure Risk........................................................ 20
Zero Coupon Bonds..................................................... 20
Convertible Securities................................................ 20
Derivative Strategies................................................. 21
Temporary Defensive Strategies........................................ 21
FINANCIAL HIGHLIGHTS ................................................. 22
SHAREHOLDER INFORMATION .............................................. 28
Purchases and Redemptions............................................. 28
How the Funds Calculate Net Asset Value............................... 28
Dividends and Distributions........................................... 28
Tax Consequences...................................................... 28
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about six of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
<S> <C>
Colonial Growth and Income Fund, Variable Series (Growth & Income Fund) Colonial Management Associates, Inc. (Colonial)
Colonial International Fund for Growth, Variable Series (International Fund)
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
- ----------------------------------------------------------------------------------------------------------------------------------
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated (Stein Roe)
- ----------------------------------------------------------------------------------------------------------------------------------
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc. (Newport)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks primarily income and long-term capital growth and, secondarily,
preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The Fund invests in both U.S. and foreign common stocks. In selecting stocks for
the Fund, Colonial invests primarily in "value" stocks. Colonial generally
selects stocks which, when purchased, fall into one of the following categories:
1. Companies whose current business activities provide earnings,
dividends or assets that represent above average value;
2. Companies which have a record of consistent earnings growth
that may provide above average stability or value in turbulent
markets; or
3. Companies with anticipated business growth prospects that
represent above average value.
Colonial assesses whether a company's prospects are "above average." Colonial
makes this judgment subjectively, based upon available information.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Colonial Growth and Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1994 -0.76%
1995 30.03%
1996 17.89%
1997 28.97%
1998 11.13%
1999 5.55%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.59%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +16.92%
Worst quarter: 3rd quarter 1998, -13.57%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 5.55 18.32 14.52
- ---------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 22.46(1)
- ---------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 17.74(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
6
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 28.63 23.06 15.04
- --------------------------------------------------------------------------------------------------
MSCI Index (%) N/A 24.93 19.76 16.86(2)
- --------------------------------------------------------------------------------------------------
S&P Index (%) N/A -8.88 13.66 9.11(2)
- --------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 15.40 19.64 12.14(2)
</TABLE>
(2) Performance information is from June 30, 1993.
7
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
- ------------------------------------------ -------------- -------------- ----------- -------------
S&P Index (%) N/A 21.03 28.54 26.73(3)
- ------------------------------------------ -------------- -------------- ----------- -------------
Lipper Average (%) N/A 14.63 21.86 20.42(3)
</TABLE>
(3) Performance information is from June 30, 1994.
9
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- - debt securities issued by the U.S. government;
- - debt securities issued by foreign governments; and
- - lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
10
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
11
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
- -------------------------------------------------------------------------------------------------
Lehman Index (%) N/A (2.15) 7.61 7.06(4)
- -------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 0.76 7.84 7.03(4)
</TABLE>
(4) Performance information is from June 30, 1994.
12
<PAGE>
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity securities
of companies located outside the United States. The Fund may invest in equity
securities located in any foreign country, including emerging market countries.
The Fund may invest in companies of any size, including small capitalization
stocks. The Fund may also invest in high-quality foreign government debt
securities. The Fund generally diversifies its holdings across several different
countries and regions.
The Fund may invest up to 10% of its assets in shares of other investment
companies. Investing in investment companies may involve payment of duplicate
fees because the Fund, as a shareholder, will indirectly pay a portion of the
other investment company's expenses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
As a non-diversified mutual fund, the Fund is allowed to invest or hold greater
than 10% of outstanding voting securities of any issuer (more than 5% of its
total assets in the securities of a single issuer). This may concentrate issuer
risk and, therefore, the Fund may have an increased risk of loss compared to a
similar diversified mutual fund.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
13
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Morgan Stanley Capital
International EAFE Index (MSCI Index), an unmanaged index that tracks the
performance of international stocks by market capitalization. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper International-Annuities Funds category average (Lipper Average). This
Lipper Average, which is calculated by Lipper, Inc., is composed of funds with
similar investment objectives to the Fund. Sales charges are not reflected in
the Lipper Average. The chart and table are intended to illustrate some of the
risks of investing in the Fund by showing the changes in the Fund's performance.
All returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. As with
all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 5.85%
1996 5.61%
1997 -3.27%
1998 12.96%
1999 40.58%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.08%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +23.31%
Worst quarter: 3rd quarter 1998, -16.04%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 5/2/94 40.58 11.42 8.81
- --------------------------------------------------------------------------------------------------
MSCI Index (%) N/A 26.96 12.83 11.21(5)
- --------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 43.23 17.36 14.16(5)
</TABLE>
(5) Performance information is from April 30, 1994.
14
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
15
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/1/95 68.01 7.31
- -------------------------------------------------------------------------------------
MSCI Index (%) N/A 31.00 15.72(6)
- -------------------------------------------------------------------------------------
Lipper Average (%) N/A 79.74 4.24(6)
</TABLE>
(6) Performance information is from April 30, 1995.
16
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.65%
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial International Fund for Growth, Variable Series 0.90%
Newport Tiger Fund, Variable Series 0.90%
</TABLE>
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Growth & Income Fund, U.S. Growth & Income Fund, Strategic Income Fund and
International Fund. Colonial's principal business address is One Financial
Center, Boston, Massachusetts 02111. As of March 31, 2000, Colonial managed over
$15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.45%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial International Fund for Growth, Variable Series 0.70%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Scott Schermerhorn, a senior vice president of Colonial, has managed the Growth
& Income Fund since November, 1999. Mr. Schermerhorn has managed various other
funds at Colonial since October, 1998. From May, 1996 to October, 1998, Mr.
Schermerhorn was the head of the value team at Federated Investors, where he
managed the American Leader Fund, Federated Stock Trust and Federated Stock and
Bond Fund, as well as other institutional accounts. From February, 1990 to May,
1996, Mr. Schermerhorn was a portfolio manager and a member of the growth and
income team at J&W Seligman.
17
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. Mr. Ericson, a senior vice president of Colonial and director of
Colonial's Taxable Fixed Income Group, has managed various other Colonial
taxable income funds since 1985.
Charles R. Roberts, a senior vice president of Colonial, has been the lead
manager for the International Fund since March, 2000. Mr. Roberts is also a
senior vice president of Newport and Newport Pacific Management, Inc. (Newport
Pacific), an affiliate of Colonial. Mr. Roberts has been employed with Newport
and Newport Pacific since November, 1998. Prior to joining Newport and Newport
Pacific, he managed the European component of institutional international equity
accounts at Progress Investment Management (Progress) since 1997. Prior to
joining Progress in 1997, he managed the European component of institutional
international equity accounts and was a member of the investment policy
committee at Sit/Kim International (Sit/Kim) since prior to 1994.
Michael Ellis, a senior vice president of Colonial, has co-managed the
International Fund since March, 2000. Mr. Ellis is also a senior vice president
of Newport and Newport Pacific. Prior to joining Newport and Newport Pacific in
December, 1996, he was a vice president at Matthews International Capital
Management since September, 1991.
Deborah Snee, a Vice President of Colonial and Europe analyst at Colonial, Stein
Roe and Newport, has co-managed the International Fund since March, 2000. Prior
to working at Newport, Ms. Snee spent five years at Sit/Kim as an emerging
markets analyst.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997. Ms. Barsketis joined Stein Roe in
1983 and progressed through a variety of equity analyst positions before
assuming her current responsibilities, which include managing other Stein Roe
funds.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997. Ms. Jansen joined
Stein Roe in 1987 and served as an associate economist and senior economist
before assuming her current responsibilities, which include managing other Stein
Roe. Ms. Jansen left Stein Roe in January, 1995 and returned to her position as
a vice president in March, 1996. From June 5, 1995 through June 30, 1995, Ms.
Jansen was a senior equity research analyst for BancOne Investment Advisers
Corporation.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
18
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
19
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, International Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund) Zero coupon bonds do not pay
interest in cash on a current basis, but instead accrue interest over the life
of the bond. As a result, these securities are issued at a deep discount. The
value of these securities may fluctuate more than similar securities that pay
interest periodically. Although these securities pay no interest to holders
prior to maturity, interest on these securities is reported as income to the
Fund and distributed to its shareholders..
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund) Convertible securities are preferred stocks or bonds
that pay a fixed dividend or interest payment and are convertible into common
stocks at a specified price or conversion ratio. The risk of investing in
convertible securities is the value of the underlying securities will fluctuate.
20
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
Each Fund's Sub-Advisor may determine that adverse market conditions make it
desirable to temporarily suspend the Fund's normal investment activities. During
such times, a Fund may, but is not required to, invest in cash or high-quality,
short-term debt securities, without limit.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
21
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 16.39 15.34 13.96 12.60 10.03
- -------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.17 0.20 0.28 0.28 0.29
- -------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on
investments 0.69 1.50 3.75 1.98 2.72
- -------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.86 1.70 4.03 2.26 3.01
- -------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.15) (0.18) (0.27) (0.28) (0.25)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.00) (0.01) --- ---
- -------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains (3.85) (0.47) (2.37) (0.62) (0.19)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains (0.07) (0.00) --- --- ---
- -------------------------------------------------------------------------------------------------------------------------
Total distributions (4.07) (0.65) (2.65) (0.90) (0.44)
- -------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 13.18 16.39 15.34 13.96 12.60
- -------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 5.55 11.13 28.97 17.89 30.03
- -------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 197,523 149,820 106,909 93,247 71,070
- -------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (c) 0.73 0.76 0.79 0.79 0.81
- -------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (c) 0.99 1.24 1.77 2.02 2.51
- -------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 172 28 60 24 79
</TABLE>
(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.
22
<PAGE>
FINANCIAL HIGHLIGHTS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
- -------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
- -------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
- -------------------------------------------------------------------------------------------------------------------------
Total from investment operations 3.91 2.17 3.08 0.69 2.85
- -------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.01) --- --- ---
- -------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on investments (0.29) (0.11) (1.38) --- ---
- -------------------------------------------------------------------------------------------------------------------------
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
- -------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
- -------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
- -------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
- -------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
- -------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
- -------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
23
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
- --------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
- --------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
- --------------------------------------------------------------------------------------------------------------------------
Total from investment operations 2.21 3.28 4.57 2.71 3.05
- --------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
- --------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- --- (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
- --------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains --- (0.02) (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
- --------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
- --------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
- --------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
- --------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
- --------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been
1.07%.
24
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.20 0.67 1.01 1.08 1.79
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.02) (0.05) --- ---
- ------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains --- --- (0.05) (0.07) (0.03)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains --- --- (0.01) --- ---
- ------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Computed giving effect to Manager's expense limitation
undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been
0.82%, 0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
25
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL INTERNATIONAL FUND FOR GROWTH, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 2.00 1.78 1.96 1.97 1.88
- -----------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.03 0.02 0.02 0.02 0.01
- -----------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on
investments 0.78 0.21 (0.08) 0.09 0.10
- -----------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.81 0.23 (0.06) 0.11 0.11
- -----------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.02) (0.00) (0.02) --- (0.02)
- -----------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.01) (0.02) --- ---
- -----------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains --- --- (0.08) (0.12) ---
- -----------------------------------------------------------------------------------------------------------------------
Total distributions (0.02) (0.01) (0.12) (0.12) (0.02)
- -----------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 2.79 2.00 1.78 1.96 1.97
- -----------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 40.58 12.96 (3.27) 5.61 5.85
- -----------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 82,071 52,468 30,600 26,593 22,764
- -----------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (c) 1.10 1.24 1.34 1.40 1.40
- -----------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (c) 1.14 0.77 0.82 0.84 0.75
- -----------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 28 28 115 40
</TABLE>
(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.
26
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
- ---------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
- ---------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
- ---------------------------------------------------------------------------------------------------------------------------
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
- ---------------------------------------------------------------------------------------------------------------------------
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
- ---------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- --- (0.01) --- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
- ---------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
- ---------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
- ---------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
- ---------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995
to December 31, 1995.
(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.
27
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
28
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust: 811-07556
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and
Exchange Commission, the Commission has not approved or disapproved any shares
offered in this prospectus or determined whether this prospectus is accurate or
complete. Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST ............................................................ 3
THE FUNDS ............................................................ 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial Growth and Income Fund, Variable Series...................... 4
Stein Roe Global Utilities Fund, Variable Series...................... 6
Colonial Small Cap Value Fund, Variable Series........................ 8
Colonial U.S. Growth & Income Fund, Variable Series................... 10
Colonial Strategic Income Fund, Variable Series....................... 12
Colonial High Yield Securities Fund, Variable Series.................. 15
Liberty All-Star Equity Fund, Variable Series......................... 18
TRUST MANAGEMENT ORGANIZATIONS ....................................... 21
The Trustees.......................................................... 21
Investment Advisor: Liberty Advisory Services Corp................... 21
Investment Sub-Advisors and Portfolio Managers........................ 21
OTHER INVESTMENT STRATEGIES AND RISKS ................................ 24
U.S. Government Securities............................................ 24
Structure Risk........................................................ 24
Zero Coupon Bonds..................................................... 24
Convertible Securities................................................ 24
Derivative Strategies................................................. 25
Temporary Defensive Strategies........................................ 25
FINANCIAL HIGHLIGHTS ................................................. 26
SHAREHOLDER INFORMATION .............................................. 33
Purchases and Redemptions............................................. 33
How the Funds Calculate Net Asset Value............................... 33
Dividends and Distributions........................................... 33
Tax Consequences...................................................... 33
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about seven of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
<S> <C>
Colonial Growth and Income Fund, Variable Series (Growth & Income Fund) Colonial Management Associates, Inc. (Colonial)
Colonial Small Cap Value Fund, Variable Series (Small Cap Fund)
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
Colonial High Yield Securities Fund, Variable Series (High Yield Fund)
- -----------------------------------------------------------------------------------------------------------------------------------
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated
(Stein Roe)
- -----------------------------------------------------------------------------------------------------------------------------------
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks primarily income and long-term capital growth and, secondarily,
preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The Fund invests in both U.S. and foreign common stocks. In selecting stocks for
the Fund, Colonial invests primarily in "value" stocks. Colonial generally
selects stocks which, when purchased, fall into one of the following categories:
1. Companies whose current business activities provide earnings,
dividends or assets that represent above average value;
2. Companies which have a record of consistent earnings growth
that may provide above average stability or value in turbulent
markets; or
3. Companies with anticipated business growth prospects that
represent above average value.
Colonial assesses whether a company's prospects are "above average." Colonial
makes this judgment subjectively, based upon available information.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Colonial Growth and Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1994 -0.76%
1995 30.03%
1996 17.89%
1997 28.97%
1998 11.13%
1999 5.55%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.59%%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +16.92%
Worst quarter: 3rd quarter 1998, -13.57%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 5.55 18.32 14.52
- --------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 22.46(1)
- --------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 17.74(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
6
<PAGE>
THE FUNDS Stein Roe Global Utilities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C>
Fund (%) 7/1/93 28.63 23.06 15.04
- ---------------------------------------------------------------------------------------------------
MSCI Index (%) N/A 24.93 19.76 16.86(2)
- ---------------------------------------------------------------------------------------------------
S&P Index (%) N/A -8.88 13.66 9.11(2)
- ---------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 15.40 19.64 12.14(2)
</TABLE>
(2) Performance information is from June 30, 1993.
7
<PAGE>
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in small
capitalization stocks of U.S. companies. These are stocks with market
capitalizations of less than the market capitalization of the stock in the
Russell 2000 Index that has the largest capitalization at the time of purchase.
The remainder of the Fund's assets may be invested in other stocks, or in bonds
that are rated or considered by the advisor to be investment-grade. In managing
the Fund, Colonial uses a value investing strategy that focuses on buying stocks
cheaply when they are undervalued or "out of favor." Colonial buys stocks that
have attractive current prices, consistent operating performance and/or
favorable future growth prospects. Colonial's strategy uses fact-based
quantitative analysis supported by fundamental business and financial analysis.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
THE FUNDS Colonial Small Cap Value Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total returns. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the Russell 2000 Index (Russell Index), an unmanaged index that
tracks the performance of small-capitalization stocks traded on the New York
Stock Exchange, American Stock Exchange and the NASDAQ. Unlike the Fund, indices
are not investments, do not incur fees or expenses and are not professionally
managed. It is not possible to invest directly in indices. The Fund's return is
also compared to the average return of the funds included in the Lipper Small
Cap-Annuities Funds category average (Lipper Average). This Lipper Average,
which is calculated by Lipper, Inc., is composed of funds with similar
investment objectives to the Fund. Sales charges are not reflected in the Lipper
Average. The chart and table are intended to illustrate some of the risks of
investing in the Fund by showing the changes in the Fund's performance. All
returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. If these
arrangements were not in place, then the performance results would have been
lower. Any expense reduction arrangements may be discontinued at any time. As
with all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1999 6.34%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.43%.
For period shown in bar chart:
Best quarter: 2nd quarter 1999, +16.78%
Worst quarter: 1st quarter 1999, -13.27%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 6.34 (4.85)
- ------------------------------------------------------------------------------------
Russell Index (%) N/A 21.26 4.01(3)
- ------------------------------------------------------------------------------------
Lipper Average (%) N/A 37.57 12.97 (3)
</TABLE>
(3) Performance information is from April 30, 1998.
9
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
10
<PAGE>
THE FUNDS Colonial U.S. Growth & Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
<S> <C> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
- -------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 26.73(4)
- -------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 20.42(4)
</TABLE>
(4) Performance information is from June 30, 1994.
11
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- - debt securities issued by the U.S. government;
- - debt securities issued by foreign governments; and
- - lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
12
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
13
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
- ------------------------------------------------------------------------------------------------
Lehman Index (%) N/A (2.15) 7.61 7.06(5)
- ------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 0.76 7.84 7.03(5)
</TABLE>
(5) Performance information is from June 30, 1994.
14
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors, Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
15
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
16
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- ------------------------------------------ -------------- -------------- ----------------
CS Index (%) N/A 3.28 0.06(6)
- ------------------------------------------ -------------- -------------- ----------------
Lipper Average (%) N/A 4.04 (0.28)(6)
</TABLE>
(6) Performance information is from April 30, 1998.
17
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- - Most equity investment management firms consistently employ a distinct
investment "style" which causes them to emphasize stocks with
particular characteristics;
- - Because of changing investor preferences, any given investment style
will move into and out of market favor and will result in better
investment performance under certain market conditions, but less
successful performance under other conditions;
- - Consequently, by allocating the Fund's portfolio on an approximately
equal basis among Portfolio Managers employing different styles, the
impact of any one style on investment performance will be diluted, and
the investment performance of the total portfolio will be more
consistent and less volatile over the long term than if a single style
were employed throughout the entire period; and
- - More consistent performance at a given annual rate of return over time
produces a higher rate of return for the long term than more volatile
performance having the same average annual rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- - J. P. Morgan Investment Management Inc. uses a value approach by
investing in companies that are diversified across all sectors and that
are undervalued relative to the firm's projected growth rates.
- - Oppenheimer Capital uses a value approach by investing in companies
that exhibit the ability to generate excess cash flow while earning
high returns on invested capital.
- - Boston Partners Asset Management, L.P. uses a value approach by
investing in companies with low price-to-earnings and price-to-book
ratios where a catalyst for positive change has been identified.
- - Westwood Management Corporation uses a growth approach by investing in
growth companies selling at reasonable valuations based on the firm's
earnings projections which are not yet reflected in consensus
estimates.
- - TCW Investment Management Company incorporates secular growth trends
and uses a "bottom-up" approach by investing in primarily large-cap
companies that have distinct business model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- - Changes in a Portfolio Manager's investment style or a departure by a
Portfolio Manager from the investment style for which it had been
selected;
- - A deterioration in a Portfolio Manager's performance relative to that
of other investment management firms practicing a similar style; or
- - Adverse changes in its ownership or personnel.
18
<PAGE>
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
19
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- -------------------------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(7)
- -------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(7)
</TABLE>
(7) Performance information is from October 31, 1997.
20
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.65%
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial Small Cap Value Fund, Variable Series 0.80% (1)
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial High Yield Securities Fund, Variable Series 0.60% (2)
Liberty All-Star Equity Fund, Variable Series 0.80%
</TABLE>
(1) The Small Cap Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.00%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.00%.
(2) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.12%.
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Growth & Income Fund, Small Cap Fund, U.S. Growth & Income Fund, Strategic
Income Fund and High Yield Fund. Colonial's principal business address is One
Financial Center, Boston, Massachusetts 02111. As of March 31, 2000, Colonial
managed over $15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Growth and Income Fund, Variable Series 0.45%
Colonial Small Cap Value Fund, Variable Series 0.60%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial High Yield Securities Fund, Variable Series 0.40%
</TABLE>
21
<PAGE>
TIME MANAGEMENT ORGANIZATIONS
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Scott Schermerhorn, a senior vice president of Colonial, has managed the Growth
& Income Fund since November, 1999. Mr. Schermerhorn has managed various other
funds at Colonial since October, 1998. From May, 1996 to October, 1998, Mr.
Schermerhorn was the head of the value team at Federated Investors, where he
managed the American Leader Fund, Federated Stock Trust and Federated Stock and
Bond Fund, as well as other institutional accounts. From February, 1990 to May,
1996, Mr. Schermerhorn was a portfolio manager and a member of the growth and
income team at J&W Seligman.
James P. Haynie, a senior vice president of Colonial, has co-managed the Small
Cap Fund since 1993.
Michael Rega, a vice president of Colonial, has co-managed the Small Cap Fund
since 1996. He was an analyst at Colonial from 1993 to 1996.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. He also has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
Colonial will use its affiliate, Newport Fund Management, Inc.'s (Newport),
trading facilities when buying or selling foreign securities for the Funds'
portfolios. Newport executes all trades under its own procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997. Ms. Barsketis joined Stein Roe in
1983 and progressed through a variety of equity analyst positions before
assuming her current responsibilities, which include managing other Stein Roe
funds.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997. Ms. Jansen joined
Stein Roe in 1987 and served as an associate economist and senior economist
before assuming her current responsibilities, which include managing other Stein
Roe funds. Ms. Jansen left Stein Roe in January, 1995 and returned to her
position as a vice president in March, 1996. From June 5, 1995 through June 30,
1995, Ms. Jansen was a senior equity research analyst for BancOne Investment
Advisers Corporation.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
22
<PAGE>
TIME MANAGEMENT ORGANIZATIONS
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment
Management, Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW
Investment Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
23
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, High Yield Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund, High Yield Fund) Zero coupon
bonds do not pay interest in cash on a current basis, but instead accrue
interest over the life of the bond. As a result, these securities are issued at
a deep discount. The value of these securities may fluctuate more than similar
securities that pay interest periodically. Although these securities pay no
interest to holders prior to maturity, interest on these securities is reported
as income to the Fund and distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
24
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
25
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL GROWTH AND INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 16.39 15.34 13.96 12.60 10.03
- -------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.17 0.20 0.28 0.28 0.29
- -------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on
investments 0.69 1.50 3.75 1.98 2.72
- -------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.86 1.70 4.03 2.26 3.01
- -------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.15) (0.18) (0.27) (0.28) (0.25)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.00) (0.01) --- ---
- -------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains (3.85) (0.47) (2.37) (0.62) (0.19)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains (0.07) (0.00) --- --- ---
- -------------------------------------------------------------------------------------------------------------------------
Total distributions (4.07) (0.65) (2.65) (0.90) (0.44)
- -------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 13.18 16.39 15.34 13.96 12.60
- -------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 5.55 11.13 28.97 17.89 30.03
- -------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 197,523 149,820 106,909 93,247 71,070
- -------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (c) 0.73 0.76 0.79 0.79 0.81
- -------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (c) 0.99 1.24 1.77 2.02 2.51
- -------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 172 28 60 24 79
</TABLE>
(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.
26
<PAGE>
FINANCIAL HIGHLIGHTS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
- -----------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
- -----------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
- -----------------------------------------------------------------------------------------------------------------------
Total from investment operations 3.91 2.17 3.08 0.69 2.85
- -----------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
- -----------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.01) --- --- ---
- -----------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on investments (0.29) (0.11) (1.38) --- ---
- -----------------------------------------------------------------------------------------------------------------------
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
- -----------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
- -----------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
- -----------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
- -----------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
- -----------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
- -----------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
27
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 8.59 10.00
- ----------------------------------------------------------------------------------------------------
Net investment income (a) 0.02 0.08
- ----------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on investments 0.52 (1.41)
- ----------------------------------------------------------------------------------------------------
Total from investment operations 0.54 (1.33)
- ----------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.01) (0.07)
- ----------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.01)
- ----------------------------------------------------------------------------------------------------
Total distributions (0.01) (0.08)
- ----------------------------------------------------------------------------------------------------
Net asset value, end of year 9.12 8.59
- ----------------------------------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 6.34 (13.25)**
- ----------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 3,817 1,782
- ----------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.00 1.00*
- ----------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.23 1.41*
- ----------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 74 51**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19,
1998 to December 31, 1998.
(a) Per share data was calculated using average shares outstanding
during the period.
(b) Total return at net asset value assuming all distributions
reinvested.
(c) Had the manager not waived or reimbursed a portion of
expenses, total return would have been reduced.
(d) The benefits derived from custody credits and directed
brokerage arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been
3.66% and 4.32% (annualized), respectively.
28
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
- --------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
- --------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
- --------------------------------------------------------------------------------------------------------------------------
Total from investment operations 2.21 3.28 4.57 2.71 3.05
- --------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
- --------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- --- (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
- --------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains --- (0.02) (0.01) --- ---
- --------------------------------------------------------------------------------------------------------------------------
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
- --------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
- --------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
- --------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
- --------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
- --------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
- --------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
29
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.20 0.67 1.01 1.08 1.79
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.02) (0.05) --- ---
- ------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains --- --- (0.05) (0.07) (0.03)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains --- --- (0.01) --- ---
- ------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
30
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 9.31 10.00
- -------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.88 0.48
- -------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized losses (0.72) (0.74)
- -------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.16 (0.26)
- -------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.62) (0.43)
- -------------------------------------------------------------------------------------------------------------------------
In excess of net investment income --- (0.00)
- -------------------------------------------------------------------------------------------------------------------------
Total distributions (0.62) (0.43)
- -------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 8.85 9.31
- -------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
- -------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
- -------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
- -------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%) (c)(d) 9.36 7.93*
- -------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.28% and
1.84% (annualized), respectively.
31
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
- ------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.06 0.06 0.01
- ------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 0.94 1.82 0.07
- ------------------------------------------------------------------------------------------------------------
Total from investment operations 1.00 1.88 0.08
- ------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
- ------------------------------------------------------------------------------------------------------------
Dividends form net realized gains on investments (0.38) --- ---
- ------------------------------------------------------------------------------------------------------------
Total distributions (0.43) (0.05) (0.01)
- ------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 12.47 11.90 10.07
- ------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
- ------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
- ------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
- ------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
- ------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997 to
December 31, 1997.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04% and
1.45% (annualized), respectively.
32
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
33
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust: 811-07556
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
THE TRUST 3
THE FUNDS 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial Small Cap Value Fund, Variable Series.................................. 4
Colonial U.S. Growth & Income Fund, Variable Series............................. 6
Colonial Strategic Income Fund, Variable Series................................. 8
Colonial High Yield Securities Fund, Variable Series............................ 11
Liberty All-Star Equity Fund, Variable Series................................... 14
TRUST MANAGEMENT ORGANIZATIONS 17
The Trustees.................................................................... 17
Investment Advisor: Liberty Advisory Services Corp............................. 17
Investment Sub-Advisors and Portfolio Managers.................................. 17
OTHER INVESTMENT STRATEGIES AND RISKS 20
U.S. Government Securities...................................................... 20
Structure Risk.................................................................. 20
Zero Coupon Bonds............................................................... 20
Convertible Securities.......................................................... 20
Derivative Strategies........................................................... 21
Temporary Defensive Strategies.................................................. 21
FINANCIAL HIGHLIGHTS 22
SHAREHOLDER INFORMATION 27
Purchases and Redemptions....................................................... 27
How the Funds Calculate Net Asset Value......................................... 27
Dividends and Distributions..................................................... 27
Tax Consequences................................................................ 27
</TABLE>
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about five of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
---- -----------
<S> <C>
Colonial Small Cap Value Fund, Variable Series (Small Cap Fund) Colonial Management Associates, Inc.
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income (Colonial)
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
Colonial High Yield Securities Fund, Variable Series (High Yield Fund)
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company
(LAMCO)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in small
capitalization stocks of U.S. companies. These are stocks with market
capitalizations of less than the market capitalization of the stock in the
Russell 2000 Index that has the largest capitalization at the time of purchase.
The remainder of the Fund's assets may be invested in other stocks, or in bonds
that are rated or considered by the advisor to be investment-grade. In managing
the Fund, Colonial uses a value investing strategy that focuses on buying stocks
cheaply when they are undervalued or "out of favor." Colonial buys stocks that
have attractive current prices, consistent operating performance and/or
favorable future growth prospects. Colonial's strategy uses fact-based
quantitative analysis supported by fundamental business and financial analysis.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
4
<PAGE>
THE FUNDS Colonial Small Cap Value Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total returns. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the Russell 2000 Index (Russell Index), an unmanaged index that
tracks the performance of small-capitalization stocks traded on the New York
Stock Exchange, American Stock Exchange and the NASDAQ. Unlike the Fund, indices
are not investments, do not incur fees or expenses and are not professionally
managed. It is not possible to invest directly in indices. The Fund's return is
also compared to the average return of the funds included in the Lipper Small
Cap-Annuities Funds category average (Lipper Average). This Lipper Average,
which is calculated by Lipper, Inc., is composed of funds with similar
investment objectives to the Fund. Sales charges are not reflected in the Lipper
Average. The chart and table are intended to illustrate some of the risks of
investing in the Fund by showing the changes in the Fund's performance. All
returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. If these
arrangements were not in place, then the performance results would have been
lower. Any expense reduction arrangements may be discontinued at any time. As
with all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1999 6.34%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.43%.
For period shown in bar chart:
Best quarter: 2nd quarter 1999, +16.78%
Worst quarter: 1st quarter 1999, -13.27%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
---- ------ ----
<S> <C> <C> <C>
Fund (%) 5/19/98 6.34 (4.85)
- ------------------------------------------------------------------------------------
Russell Index (%) N/A 21.26 4.01(1)
- ------------------------------------------------------------------------------------
Lipper Average (%) N/A 37.57 12.97 (1)
</TABLE>
(1) Performance information is from April 30, 1998.
5
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
6
<PAGE>
THE FUNDS Colonial Small Cap Value Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income-Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
---- ------ ------- ----
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 12.00 22.97 21.64
- --------------------------------------------------------------------------------------------------
S&P Index (%) N/A 21.03 28.54 26.73(2)
- --------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 21.86 20.42(2)
</TABLE>
(2) Performance information is from June 30, 1994.
7
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- - debt securities issued by the U.S. government;
- - debt securities issued by foreign governments; and
- - lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
8
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
9
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE ------ ------- FUND
--------- ----
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
- --------------------------------------------------------------------------------------------------
Lehman Index (%) N/A (2.15) 7.61 7.06(3)
- --------------------------------------------------------------------------------------------------
Lipper Average (%) N/A 0.76 7.84 7.03(3)
</TABLE>
(3) Performance information is from June 30, 1994.
10
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors, Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
11
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
12
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[Bar Chart]
<TABLE>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE ------ FUND
---- ----
<S> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- ---------------------------------------------------------------------------------------
CS Index (%) N/A 3.28 0.06(4)
- ---------------------------------------------------------------------------------------
Lipper Average (%) N/A 4.04 (0.28)(4)
</TABLE>
(4) Performance information is from April 30, 1998.
13
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- - Most equity investment management firms consistently employ a distinct
investment "style" which causes them to emphasize stocks with
particular characteristics;
- - Because of changing investor preferences, any given investment style
will move into and out of market favor and will result in better
investment performance under certain market conditions, but less
successful performance under other conditions;
- - Consequently, by allocating the Fund's portfolio on an approximately
equal basis among Portfolio Managers employing different styles, the
impact of any one style on investment performance will be diluted, and
the investment performance of the total portfolio will be more
consistent and less volatile over the long term than if a single style
were employed throughout the entire period; and
- - More consistent performance at a given annual rate of return over time
produces a higher rate of return for the long term than more volatile
performance having the same average annual rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- - J. P. Morgan Investment Management Inc. uses a value approach by
investing in companies that are diversified across all sectors and that
are undervalued relative to the firm's projected growth rates.
- - Oppenheimer Capital uses a value approach by investing in companies
that exhibit the ability to generate excess cash flow while earning
high returns on invested capital.
- - Boston Partners Asset Management, L.P. uses a value approach by
investing in companies with low price-to-earnings and price-to-book
ratios where a catalyst for positive change has been identified.
- - Westwood Management Corporation uses a growth approach by investing in
growth companies selling at reasonable valuations based on the firm's
earnings projections which are not yet reflected in consensus
estimates.
- - TCW Investment Management Company incorporates secular growth trends
and uses a "bottom-up" approach by investing in primarily large-cap
companies that have distinct business model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- - Changes in a Portfolio Manager's investment style or a departure by a
Portfolio Manager from the investment style for which it had been
selected;
- - A deterioration in a Portfolio Manager's performance relative to that
of other investment management firms practicing a similar style; or
- - Adverse changes in its ownership or personnel.
14
<PAGE>
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
15
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[Bar Chart]
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE ------ FUND
--------- -----------
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- -------------------------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(5)
- -------------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(5)
</TABLE>
(5) Performance information is from October 31, 1997.
16
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Colonial Small Cap Value Fund, Variable Series 0.80% (1)
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial High Yield Securities Fund, Variable Series 0.60% (2)
Liberty All-Star Equity Fund, Variable Series 0.80%
</TABLE>
(1) The Small Cap Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.00%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.00%.
(2) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.12%.
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Small Cap Fund, U.S. Growth & Income Fund, Strategic Income Fund and High Yield
Fund. Colonial's principal business address is One Financial Center, Boston,
Massachusetts 02111. As of March 31, 2000, Colonial managed over $15.7 billion
in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Small Cap Value Fund, Variable Series 0.60%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial High Yield Securities Fund, Variable Series 0.40%
</TABLE>
17
<PAGE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
James P. Haynie, a senior vice president of Colonial, has co-managed the Small
Cap Fund since 1993.
Michael Rega, a vice president of Colonial, has co-managed the Small Cap Fund
since 1996. He was an analyst at Colonial from 1993 to 1996.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. He also has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
Colonial will use it's affiliate, Newport Fund Management, Inc.'s (Newport),
trading facilities when buying or selling foreign securities for the Funds'
portfolios. Newport executes all trades under its own procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe & Farnham Incorporated (Stein Roe). Colonial is part of a larger business
unit that includes several separate legal entities known as Liberty Funds Group
LLC (LFG). The LFG business unit and Stein Roe are managed by a single
management team. Stein Roe, Colonial and the other LFG entities also share
personnel, facilities and systems that may be used in providing administrative
or operational services to the Fund. Stein Roe and Colonial are registered
investment advisors. Colonial, the other entities that make up LFG and Stein Roe
are subsidiaries of Liberty Financial Companies, Inc.
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment
Management, Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW
Investment Management Company
18
<PAGE>
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
AFFILIATED BROKER/DEALER
Colonial can use the services of AlphaTrade Inc., an affiliated broker-dealer,
when buying or selling equity securities for a fund's portfolio, pursuant to
procedures adopted by the Board of Trustees.
19
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, High Yield Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Strategic Income Fund, High Yield Fund) Zero coupon bonds do not pay interest
in cash on a current basis, but instead accrue interest over the life of the
bond. As a result, these securities are issued at a deep discount. The value of
these securities may fluctuate more than similar securities that pay interest
periodically. Although these securities pay no interest to holders prior to
maturity, interest on these securities is reported as income to the Fund and
distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
20
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
21
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 8.59 10.00
Net investment income (a) 0.02 0.08
Net realized and unrealized gains (losses) on investments 0.52 (1.41)
Total from investment operations 0.54 (1.33)
Less distributions:
Dividends from net investment income (0.01) (0.07)
In excess of net investment income --- (0.01)
Total distributions (0.01) (0.08)
Net asset value, end of year 9.12 8.59
TOTAL RETURN
Total investment return (%)(b)(c) 6.34 (13.25)**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 3,817 1,782
Ratio of expenses to average net assets (%) (d)(e) 1.00 1.00*
Ratio of net investment income to
average net assets (%) (d) 0.23 1.41*
Portfolio turnover ratio (%) 74 51**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Had the manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 3.66% and
4.32% (annualized), respectively.
22
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
Total from investment operations 2.21 3.28 4.57 2.71 3.05
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
In excess of net investment income --- --- (0.01) --- ---
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
In excess of net realized gains --- (0.02) (0.01) --- ---
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
23
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
Total from investment operations 0.20 0.67 1.01 1.08 1.79
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
In excess of net investment income --- (0.02) (0.05) --- ---
Dividends from net realized gains --- --- (0.05) (0.07) (0.03)
In excess of net realized gains --- --- (0.01) --- ---
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
24
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
------------ ------------
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 9.31 10.00
Net investment income (a) 0.88 0.48
Net realized and unrealized losses (0.72) (0.74)
Total from investment operations 0.16 (0.26)
Less distributions:
Dividends from net investment income (0.62) (0.43)
In excess of net investment income --- (0.00)
Total distributions (0.62) (0.43)
Net asset value, end of year ($) 8.85 9.31
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
Ratio of net investment income to average net assets (%) (c)(d) 9.36 7.93*
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.28% and
1.84% (annualized), respectively.
25
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
---- ---- -------
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
Net investment income (a) 0.06 0.06 0.01
Net realized and unrealized gains on investments 0.94 1.82 0.07
Total from investment operations 1.00 1.88 0.08
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
Dividends form net realized gains on investments (0.38) --- ---
Total distributions (0.43) (0.05) (0.01)
Net asset value, end of year ($) 12.47 11.90 10.07
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997 to
December 31, 1997.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04% and
1.45% (annualized), respectively.
26
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
27
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial U.S. Growth & Income Fund, Variable Series
Newport Tiger Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED
NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST .....................................................................3
THE FUNDS .....................................................................4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial U.S. Growth & Income Fund, Variable
Series.........................................................................4
Newport Tiger Fund, Variable Series............................................6
TRUST MANAGEMENT ORGANIZATIONS ................................................8
The Trustees...................................................................8
Investment Advisor: Liberty Advisory Services Corp............................8
Investment Sub-Advisors and Portfolio Managers.................................8
OTHER INVESTMENT STRATEGIES AND RISKS ........................................10
Structure Risk................................................................10
Convertible Securities........................................................10
Derivative Strategies.........................................................10
Temporary Defensive Strategies................................................10
FINANCIAL HIGHLIGHTS .........................................................11
SHAREHOLDER INFORMATION ......................................................13
Purchases and Redemptions.....................................................13
How the Funds Calculate Net Asset Value.......................................13
Dividends and Distributions...................................................13
Tax Consequences..............................................................13
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about two of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
- -------------------------------------------------------------------------------- ---------------------------------------------
<S> <C>
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income Fund) Colonial Management Associates, Inc.
(formerly Colonial U.S. Stock Fund, Variable Series) (Colonial)
- -------------------------------------------------------------------------------- ---------------------------------------------
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
4
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
Fund (%) 7/5/94 12.00 22.97 21.64
- ------------------------------------------ -------------- -------------- ----------- ----------------
<S> <C> <C> <C> <C>
S&P Index (%) N/A 21.03 28.54 26.73(1)
- ------------------------------------------ -------------- -------------- ----------- ----------------
Lipper Average (%) N/A 14.63 21.86 20.42(1)
</TABLE>
(1) Performance information is from June 30, 1994.
5
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
6
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
Fund (%) 5/1/95 68.01 7.31
- ------------------------------------------ -------------- -------------- ---------------
<S> <C> <C> <C>
MSCI Index (%) N/A 31.00 15.72(2)
- ------------------------------------------ -------------- -------------- ---------------
Lipper Average (%) N/A 79.74 4.24(2)
</TABLE>
(2) Performance information is from April 30, 1995.
7
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Newport Tiger Fund, Variable Series 0.90%
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of the U.S.
Growth & Income Fund. Colonial's principal business address is One Financial
Center, Boston, Massachusetts 02111. As of March 31, 2000, Colonial managed over
$15.7 billion in assets.
LASC, out of the management fees it receives from the Trust, pays Colonial a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the U.S. Growth & Income Fund.
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe & Farnham Incorporated (Stein Roe). Colonial is part of a larger business
unit that includes several separate legal entities known as Liberty Funds Group
LLC (LFG). The LFG business unit and Stein Roe are managed by a single
management team. Stein Roe, Colonial and the other LFG entities also share
personnel, facilities and systems that may be used in providing administrative
or operational services to the Fund. Stein Roe and Colonial are registered
investment advisors. Colonial, the other entities that make up LFG and Stein Roe
are subsidiaries of Liberty Financial Companies, Inc.
8
<PAGE>
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
AFFILIATED BROKER/DEALER
Colonial can use the services of AlphaTrade Inc., an affiliated broker-dealer,
when buying or selling equity securities for a fund's portfolio, pursuant to
procedures adopted by the Board of Trustees.
9
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
STRUCTURE RISK
(U.S. Growth & Income Fund) Structure risk is the risk that an event will occur
(such as a security being prepaid or called) that alters the security's cash
flows. Prepayment risk is a particular type of structure risk that is present in
a Fund because of its investments in mortgage-backed securities and asset-backed
securities. Prepayment risk is the possibility that asset-backed securities may
be prepaid if the underlying debt securities are prepaid. Prepayment risk for
mortgage-backed securities is the possibility that, as interest rates fall,
homeowners are more likely to refinance their home mortgages. When mortgages are
refinanced, the principal on mortgage-backed securities is paid earlier than
expected. In an environment of declining interest rates, asset-backed securities
and mortgage-backed securities may offer less potential for gain than other debt
securities. During periods of rising interest rates, these securities have a
high risk of declining in price because the declining prepayment rates
effectively increase the maturity of the security. In addition, the potential
impact of prepayment on the price of a security may be difficult to predict and
result in greater volatility.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund) Convertible securities are preferred stocks or bonds
that pay a fixed dividend or interest payment and are convertible into common
stocks at a specified price or conversion ratio. The risk of investing in
convertible securities is the value of the underlying securities will fluctuate.
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
Each Fund's Sub-Advisor may determine that adverse market conditions make it
desirable to temporarily suspend the Fund's normal investment activities. During
such times, a Fund may, but is not required to, invest in cash or high-quality,
short-term debt securities, without limit.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
10
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
Total from investment operations 2.21 3.28 4.57 2.71 3.05
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
In excess of net investment income -- -- (0.01) -- --
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
In excess of net realized gains -- (0.02) (0.01) -- --
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
11
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
In excess of net investment income -- -- (0.01) -- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(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.
12
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
13
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Colonial U.S. Growth & Income Fund, Variable Series
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Newport Tiger Fund, Variable Series
TABLE OF CONTENTS
THE TRUST ....................................................................2
THE FUND .....................................................................3
Investment Goal...............................................................3
Primary Investment Strategies.................................................3
Primary Investment Risks......................................................3
Performance History...........................................................4
TRUST MANAGEMENT ORGANIZATIONS ...............................................5
The Trustees..................................................................5
Investment Advisor: Liberty Advisory Services Corp...........................5
Investment Sub-Advisor and Portfolio Managers.................................5
OTHER INVESTMENT STRATEGIES AND RISKS ........................................6
Derivative Strategies.........................................................6
Temporary Defensive Strategies................................................6
FINANCIAL HIGHLIGHTS .........................................................7
SHAREHOLDER INFORMATION ......................................................8
Purchases and Redemptions.....................................................8
How the Fund Calculates Net Asset Value.......................................8
Dividends and Distributions...................................................8
Tax Consequences..............................................................8
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED
NO BANK GUARANTEE
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about one of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to the Newport Tiger Fund,
Variable Series (Fund). LASC has appointed an investment sub-advisor
(Sub-Advisor) for the Fund, who is an affiliate of LASC. The Fund is sub-advised
by Newport Fund Management, Inc. (Newport).
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
2
<PAGE>
THE FUND
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
3
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
Fund (%) 5/1/95 68.01 7.31
<S> <C> <C> <C>
MSCI Index (%) N/A 31.00 15.72(1)
Lipper Average (%) N/A 79.74 4.24(1)
</TABLE>
(1) Performance information is from April 30, 1995.
4
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Fund is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Fund. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisor, evaluates and monitors the Sub-Advisor's performance
and investment program and recommends to the Board of Trustees whether the
Sub-Advisor's contract should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
Management Associates, Inc. in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC a management fee at the annual
rate of 0.90% of the average daily net assets of the Fund.
INVESTMENT SUB-ADVISOR AND PORTFOLIO MANAGERS
The Sub-Advisor manages the assets of the Fund under the supervision of LASC and
the Board of Trustees. The Sub-Advisor determines which securities and other
instruments are purchased and sold for the Fund. The Sub-Advisor is an indirect
wholly-owned subsidiary of LFC.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
5
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of the Fund and the associated risks are
described above. This section describes other investments the Fund may make and
the risks associated with them. In seeking to achieve its goal, the Fund may
invest in various types of securities and engage in various investment
techniques which are not the principal focus of the Fund and therefore are not
described in this prospectus. These types of securities and investment practices
are identified and discussed in the Fund's Statement of Additional Information,
which you may obtain free of charge (see back cover). Approval by the Fund's
shareholders is not required to modify or change the Fund's investment goal or
investment strategies.
DERIVATIVE STRATEGIES
The Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. The Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to the
Fund.
TEMPORARY DEFENSIVE STRATEGIES
The Fund's Sub-Advisor may determine that adverse market conditions make it
desirable to temporarily suspend the Fund's normal investment activities. During
such times, the Fund may, but is not required to, invest in cash or
high-quality, short-term debt securities, without limit.
Taking a temporary defensive position may prevent the Fund from achieving its
investment goal.
6
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the Fund's
financial performance. Information is shown for the Fund's last five fiscal
years, which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Fund's financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose report, along with the Fund's financial
statements, is included in the Fund's annual report. The Fund's 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
In excess of net investment income -- -- (0.01) -- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(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.
7
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Fund. These orders generally reflect
the net effect of instructions they receive from holders of their VA contracts
and VLI policies and certain other terms of those contracts and policies. The
Trust issues and redeems shares at net asset value (NAV) without imposing any
selling commissions, sales charge or redemption charge. Shares generally are
sold and redeemed at their NAV next determined after receipt of purchase or
redemption requests from Participating Insurance Companies. The right of
redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUND CALCULATES NET ASSET VALUE The share price is its NAV next
determined. NAV is the difference between the value of the Fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Fund with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
The Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of the Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS The Fund intends to declare and distribute, as
dividends or capital gain 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 the Fund consists of all
dividends or interest received by the Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of the
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES The Fund is treated as a separate entity for federal income tax
purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). The Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, the Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, the Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
8
<PAGE>
FOR MORE INFORMATION
You can get more information about the Fund's investments in the Fund's
semi-annual and annual report to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Fund's performance over its last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Fund and the securities in which it invests. The Statement of
Additional Information is incorporated into this prospectus by reference, which
means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Fund by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Fund by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Newport Tiger Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED
NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST .................................................................... 3
THE FUNDS .................................................................... 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Stein Roe Global Utilities Fund, Variable Series.............................. 4
Colonial Small Cap Value Fund, Variable Series................................ 6
Colonial U.S. Growth & Income Fund, Variable Series........................... 8
Colonial Strategic Income Fund, Variable Series...............................10
Colonial High Yield Securities Fund, Variable Series..........................13
Liberty All-Star Equity Fund, Variable Series.................................16
Newport Tiger Fund, Variable Series...........................................19
TRUST MANAGEMENT ORGANIZATIONS ...............................................24
The Trustees..................................................................24
Investment Advisor: Liberty Advisory Services Corp...........................24
Investment Sub-Advisors and Portfolio Managers................................25
OTHER INVESTMENT STRATEGIES AND RISKS ........................................28
U.S. Government Securities....................................................28
Structure Risk................................................................28
Zero Coupon Bonds.............................................................28
Convertible Securities........................................................28
Derivative Strategies.........................................................29
Temporary Defensive Strategies................................................29
FINANCIAL HIGHLIGHTS .........................................................30
SHAREHOLDER INFORMATION ......................................................40
Purchases and Redemptions.....................................................40
How the Funds Calculate Net Asset Value.......................................40
Dividends and Distributions...................................................40
Tax Consequences..............................................................40
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about seven of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
- -------------------------------------------------------------------------- ------------------------------------------------
<S> <C>
Colonial Small Cap Value Fund, Variable Series (Small Cap Fund) Colonial Management Associates, Inc. (Colonial)
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
Colonial High Yield Securities Fund, Variable Series (High Yield Fund)
Stein Roe Global Utilities Fund, Variable Series (Global Utilities Fund) Stein Roe & Farnham Incorporated
(Stein Roe)
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
Liberty All-Star Equity Fund, Variable Series (All-Star Equity Fund) Liberty Asset Management Company (LAMCO)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and long-term growth of capital and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in U.S. and foreign
securities of utility companies. Stein Roe diversifies the Fund's investments
among a number of developed countries and market sectors and will have exposure
to at least three countries, including the U.S. In selecting investments for the
Fund, Stein Roe looks primarily for stocks of larger utility companies with
established records.
Utility companies in which the Fund may invest include companies engaged in the
manufacture, production, generation, transmission, sale or distribution of
electricity, natural gas or other types of energy, or water or other sanitary
services. They also include companies engaged in telecommunications, including
telephone, telegraph, satellite, microwave and other communications media (but
excluding companies primarily engaged in public broadcasting, print media, cable
television or the Internet).
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Utility company securities are subject to special risks. These securities are
especially affected by changes in interest rates, as well as by general
competitive and market forces in the industry. As interest rates increase, the
value of securities of utility companies tends to decrease, and vice versa. In
addition, utility companies are affected by changes in government regulation. In
particular, the profitability of utilities may in the future be adversely
affected by increased competition resulting from deregulation.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may at times be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
4
<PAGE>
THE FUNDS Stein Roe Global Utilities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's Utilities
Index (S&P Index), an unmanaged index that tracks the performance of domestic
utility stocks, and the Morgan Stanley Capital International World Index ND
(MSCI Index), an unmanaged index that tracks the performance of global stocks.
Unlike the Fund, indices are not investments, do not incur fees or expenses and
are not professionally managed. It is not possible to invest directly in
indices. The Fund's return is also compared to the average return of the funds
included in the Lipper Utilities Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. As with all mutual funds, past performance does not
predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1994 -10.27%
1995 35.15%
1996 6.53%
1997 28.75%
1998 18.33%
1999 28.63%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +8.05%.
For period shown in bar chart:
Best quarter: 4th quarter 1999, +24.73%
Worst quarter: 1st quarter 1994, -8.91%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
Fund (%) 7/1/93 28.63 23.06 15.04
<S> <C> <C> <C> <C>
MSCI Index (%) N/A 24.93 19.76 16.86(1)
S&P Index (%) N/A -8.88 13.66 9.11(1)
Lipper Average (%) N/A 15.40 19.64 12.14(1)
</TABLE>
(1) Performance information is from June 30, 1993.
5
<PAGE>
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term growth.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in small
capitalization stocks of U.S. companies. These are stocks with market
capitalizations of less than the market capitalization of the stock in the
Russell 2000 Index that has the largest capitalization at the time of purchase.
The remainder of the Fund's assets may be invested in other stocks, or in bonds
that are rated or considered by the advisor to be investment-grade. In managing
the Fund, Colonial uses a value investing strategy that focuses on buying stocks
cheaply when they are undervalued or "out of favor." Colonial buys stocks that
have attractive current prices, consistent operating performance and/or
favorable future growth prospects. Colonial's strategy uses fact-based
quantitative analysis supported by fundamental business and financial analysis.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Smaller companies are more likely than larger companies to have limited product
lines, operating histories, markets or financial resources. They may depend
heavily on a small management team. Stocks of smaller companies may trade less
frequently, may trade in smaller volumes and may fluctuate more sharply in price
than stocks of larger companies. In addition, they may not be widely followed by
the investment community, which can lower the demand for their stock.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
6
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total returns. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the Russell 2000 Index (Russell Index), an unmanaged index that
tracks the performance of small-capitalization stocks traded on the New York
Stock Exchange, American Stock Exchange and the NASDAQ. Unlike the Fund, indices
are not investments, do not incur fees or expenses and are not professionally
managed. It is not possible to invest directly in indices. The Fund's return is
also compared to the average return of the funds included in the Lipper Small
Cap-Annuities Funds category average (Lipper Average). This Lipper Average,
which is calculated by Lipper, Inc., is composed of funds with similar
investment objectives to the Fund. Sales charges are not reflected in the Lipper
Average. The chart and table are intended to illustrate some of the risks of
investing in the Fund by showing the changes in the Fund's performance. All
returns include the reinvestment of dividends and distributions. Performance
results include the effect of expense reduction arrangements, if any. If these
arrangements were not in place, then the performance results would have been
lower. Any expense reduction arrangements may be discontinued at any time. As
with all mutual funds, past performance does not predict the Fund's future
performance. The Fund's performance results do not reflect the cost of insurance
and separate account charges which are imposed under your VA contract or VLI
policy..
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1999 6.34%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.43%.
For period shown in bar chart:
Best quarter: 2nd quarter 1999, +16.78%
Worst quarter: 1st quarter 1999, -13.27%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
Fund (%) 5/19/98 6.34 (4.85)
<S> <C> <C> <C>
Russell Index (%) N/A 21.26 4.01(2)
Lipper Average (%) N/A 37.57 12.97 (2)
</TABLE>
(2) Performance information is from April 30, 1998.
7
<PAGE>
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
8
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
Fund (%) 7/5/94 12.00 22.97 21.64
<S> <C> <C> <C> <C>
S&P Index (%) N/A 21.03 28.54 26.73(3)
Lipper Average (%) N/A 14.63 21.86 20.42(3)
</TABLE>
(3) Performance information is from June 30, 1994.
9
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- - debt securities issued by the U.S. government;
- - debt securities issued by foreign governments; and
- - lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
10
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
11
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
Fund (%) 7/5/94 1.78 8.88 8.26
<S> <C> <C> <C> <C>
Lehman Index (%) N/A (2.15) 7.61 7.06(4)
Lipper Average (%) N/A 0.76 7.84 7.03(4)
</TABLE>
(4) Performance information is from June 30, 1994.
12
<PAGE>
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks current income and total return.
PRIMARY INVESTMENT STRATEGIES
The Fund pursues its investment goals by investing primarily in lower-rated
corporate debt securities. These securities have the following ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors, Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
Although the Fund will invest primarily in debt securities, the Fund may invest
in equity securities to seek capital appreciation. Equity securities include
common stocks, preferred stocks, warrants and debt securities convertible into
common stocks. Additionally, the Fund may invest in securities issued or
guaranteed by foreign governments or foreign companies, including securities
issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
13
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
14
<PAGE>
THE FUNDS Colonial High Yield Securities Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows the Fund's performance by illustrating the Fund's
calendar year total return. The performance table following the bar chart shows
how the Fund's average annual returns compare with those of a broad measure of
market performance for 1 year and the life of the Fund. The Fund's return is
compared to the CS First Boston Global High Yield Index (CS Index), an unmanaged
index that tracks the performance of high yield bond funds. Unlike the Fund,
indices are not investments, do not incur fees or expenses and are not
professionally managed. It is not possible to invest directly in indices. The
Fund's return is also compared to the average return of the funds included in
the Lipper High Current Yield - Annuities Funds category average (Lipper
Average). This Lipper Average, which is calculated by Lipper, Inc., is composed
of funds with similar investment objectives to the Fund. Sales charges are not
reflected in the Lipper Average. The chart and table are intended to illustrate
some of the risks of investing in the Fund by showing the changes in the Fund's
performance. All returns include the reinvestment of dividends and
distributions. Performance results include the effect of expense reduction
arrangements, if any. If these arrangements were not in place, then the
performance results would have been lower. Any expense reduction arrangements
may be discontinued at any time. As with all mutual funds, past performance does
not predict the Fund's future performance. The Fund's performance results do not
reflect the cost of insurance and separate account charges which are imposed
under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1999 1.65%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -1.36%.
For period shown in bar chart:
Best quarter: 1st quarter 1999, +3.11%
Worst quarter: 3rd quarter 1999, -1.90%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 5/19/98 1.65 (0.59)
- --------------------------------------------------------------------------------
CS Index (%) N/A 3.28 0.06(5)
- --------------------------------------------------------------------------------
Lipper Average (%) N/A 4.04 (0.28)(5)
</TABLE>
(5) Performance information is from April 30, 1998.
15
<PAGE>
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks total investment return, comprised of long-term capital
appreciation and current income, through investment primarily in a diversified
portfolio of equity securities.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in equity and equity
related securities, which include common stocks, bonds convertible into stocks,
warrants and other rights to purchase stocks.
The Fund's sub-advisor, LAMCO, utilizes a multi-manager concept. LAMCO allocates
the Fund's portfolio assets on an approximately equal basis among a number of
independent investment management organizations (Portfolio Managers). There are
five Portfolio Managers as of the date of this prospectus, each of which employs
a different investment style. LAMCO attempts to rebalance the portfolio among
the Portfolio Managers so as to maintain an approximately equal allocation of
the portfolio among them throughout all market cycles.
In LAMCO's opinion, the multi-manager concept provides advantages over the use
of a single manager for the following reasons:
- Most equity investment management firms consistently employ a
distinct investment "style" which causes them to emphasize
stocks with particular characteristics;
- Because of changing investor preferences, any given investment
style will move into and out of market favor and will result
in better investment performance under certain market
conditions, but less successful performance under other
conditions;
- Consequently, by allocating the Fund's portfolio on an
approximately equal basis among Portfolio Managers employing
different styles, the impact of any one style on investment
performance will be diluted, and the investment performance of
the total portfolio will be more consistent and less volatile
over the long term than if a single style were employed
throughout the entire period; and
- More consistent performance at a given annual rate of return
over time produces a higher rate of return for the long term
than more volatile performance having the same average annual
rate of return.
The Fund's current Portfolio Managers and investment styles are as follows:
- J. P. Morgan Investment Management Inc. uses a value approach
by investing in companies that are diversified across all
sectors and that are undervalued relative to the firm's
projected growth rates.
- Oppenheimer Capital uses a value approach by investing in
companies that exhibit the ability to generate excess cash
flow while earning high returns on invested capital.
- Boston Partners Asset Management, L.P. uses a value approach
by investing in companies with low price-to-earnings and
price-to-book ratios where a catalyst for positive change has
been identified.
- Westwood Management Corporation uses a growth approach by
investing in growth companies selling at reasonable valuations
based on the firm's earnings projections which are not yet
reflected in consensus estimates.
- TCW Investment Management Company incorporates secular growth
trends and uses a "bottom-up" approach by investing in
primarily large-cap companies that have distinct business
model advantages.
LAMCO continuously monitors the performance and investment styles of the Fund's
Portfolio Managers and from time to time may recommend changes of Portfolio
Managers based on factors such as:
- Changes in a Portfolio Manager's investment style or a
departure by a Portfolio Manager from the investment style for
which it had been selected;
- A deterioration in a Portfolio Manager's performance relative
to that of other investment management firms practicing a
similar style; or
- Adverse changes in its ownership or personnel.
16
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
LAMCO also may recommend Portfolio Manager changes to change the mix of
investment styles employed by the Fund's Portfolio Managers. The Board of
Trustees must approve all Portfolio Manager changes. LAMCO is also the manager
of Liberty All-Star Equity Fund, a multi-managed, closed-end fund and Liberty
All-Star Growth & Income Fund, a multi-managed open-ended fund. These funds have
the same investment objective and investment program as the Fund, and currently
have the same Portfolio Managers. LAMCO expects that these funds will make
corresponding changes if and when Portfolio Managers are changed in the future.
The Fund will remain substantially fully invested during periods when stock
prices generally rise and also during periods when they generally decline. The
Fund is intended to be a long-term investment vehicle and is not designed to
provide a means of speculating on short-term stock market movements.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If the Portfolio Managers' assessment of a
company's prospects is wrong, the price of its stock may not approach the value
the Portfolio Managers have placed on it.
17
<PAGE>
THE FUNDS Liberty All-Star Equity Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Russell 3000 Index (Russell Index), a
capitalization weighted total return index which is comprised of 3000 of the
largest capitalized U.S. domiciled companies whose common stock is traded in the
United States on the New York Stock Exchange, American Stock Exchange and
NASDAQ. Unlike the Fund, indices are not investments, do not incur fees or
expenses and are not professionally managed. It is not possible to invest
directly in indices. The Fund's return is also compared to the average return of
the funds included in the Lipper Growth & Income - Annuities Funds category
average (Lipper Average). This Lipper Average, which is calculated by Lipper,
Inc., is composed of funds with similar investment objectives to the Fund. Sales
charges are not reflected in the Lipper Average. The chart and table are
intended to illustrate some of the risks of investing in the Fund by showing the
changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1998 18.67%
1999 8.47%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +5.21%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +18.67%
Worst quarter: 3rd quarter 1998, -12.05%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR LIFE OF THE
DATE FUND
<S> <C> <C> <C>
Fund (%) 11/17/97 8.47 13.05
- --------------------------------------------------------------------------------
Russell Index (%) N/A 20.90 23.85(6)
- --------------------------------------------------------------------------------
Lipper Average (%) N/A 14.63 16.24(6)
</TABLE>
(6) Performance information is from October 31, 1997.
18
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
19
<PAGE>
THE FUNDS Newport Tiger Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART]
<TABLE>
<S> <C>
1996 11.73%
1999 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
<S> <C> <C> <C>
Fund (%) 5/1/95 68.01 7.31
- --------------------------------------------------------------------------------
MSCI Index (%) N/A 31.00 15.72(7)
- --------------------------------------------------------------------------------
Lipper Average (%) N/A 79.74 4.24(7)
</TABLE>
(7) Performance information is from April 30, 1995.
20
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
<TABLE>
<S> <C>
Stein Roe Global Utilities Fund, Variable Series 0.65%
Colonial Small Cap Value Fund, Variable Series 0.80% (1)
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Colonial High Yield Securities Fund, Variable Series 0.60% (2)
Liberty All-Star Equity Fund, Variable Series 0.80%
Newport Tiger Fund, Variable Series 0.90%
</TABLE>
(1) The Small Cap Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 1.00%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.00%.
(2) The High Yield Fund's advisor has voluntarily agreed to waive its
management fee and reimburse other expenses so that total expenses of
the Fund (excluding interest, taxes, 12b-1, brokerage and extraordinary
expenses) do not exceed 0.80%. As a result the actual management fee
paid to the advisor for the 1999 fiscal year was 0.12%.
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
Small Cap Fund, U.S. Growth & Income Fund, Strategic Income Fund, High Yield
Fund, International Horizons Fund and Global Equity Fund. Colonial's principal
business address is One Financial Center, Boston, Massachusetts 02111. As of
March 31, 2000, Colonial managed over $15.7 billion in assets.
LASC, 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 each specified Fund:
<TABLE>
<S> <C>
Colonial Small Cap Value Fund, Variable Series 0.60%
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial High Yield Securities Fund, Variable Series 0.40%
</TABLE>
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
21
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
James P. Haynie, a senior vice president of Colonial, has co-managed the Small
Cap Fund since 1993.
Michael Rega, a vice president of Colonial, has co-managed the Small Cap Fund
since 1996. He was an analyst at Colonial from 1993 to 1996.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. He also has co-managed the High Yield Fund since January, 1999. Mr.
Ericson, a senior vice president of Colonial and director of Colonial's Taxable
Fixed Income Group, has managed various other Colonial taxable income funds
since 1985.
Scott B. Richards, a senior vice president of Colonial, has co-managed the High
Yield Fund since May, 1999. Prior to joining Colonial he was employed with State
Street Research & Management Company as a vice president and a portfolio manager
from January, 1994 to May, 1999.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe. Colonial is part of a larger business unit that includes several separate
legal entities known as Liberty Funds Group LLC (LFG). The LFG business unit and
Stein Roe are managed by a single management team. Stein Roe, Colonial and the
other LFG entities also share personnel, facilities and systems that may be used
in providing administrative or operational services to the Fund. Stein Roe and
Colonial are registered investment advisors. Colonial, the other entities that
make up LFG and Stein Roe are subsidiaries of Liberty Financial Companies, Inc.
STEIN ROE
Stein Roe, an investment advisor since 1932, is the Sub-Advisor of the Global
Utilities Fund. Stein Roe's principal address is One South Wacker Drive,
Chicago, Illinois 60606. As of March 31, 2000, Stein Roe managed over $20.5
billion in assets.
LASC, out of the management fees it receives from the Trust, pays Stein Roe a
sub-advisory fee at the annual rate of 0.45% of the average daily net assets of
the Global Utilities Fund.
Ophelia Barsketis, a senior vice president of Stein Roe, has co-managed the
Global Utilities Fund since November, 1997. Ms. Barsketis joined Stein Roe in
1983 and progressed through a variety of equity analyst positions before
assuming her current responsibilities, which include managing other Stein Roe
funds.
Deborah A. Jansen, a senior vice president and senior research analyst for
global and domestic equities and global economic forecasting for Stein Roe, has
co-managed the Global Utilities Fund since November, 1997. Ms. Jansen joined
Stein Roe in 1987 and served as an associate economist and senior economist
before assuming her current responsibilities, which include managing other Stein
Roe Funds. Ms. Jansen left Stein Roe in January, 1995 and returned to her
position as a vice president in March, 1996. From June 5, 1995 through June 30,
1995, Ms. Jansen was a senior equity research analyst for BancOne Investment
Advisers Corporation.
Stein Roe will use Newport's trading facilities when buying or selling foreign
securities for the Fund's portfolio. Newport executes all trades under its own
procedures.
22
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
LAMCO AND LAMCO'S PORTFOLIO MANAGERS
LAMCO, an investment advisor since 1985, is the Sub-Advisor of the All-Star
Equity Fund. LAMCO's principal address is 600 Atlantic Avenue, 23rd Floor,
Boston, Massachusetts 02210. As of March 31, 2000, LAMCO managed over $1.8
billion in assets.
LASC, out of the management fees it receives from the Trust, pays LAMCO a
sub-advisory fee at the annual rate of 0.60% of the average daily net assets of
the All-Star Equity Fund.
LAMCO is a manager of other investment managers which LAMCO recommends to the
Board of Trustees for appointment pursuant to portfolio management agreements
among the Trust, LAMCO and the Portfolio Managers. The management agreements
permit each Portfolio Manager to have full investment discretion and authority
over investment of a portion of the Fund's assets.
Out of the management fees it receives from LASC, LAMCO pays each Portfolio
Manager a fee at the annual rate of 0.30% of the average daily net assets of the
portion of the Fund's assets assigned to that Portfolio Manager.
No one individual at LAMCO is responsible for LAMCO's investment management of
the All-Star Equity Fund. The following individuals who work for the indicated
Portfolio Managers manage a portion of All-Star Equity Fund's assets:
- - Henry D. Cavanna, Managing Director of J.P. Morgan Investment
Management, Inc.
- - John Lindenthal, Managing Director of Oppenheimer Capital
- - Mark Donovan, Chairman, Equity Strategy Committee, of Boston Partners
Asset Management, L.P.
- - Susan M. Byrne, President and Chief Executive Officer of Westwood
Management Corp.
- - Glen E. Bickerstaff, Managing Director - U.S. Equities of TCW
Investment Management Company
A more complete description of each Portfolio Manager is included in the
Statement of Additional Information. The Trust and LAMCO have received an
exemptive order from the SEC that permits the All-Star Equity Fund to change
Portfolio Managers without a vote of the shareholders. Information regarding any
new Portfolio Manager is sent to holders of VA contracts and VLI policies within
90 days following the effective date of the change.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
AFFILIATED BROKER/DEALER
Stein Roe and Colonial can use the services of AlphaTrade Inc., an affiliated
broker-dealer, when buying or selling equity securities for a fund's portfolio,
pursuant to procedures adopted by the Board of Trustees.
23
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund, High Yield Fund) Structure
risk is the risk that an event will occur (such as a security being prepaid or
called) that alters the security's cash flows. Prepayment risk is a particular
type of structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Global Utilities Fund, Strategic Income Fund, High Yield Fund) Zero coupon
bonds do not pay interest in cash on a current basis, but instead accrue
interest over the life of the bond. As a result, these securities are issued at
a deep discount. The value of these securities may fluctuate more than similar
securities that pay interest periodically. Although these securities pay no
interest to holders prior to maturity, interest on these securities is reported
as income to the Fund and distributed to its shareholders..
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund, High Yield Fund) Convertible securities are
preferred stocks or bonds that pay a fixed dividend or interest payment and are
convertible into common stocks at a specified price or conversion ratio. The
risk of investing in convertible securities is the value of the underlying
securities will fluctuate.
24
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
With the exception of the All-Star Equity Fund, each Fund's Sub-Advisor may
determine that adverse market conditions make it desirable to temporarily
suspend the Fund's normal investment activities. During such times, a Fund may,
but is not required to, invest in cash or high-quality, short-term debt
securities, without limit.
(High Yield Fund) If necessary, the Fund has the ability to invest 100% of its
assets in higher-rated securities, if, in Colonial's opinion, economic
conditions create a situation where yield spreads narrow between lower- and
higher-rated securities.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
25
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
STEIN ROE GLOBAL UTILITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 13.76 11.92 10.70 10.50 8.11
-------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.28 0.24 0.46 0.46 0.46
-------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments 3.63 1.93 2.62 0.23 2.39
-------------------------------------------------------------------------------------------------------------------------
Total from investment operations 3.91 2.17 3.08 0.69 2.85
-------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.23) (0.21) (0.48) (0.49) (0.46)
-------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.01) -- -- --
-------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on investments (0.29) (0.11) (1.38) -- --
-------------------------------------------------------------------------------------------------------------------------
Total distributions (0.52) (0.33) (1.86) (0.49) (0.46)
-------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 17.15 13.76 11.92 10.70 10.50
-------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 28.63 18.33 28.75 6.53 35.15
-------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 110,150 71,186 54,603 47,907 51,597
-------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 0.77 0.82 0.83 0.81 0.83
-------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%)(c) 1.91 1.90 3.96 4.36 4.98
-------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 52 53 89 14 18
</TABLE>
(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.
26
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL SMALL CAP VALUE FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period ($) 8.59 10.00
- ----------------------------------------------------------------------------------------------------
Net investment income (a) 0.02 0.08
- ----------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on investments 0.52 (1.41)
- ----------------------------------------------------------------------------------------------------
Total from investment operations 0.54 (1.33)
- ----------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.01) (0.07)
- ----------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.01)
- ----------------------------------------------------------------------------------------------------
Total distributions (0.01) (0.08)
- ----------------------------------------------------------------------------------------------------
Net asset value, end of year 9.12 8.59
- ----------------------------------------------------------------------------------------------------
TOTAL RETURN
Total investment return (%)(b)(c) 6.34 (13.25)**
- ----------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 3,817 1,782
- ----------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 1.00 1.00*
- ----------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.23 1.41*
- ----------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 74 51**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(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) Had the manager not waived or reimbursed a portion of expenses, total
return would have been reduced.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 3.66% and
4.32% (annualized), respectively..
27
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 2.21 3.28 4.57 2.71 3.05
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- -- (0.01) -- --
- ------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains -- (0.02) (0.01) -- --
- ------------------------------------------------------------------------------------------------------------------------------
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
28
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
- ----------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
- ----------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
- ----------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.20 0.67 1.01 1.08 1.79
- ----------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.02) (0.05) -- --
- ----------------------------------------------------------------------------------------------------------------------------------
Dividends from net realized gains -- -- (0.05) (0.07) (0.03)
- ----------------------------------------------------------------------------------------------------------------------------------
In excess of net realized gains -- -- (0.01) -- --
- ----------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
- ----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
- ----------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
- ----------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(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) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
29
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL HIGH YIELD SECURITIES FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended Period Ended
December 31, December 31,
1999 1998***
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 9.31 10.00
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.88 0.48
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized losses (0.72) (0.74)
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 0.16 (0.26)
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.62) (0.43)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- (0.00)
- ------------------------------------------------------------------------------------------------------------------------------
Total distributions (0.62) (0.43)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 8.85 9.31
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%) (b)(c) 1.65 (2.57)**
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 15,358 5,915
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d)(e) 0.80 0.80*
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%) (c)(d) 9.36 7.93*
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 16 23**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 19, 1998 to
December 31, 1998.
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.28% and
1.84% (annualized), respectively.
30
<PAGE>
FINANCIAL HIGHLIGHTS
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Year Ended December 31, Period Ended
December 31,
1999 1998 1997***
<S> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.90 10.07 10.00
- --------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.06 0.06 0.01
- --------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains on investments 0.94 1.82 0.07
- --------------------------------------------------------------------------------------------------------------
Total from investment operations 1.00 1.88 0.08
- --------------------------------------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income (0.05) (0.05) (0.01)
- --------------------------------------------------------------------------------------------------------------
Dividends form net realized gains on investments (0.38) -- --
- --------------------------------------------------------------------------------------------------------------
Total distributions (0.43) (0.05) (0.01)
- --------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 12.47 11.90 10.07
- --------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 8.47 18.67(c) 0.80**(c)
- --------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 80,095 44,870 22,228
- --------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%) (d) 0.95 1.00(e) 1.00*(e)
- --------------------------------------------------------------------------------------------------------------
Ratio of net investment income to
average net assets (%) (d) 0.47 0.54(c) 0.83*(c)
- --------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 75 70 1**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations November 17, 1997 to
December 31, 1997.
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 1.04% and
1.45% (annualized), respectively.
31
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
- ------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
- ------------------------------------------------------------------------------------------------------------------------------
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
- ------------------------------------------------------------------------------------------------------------------------------
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
- ------------------------------------------------------------------------------------------------------------------------------
In excess of net investment income -- -- (0.01) -- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
- ------------------------------------------------------------------------------------------------------------------------------
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
- ------------------------------------------------------------------------------------------------------------------------------
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(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.
32
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
33
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust : 811-07556
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
PROSPECTUS DATED MAY 1, 2000
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Newport Tiger Fund, Variable Series
Trust shares are available only through variable annuity contracts and variable
life insurance policies of participating insurance companies.
* * * *
This Prospectus must be accompanied by a prospectus for your variable annuity
contract or variable life insurance policy. Retain both prospectuses for future
reference.
* * * *
Although trust shares have been registered with the Securities and Exchange
Commission, the Commission has not approved or disapproved any shares offered in
this prospectus or determined whether this prospectus is accurate or complete.
Any representation to the contrary is a criminal offense.
NOT FDIC MAY LOSE VALUE
INSURED
NO BANK GUARANTEE
<PAGE>
TABLE OF CONTENTS
THE TRUST .................................................................... 3
THE FUNDS .................................................................... 4
Each of these sections discusses the following
topics: Investment Goals, Primary Investment Strategies,
Primary Investment Risks and Performance History
Colonial U.S. Growth & Income Fund, Variable Series........................... 4
Colonial Strategic Income Fund, Variable Series............................... 6
Newport Tiger Fund, Variable Series........................................... 9
TRUST MANAGEMENT ORGANIZATIONS ...............................................11
The Trustees..................................................................11
Investment Advisor: Liberty Advisory Services Corp...........................11
Investment Sub-Advisors and Portfolio Managers................................11
OTHER INVESTMENT STRATEGIES AND RISKS ........................................13
U.S. Government Securities....................................................13
Structure Risk................................................................13
Zero Coupon Bonds.............................................................13
Convertible Securities........................................................13
Derivative Strategies.........................................................14
Temporary Defensive Strategies................................................14
FINANCIAL HIGHLIGHTS .........................................................15
SHAREHOLDER INFORMATION ......................................................18
Purchases and Redemptions.....................................................18
How the Funds Calculate Net Asset Value.......................................18
Dividends and Distributions...................................................18
Tax Consequences..............................................................18
2
<PAGE>
THE TRUST
Liberty Variable Investment Trust (Trust) includes twelve separate mutual funds
(Funds), each with its own investment goals and strategies. This Prospectus
contains information about three of the Funds in the Trust. Liberty Advisory
Services Corp. (LASC) is the investment advisor to each Fund. LASC has appointed
an investment sub-advisor (Sub-Advisor) for each Fund, and all of the
Sub-Advisors are affiliates of LASC. Each Fund has the following Sub-Advisor:
<TABLE>
<CAPTION>
FUND SUB-ADVISOR
---- -----------
<S> <C>
Colonial U.S. Growth & Income Fund, Variable Series (U.S. Growth & Income Colonial Management Associates, Inc. (Colonial)
Fund) (formerly Colonial U.S. Stock Fund, Variable Series)
Colonial Strategic Income Fund, Variable Series (Strategic Income Fund)
Newport Tiger Fund, Variable Series (Tiger Fund) Newport Fund Management, Inc.
(Newport)
</TABLE>
Other Funds may be added to or deleted from the Trust from time to time.
The Trust's Funds are investment options under variable annuity contracts (VA
contracts) and variable life insurance policies (VLI policies) issued by life
insurance companies (Participating Insurance Companies). Some (but not all)
Participating Insurance Companies are affiliated with the investment advisor to
the Funds. Participating Insurance Companies invest in the Funds through
separate accounts that they set up for that purpose. Owners of VA contracts and
of VLI policies invest in sub-accounts of those separate accounts through
instructions they give to their insurance company. The principal underwriter of
the Funds is Liberty Funds Distributor, Inc. (LFD). LFD is an affiliate of LASC.
The prospectuses of the Participating Insurance Companies' separate accounts
describe which Funds are available to the purchasers of their VA contracts and
VLI policies. The Trust assumes no responsibility for those prospectuses.
3
<PAGE>
THE FUNDS
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks long-term growth and income.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in large
capitalization stocks. These are stocks with market capitalizations of greater
than $3 billion at the time of purchase. Up to 10% of the Fund's assets may be
invested in debt securities.
In selecting debt securities for the Fund, Colonial may invest in:
- debt securities that are convertible into common stock;
- corporate debt securities rated investment-grade by at least
two nationally recognized rating organizations (investment
grade stocks have a rating of BBB or higher by Standard &
Poor's Ratings Services or Baa or higher by Moody's Investors
Service, Inc.); and
- debt securities issued or guaranteed by the U.S. government.
In managing the Fund, Colonial uses a value investing strategy that focuses on
buying stocks cheaply when they are undervalued or "out of favor." Colonial buys
stocks that have attractive current prices, consistent operating performance
and/or favorable future growth prospects. Colonial's strategy uses quantitative
analysis supported by fundamental business and financial analyses.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Value stocks are securities of companies that may have experienced adverse
business or industry developments or may be subject to special risks that have
caused the stocks to be out of favor. If Colonial's assessment of a company's
prospects is wrong, the price of its stock may not approach the value Colonial
has placed on it.
4
<PAGE>
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Standard & Poor's 500 Index
(S&P Index), an unmanaged index that tracks the performance of a selection of
widely held common stocks. Unlike the Fund, indices are not investments, do not
incur fees or expenses and are not professionally managed. It is not possible to
invest directly in indices. The Fund's return is also compared to the average
return of the funds included in the Lipper Growth & Income - Annuities Funds
category average (Lipper Average). This Lipper Average, which is calculated by
Lipper, Inc., is composed of funds with similar investment objectives to the
Fund. Sales charges are not reflected in the Lipper Average. The chart and table
are intended to illustrate some of the risks of investing in the Fund by showing
the changes in the Fund's performance. All returns include the reinvestment of
dividends and distributions. Performance results include the effect of expense
reduction arrangements, if any. If these arrangements were not in place, then
the performance results would have been lower. Any expense reduction
arrangements may be discontinued at any time. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 29.70%
1996 21.84%
1997 32.23%
1998 20.15%
1999 12.00%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +0.40%.
For period shown in bar chart:
Best quarter: 4th quarter 1998, +21.79%
Worst quarter: 3rd quarter 1998, -14.16%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR 5 YEARS FUND
Fund (%) 7/5/94 12.00 22.97 21.64
- ------------------------------------------ -------------- -------------- ----------- ----------------
<S> <C> <C> <C> <C>
S&P Index (%) N/A 21.03 28.54 26.73(1)
Lipper Average (%) N/A 14.63 21.86 20.42(1)
</TABLE>
(1) Performance information is from June 30, 1994.
5
<PAGE>
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
INVESTMENT GOALS
The Fund seeks as high a level of current income as is consistent with prudent
risk and maximizing total return.
PRIMARY INVESTMENT STRATEGIES
The Fund seeks to achieve its investment goals by investing in:
- - debt securities issued by the U.S. government;
- - debt securities issued by foreign governments; and
- - lower-rated corporate debt securities.
Colonial allocates the Fund's investments among these types of securities at any
given time based on its estimate of the expected performance and risk of each
type of investment.
The Fund pursues its investment goals by investing a portion of its assets in
lower-rated corporate debt securities. These securities have the following
ratings:
- - BBB through C by Standard & Poor's Ratings Services;
- - Baa through D by Moody's Investors Service, Inc.;
- - a comparable rating by another nationally recognized rating service; or
- - the security is unrated and Colonial believes it to be comparable in
quality to securities having such ratings as noted above.
The Fund may invest in securities issued or guaranteed by foreign governments or
foreign companies, including securities issued in emerging market countries.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goals. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions. Market risk includes
interest rate risk.
Interest rate risk is the risk of a change in the price of a bond when interest
rates increase or decline. In general, if interest rates rise, bond prices fall;
and if interest rates fall, bond prices rise. Changes in the values of bonds
usually will not affect the amount of income the Fund receives from them but
will affect the value of the Fund's shares. Interest rate risk is generally
greater for bonds with longer maturities.
Because the Fund may invest in debt securities issued by private entities,
including corporate bonds and privately issued mortgage-backed and asset-backed
securities, the Fund is subject to issuer risk. Issuer risk is the possibility
that changes in the financial condition of the issuer of a security, changes in
general economic conditions, or changes in economic conditions that affect the
issuer may impact its willingness or ability to make timely payments of interest
or principal. This could result in a decrease in the price of the security and
in some cases a decrease in income.
6
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
Foreign securities are subject to special risks. Foreign markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
Lower-rated debt securities involve greater risk of loss due to credit
deterioration and are less liquid, especially during periods of economic
uncertainty or change, than higher quality debt securities. Lower-rated debt
securities have the added risk that the issuer of the security may default and
not make payment of interest or principal.
7
<PAGE>
THE FUNDS Colonial Strategic Income Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year, 5 years and the life
of the Fund. The Fund's return is compared to the Lehman Brothers
Government/Corporate Bond Index (Lehman Index), an unmanaged index that tracks
the performance of a selection of U.S. government agency, Treasury and
investment-grade corporate bonds. Unlike the Fund, indices are not investments,
do not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper General Bonds - Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. If these arrangements were not
in place, then the performance results would have been lower. Any expense
reduction arrangements may be discontinued at any time. As with all mutual
funds, past performance does not predict the Fund's future performance. The
Fund's performance results do not reflect the cost of insurance and separate
account charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1995 18.30%
1996 9.83%
1997 9.11%
1998 6.03%
1999 1.78%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was -0.10%.
For period shown in bar chart:
Best quarter: 1st quarter 1995, +5.62%
Worst quarter: 1st quarter 1997, -1.00%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION 1 YEAR 5 YEARS LIFE OF THE
DATE FUND
<S> <C> <C> <C> <C>
Fund (%) 7/5/94 1.78 8.88 8.26
Lehman Index (%) N/A (2.15) 7.61 7.06(2)
Lipper Average (%) N/A 0.76 7.84 7.03(2)
</TABLE>
(2) Performance information is from June 30, 1994.
8
<PAGE>
NEWPORT TIGER FUND, VARIABLE SERIES
INVESTMENT GOAL
The Fund seeks long-term capital appreciation.
PRIMARY INVESTMENT STRATEGIES
Under normal market conditions, the Fund invests primarily in stocks of
companies located in the ten Tiger countries of Asia. The Tigers of Asia are
Hong Kong, Singapore, South Korea, Taiwan, Malaysia, Thailand, India, Indonesia,
The People's Republic of China and the Philippines. In selecting investments for
the Fund, Newport typically purchases stocks of quality growth companies.
Additional strategies that are not primary investment strategies and the risks
associated with them are described below under "Other Investment Strategies and
Risks."
PRIMARY INVESTMENT RISKS
The primary risks of investing in the Fund are described below. There are many
circumstances (including additional risks that are not described here) which
could prevent the Fund from achieving its goal. It is possible to lose money by
investing in the Fund.
Market risk is the risk that the price of a security held by the Fund will fall
due to changing market, economic or political conditions.
Foreign securities are subject to special risks. Foreign stock markets can be
extremely volatile. Fluctuations in currency exchange rates may impact the value
of foreign securities without a change in the intrinsic value of those
securities. The liquidity of foreign securities may be more limited than
domestic securities, which means that the Fund may, at times, be unable to sell
foreign securities at desirable prices. Brokerage commissions, custodial fees
and other fees are generally higher for foreign investments. In addition,
foreign governments may impose withholding taxes which would reduce the amount
of income available to distribute to shareholders. Other risks include the
following: possible delays in the settlement of transactions; less publicly
available information about companies; the impact of political, social or
diplomatic events; and possible seizure, expropriation or nationalization of the
company or its assets.
Because the Fund's investments are concentrated in the ten Tiger countries of
Asia, the Fund is particularly susceptible to regional risks. Events in any one
Tiger country may impact the other countries in the Asian region as a whole. As
a result events in the region will generally have a greater effect on the Fund
than if the Fund were more geographically diversified, which may result in
greater losses and volatility.
Emerging markets are subject to additional risk. The risks of foreign
investments are typically increased in less developed countries, which are
sometimes referred to as emerging markets. For example, political and economic
structures in these countries may be new and developing rapidly, which may cause
instability. These countries are also more likely to experience high levels of
inflation, deflation or currency devaluations, which could hurt their economies
and securities markets.
9
<PAGE>
THE FUNDS Newport Tiger Fund, Variable Series
PERFORMANCE HISTORY
The bar chart below shows changes in the Fund's performance from year to year by
illustrating the Fund's calendar year total returns. The performance table
following the bar chart shows how the Fund's average annual returns compare with
those of a broad measure of market performance for 1 year and the life of the
Fund. The Fund's return is compared to the Morgan Stanley Capital International
EAFE GDP Index (MSCI Index), a broad-based, unmanaged index that tracks the
performance of foreign stocks. Unlike the Fund, indices are not investments, do
not incur fees or expenses and are not professionally managed. It is not
possible to invest directly in indices. The Fund's return is also compared to
the average return of the funds included in the Lipper Pacific-Region-Annuities
Funds category average (Lipper Average). This Lipper Average, which is
calculated by Lipper, Inc., is composed of funds with similar investment
objectives to the Fund. Sales charges are not reflected in the Lipper Average.
The chart and table are intended to illustrate some of the risks of investing in
the Fund by showing the changes in the Fund's performance. All returns include
the reinvestment of dividends and distributions. Performance results include the
effect of expense reduction arrangements, if any. As with all mutual funds, past
performance does not predict the Fund's future performance. The Fund's
performance results do not reflect the cost of insurance and separate account
charges which are imposed under your VA contract or VLI policy.
CALENDAR YEAR TOTAL RETURNS
<TABLE>
<S> <C>
1996 11.73%
1997 -31.14%
1998 -6.43%
1999 68.01%
</TABLE>
The Fund's year-to-date total return through March 31, 2000 was +1.91%.
For the period shown in bar chart:
Best quarter: 4th quarter 1998, +37.93%
Worst quarter: 2nd quarter 1998, -28.81%
AVERAGE ANNUAL TOTAL RETURNS - FOR PERIODS ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
INCEPTION LIFE OF THE
DATE 1 YEAR FUND
Fund (%) 5/1/95 68.01 7.31
<S> <C> <C> <C>
MSCI Index (%) N/A 31.00 15.72(3)
Lipper Average (%) N/A 79.74 4.24(3)
</TABLE>
(3) Performance information is from April 30, 1995.
10
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
THE TRUSTEES
The business of the Trust and the Funds is supervised by the Trust's Board of
Trustees. The Statement of Additional Information contains names of and
biographical information on the Trustees.
INVESTMENT ADVISOR: LIBERTY ADVISORY SERVICES CORP.
LASC, located at 125 High Street, Boston Massachusetts 02110, is the investment
advisor to the Funds. LASC is an indirect wholly-owned subsidiary of Liberty
Financial Companies, Inc. (LFC). LASC has been an investment advisor since 1993.
As of March 31, 2000, LASC managed over $853 million in assets. LASC designates
the Trust's Sub-Advisors, evaluates and monitors Sub-Advisors' performance and
investment programs and recommends to the Board of Trustees whether
Sub-Advisors' contracts should be continued or modified and the addition or
deletion of Sub-Advisors. LASC also has the responsibility of administering the
Trust's operations, which it may delegate, at its own expense, to certain
affiliates. LASC has delegated its administrative responsibilities to Colonial
in accordance with this authority.
For the 1999 fiscal year, the Trust paid LASC management fees at the following
annual rates of the average daily net assets of each specified Fund:
Colonial U.S. Growth & Income Fund, Variable Series 0.80%
Colonial Strategic Income Fund, Variable Series 0.65%
Newport Tiger Fund, Variable Series 0.90%
INVESTMENT SUB-ADVISORS AND PORTFOLIO MANAGERS
The Sub-Advisors manage the assets of the Funds under the supervision of LASC
and the Board of Trustees. Each Sub-Advisor determines which securities and
other instruments are purchased and sold for the Fund(s) it sub-advises. Each
Sub-Advisor is an indirect wholly-owned subsidiary of LFC.
COLONIAL
Colonial, an investment advisor since 1931, is the Sub-Advisor of each of the
U.S. Growth & Income Fund and Strategic Income Fund. Colonial's principal
business address is One Financial Center, Boston, Massachusetts 02111. As of
March 31, 2000, Colonial managed over $15.7 billion in assets.
LASC, 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 each specified Fund:
Colonial U.S. Growth & Income Fund, Variable Series 0.60%
Colonial Strategic Income Fund, Variable Series 0.45%
Colonial also provides transfer agency, pricing and record keeping services for
the Funds under separate agreements.
Mark Stoeckle has managed the U.S. Growth & Income Fund since December, 1996.
Mr. Stoeckle is a senior vice president of Colonial. Prior to joining Colonial
in October, 1996, Mr. Stoeckle was a portfolio manager at Massachusetts
Financial Services Company from January, 1993 to October, 1996.
Carl C. Ericson has managed the Strategic Income Fund since its inception in
July, 1994. Mr. Ericson, a senior vice president of Colonial and director of
Colonial's Taxable Fixed Income Group, has managed various other Colonial
taxable income funds since 1985.
Colonial will use Newport's trading facilities when buying or selling foreign
securities for the Funds' portfolios. Newport executes all trades under its own
procedures.
11
<PAGE>
TRUST MANAGEMENT ORGANIZATIONS
Colonial's investment advisory business is managed together with the mutual
funds and institutional investment advisory businesses of its affiliate, Stein
Roe & Farnham Incorporated (Stein Roe). Colonial is part of a larger business
unit that includes several separate legal entities known as Liberty Funds Group
LLC (LFG). The LFG business unit and Stein Roe are managed by a single
management team. Stein Roe, Colonial and the other LFG entities also share
personnel, facilities and systems that may be used in providing administrative
or operational services to the Fund. Stein Roe and Colonial are registered
investment advisors. Colonial, the other entities that make up LFG and Stein Roe
are subsidiaries of Liberty Financial Companies, Inc.
NEWPORT
Newport, an investment advisor since 1987, is the Sub-Advisor of the Tiger Fund.
Newport's principal address is 580 California Street, Suite 1960, San Francisco,
California 94104. As of March 31, 2000, Newport managed over $1.4 billion in
assets.
LASC, 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 Tiger Fund.
Thomas R. Tuttle and Lynda Couch, president and a managing director,
respectively, of Newport, co-manage the Fund. Mr. Tuttle has co-managed other
Newport Funds since November, 1995. Mr. Tuttle has been an officer of Newport
since 1984. Ms. Couch has managed other Newport Funds since April, 1995. Ms.
Couch has been an officer of Newport since 1994.
AFFILIATED BROKER/DEALER
Colonial can use the services of AlphaTrade Inc., an affiliated broker-dealer,
when buying or selling equity securities for a fund's portfolio, pursuant to
procedures adopted by the Board of Trustees.
12
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
The primary investment strategies of each Fund and the associated risks are
described above in each Fund's individual description. This section describes
other investments a Fund may make and the risks associated with them. In seeking
to achieve its goals, each Fund may invest in various types of securities and
engage in various investment techniques which are not the principal focus of the
Fund and therefore are not described in this prospectus. These types of
securities and investment practices are identified and discussed in the Funds'
Statement of Additional Information, which you may obtain free of charge (see
back cover). Approval by the Funds' shareholders is not required to modify or
change any of the Funds' investment goals or investment strategies.
U.S. GOVERNMENT SECURITIES
(Strategic Income Fund) The Fund will invest in U.S. government securities,
including U.S. Treasuries and securities of various U.S. government agencies.
Agency securities include mortgage-backed securities, which represent interests
in pools of mortgages. The Fund has flexibility to vary its allocation among
different types of U.S. government securities based upon the Sub-Advisor's
judgment of which types of securities will outperform others. In selecting
investments for the Fund, the Sub-Advisor considers a security's expected
income, together with its potential to rise or fall in price.
STRUCTURE RISK
(Strategic Income Fund, U.S. Growth & Income Fund) Structure risk is the risk
that an event will occur (such as a security being prepaid or called) that
alters the security's cash flows. Prepayment risk is a particular type of
structure risk that is present in a Fund because of its investments in
mortgage-backed securities and asset-backed securities. Prepayment risk is the
possibility that asset-backed securities may be prepaid if the underlying debt
securities are prepaid. Prepayment risk for mortgage-backed securities is the
possibility that, as interest rates fall, homeowners are more likely to
refinance their home mortgages. When mortgages are refinanced, the principal on
mortgage-backed securities is paid earlier than expected. In an environment of
declining interest rates, asset-backed securities and mortgage-backed securities
may offer less potential for gain than other debt securities. During periods of
rising interest rates, these securities have a high risk of declining in price
because the declining prepayment rates effectively increase the maturity of the
security. In addition, the potential impact of prepayment on the price of a
security may be difficult to predict and result in greater volatility.
ZERO COUPON BONDS
(Strategic Income Fund) Zero coupon bonds do not pay interest in cash on a
current basis, but instead accrue interest over the life of the bond. As a
result, these securities are issued at a deep discount. The value of these
securities may fluctuate more than similar securities that pay interest
periodically. Although these securities pay no interest to holders prior to
maturity, interest on these securities is reported as income to the Fund and
distributed to its shareholders.
CONVERTIBLE SECURITIES
(U.S. Growth & Income Fund) Convertible securities are preferred stocks or bonds
that pay a fixed dividend or interest payment and are convertible into common
stocks at a specified price or conversion ratio. The risk of investing in
convertible securities is the value of the underlying securities will fluctuate.
13
<PAGE>
OTHER INVESTMENT STRATEGIES AND RISKS
DERIVATIVE STRATEGIES
Each Fund may enter into a number of hedging strategies, including those that
employ futures and options, to gain or reduce exposure to particular securities
or markets. These strategies, commonly referred to as derivatives, involve the
use of financial instruments whose value depends on, or are derived from, the
value of an underlying security, index or currency. A Fund may use these
strategies to adjust the Fund's sensitivity to changes in interest rates or for
other hedging purposes (e.g., attempting to offset a potential loss in one
position by establishing an interest in an opposite position). Derivative
strategies involve the risk that they may exaggerate a loss, potentially losing
more money than the actual cost of the derivative, or limit a potential gain.
Also, with some derivative strategies there is the risk that the other party to
the transaction may fail to honor its contract terms, causing a loss to a Fund.
TEMPORARY DEFENSIVE STRATEGIES
Each Fund's Sub-Advisor may determine that adverse market conditions make it
desirable to temporarily suspend the Fund's normal investment activities. During
such times, a Fund may, but is not required to, invest in cash or high-quality,
short-term debt securities, without limit.
Taking a temporary defensive position may prevent a Fund from achieving its
investment goals.
14
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights tables are intended to help you understand the Funds'
financial performance. Information is shown for the Funds' last five fiscal
years, (or shorter period if a Fund commenced operations less than five years
ago) which run from January 1 to December 31. Certain information reflects
financial results for a single Fund share. This information is included in the
Funds' financial statements which have been audited by PricewaterhouseCoopers
LLP, independent accountants, whose reports, along with the Funds' financial
statements, is included in the Funds' annual report. 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. You
can request a free annual report by writing Keyport Financial Services Corp.
(see back cover for address) or by calling or writing the Participating
Insurance Company which issued your VA contract or VLI policy.
COLONIAL U.S. GROWTH & INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 18.79 16.29 14.22 12.36 10.27
Net investment income (a) 0.14 0.16 0.20 0.19 0.21
Net realized and unrealized gains on investments 2.07 3.12 4.37 2.52 2.84
Total from investment operations 2.21 3.28 4.57 2.71 3.05
Less distributions:
Dividends from net investment income (0.11) (0.12) (0.18) (0.17) (0.16)
In excess of net investment income -- -- (0.01) -- --
Dividends from net realized gains on (1.04) (0.64) (2.30) (0.68) (0.80)
investments
In excess of net realized gains -- (0.02) (0.01) -- --
Total distributions (1.15) (0.78) (2.50) (0.85) (0.96)
Net asset value, end of year ($) 19.85 18.79 16.29 14.22 12.36
TOTAL RETURN:
Total investment return (%) (b) 12.00 20.15 32.23 21.84 29.70(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ($) 212,355 146,239 96,715 60,855 43,017
Ratio of expenses to average net assets (%) (d) 0.88 0.90 0.94 0.95 1.00(e)
Ratio of net investment income to
average net assets (%) (d) 0.69 0.88 1.19 1.39 1.72(c)
Portfolio turnover ratio (%) 101 64 63 77 115
</TABLE>
(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.
(e) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, this ratio would have been 1.07%.
15
<PAGE>
FINANCIAL HIGHLIGHTS
COLONIAL STRATEGIC INCOME FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31,
1999 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 11.08 11.15 11.04 10.99 9.79
Net investment income (a) 0.95 0.91 0.90 0.92 0.55
Net realized and unrealized gains (losses)
on investments and foreign currency transactions (0.75) (0.24) 0.11 0.16 1.24
Total from investment operations 0.20 0.67 1.01 1.08 1.79
Less distributions:
Dividends from net investment income (0.84) (0.72) (0.79) (0.96) (0.56)
In excess of net investment income --- (0.02) (0.05) --- ---
Dividends from net realized gains --- --- (0.05) (0.07) (0.03)
In excess of net realized gains --- --- (0.01) --- ---
Total distributions (0.84) (0.74) (0.90) (1.03) (0.59)
Net asset value, end of year ($) 10.44 11.08 11.15 11.04 10.99
TOTAL RETURN:
Total investment return (%) (b) 1.78 6.03 9.11(c) 9.83(c) 18.30(c)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 170,702 118,985 73,175 53,393 48,334
Ratio of expenses to average net assets (%) (e) 0.75 0.78 0.80(d) 0.80(d) 0.84(d)
Ratio of net investment income to
average net assets (%) (e) 8.57 7.92 7.86(c) 8.13(c) 8.08(c)
Portfolio turnover ratio (%) 35 50 94 114 281
</TABLE>
(a) Per share data was calculated using average shares outstanding during
the period.
(b) Total return at net asset value assuming all distributions reinvested.
(c) Computed giving effect to Manager's expense limitation undertaking.
(d) If the Fund had paid all of its expenses and there had been no
reimbursement from the Manager, these ratios would have been 0.82%,
0.86% and 0.94%, respectively.
(e) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
16
<PAGE>
FINANCIAL HIGHLIGHTS
NEWPORT TIGER FUND, VARIABLE SERIES
<TABLE>
<CAPTION>
Years Ended December 31, Period Ended
December 31,
1999 1998 1997 1996 1995***
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of year ($) 1.57 1.71 2.52 2.28 2.00
Net investment income (a) 0.03 0.03 0.03 0.03 0.01
Net realized and unrealized gains (losses) on investments 1.04 (0.14) (0.81) 0.24 0.29
Total from investment operations 1.07 (0.11) (0.78) 0.27 0.30
Less distributions:
Distributions from net investment income (0.02) (0.03) (0.02) (0.02) (0.01)
In excess of net investment income --- --- (0.01) --- (0.01)
Total distributions (0.02) (0.03) (0.03) (0.03) (0.02)
Net asset value, end of year ($) 2.62 1.57 1.71 2.52 2.28
TOTAL RETURN:
Total investment return (%)(b) 68.01 (6.43) (31.14) 11.73 15.00**
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000) ($) 46,125 23,655 24,934 34,642 18,977
Ratio of expenses to average net assets (%)(c) 1.21 1.30 1.25 1.27 1.75*
Ratio of net investment income to average net assets (%)(c) 1.65 2.16 1.14 1.20 0.89*
Portfolio turnover ratio (%) 12 16 27 7 12**
</TABLE>
* Annualized.
** Not Annualized.
*** For the period from the commencement of operations May 1, 1995 to
December 31, 1995.
(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.
17
<PAGE>
SHAREHOLDER INFORMATION
PURCHASES AND REDEMPTIONS The Participating Insurance Companies place daily
orders to purchase and redeem shares of the Funds. These orders generally
reflect the net effect of instructions they receive from holders of their VA
contracts and VLI policies and certain other terms of those contracts and
policies. The Trust issues and redeems shares at net asset value (NAV) without
imposing any selling commissions, sales charge or redemption charge. Shares
generally are sold and redeemed at their NAV next determined after receipt of
purchase or redemption requests from Participating Insurance Companies. The
right of redemption may be suspended or payment postponed whenever permitted by
applicable law and regulations.
HOW THE FUNDS CALCULATE NET ASSET VALUE Each share price is its NAV next
determined. NAV is the difference between the value of a fund's assets and
liabilities divided by the number of shares outstanding. The NAV is determined
at the close of the New York Stock Exchange (NYSE), usually 4:00 p.m. Eastern
time, on each business day that the NYSE is open (typically Monday through
Friday).
To calculate NAV on a given day, we value each stock listed or traded on a stock
exchange at its latest sale price on that day. If there are no sales on that
day, we value the security at the most recent quoted bid price. We value each
over-the-counter security or National Association of Securities Dealers
Automated Quotation (Nasdaq) security as of the last sales price of that day. We
value other over-the-counter securities that have reliable quotes at the latest
quoted bid price.
We value long-term debt obligations and securities convertible into common stock
at fair value. Pricing services provide the Funds with the value of the
securities. When the price of a security is not available, including days when
we determine that the sale or bid price of the security does not reflect that
security's market value, we will value the security at a fair value determined
in good faith under procedures established by the Board of Trustees.
We value a security at fair value when events have occurred after the last
available market price and before the close of the NYSE that materially affect
the security's price. In the case of foreign securities, this could include
events occurring after the close of the foreign market and before the close of
the NYSE.
A Fund's foreign securities may trade on days when the NYSE is closed for
trading, and therefore the NAV of a Fund's shares may change on days when
Participating Insurance Companies may not purchase or redeem shares.
DIVIDENDS AND DISTRIBUTIONS Each Fund intends to declare and distribute, as
dividends or capital gain 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 received by such Fund, less estimated expenses (including
investment advisory and administrative fees). Income dividends will be declared
and distributed annually. All net short-term and long-term capital gains of each
Fund 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 NAV, as of the record date for the
distributions.
TAX CONSEQUENCES Each Fund is treated as a separate entity for federal income
tax purposes and has elected or intends to elect to be treated, and intends to
qualify each year as a "regulated investment company" under Subchapter M of the
Internal Revenue Code (the Code). Each Fund must satisfy certain requirements
relating to the sources of its income, diversification of its assets and
distribution of its income to shareholders to qualify as a regulated investment
company. As a regulated investment company, a Fund will not be subject to
federal income tax on any net investment income and net realized capital gains
that are distributed to its shareholders as required under the Code.
In addition, each Fund follows certain portfolio diversification requirements
imposed by the Code on separate accounts of insurance companies relating to the
tax-deferred status of VA contracts and VLI policies. More specific information
on these diversification requirements is contained in the prospectus that
describes a particular VA contract or VLI policy.
18
<PAGE>
FOR MORE INFORMATION
You can get more information about the Funds' investments in the Funds'
semi-annual and annual reports to shareholders. The annual report contains a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance over their last fiscal year.
You may wish to read the Statement of Additional Information for more
information on the Funds and the securities in which they invest. The Statement
of Additional Information is incorporated into this prospectus by reference,
which means that it is considered to be part of this prospectus.
You can get free copies of reports and the Statement of Additional Information,
request other information and discuss your questions about the Funds by writing
or calling:
Keyport Financial Services Corp.
125 High Street
Boston, MA 02111
1-800-437-4466
or by calling or writing the Participating Insurance Company which issued your
VA contract or VLI policy.
Text-only versions of all Fund documents can be viewed online or downloaded from
the Edgar database on the Securities and Exchange Commission internet site at
www.sec.gov.
You can review and copy information about the Funds by visiting the following
location, and you can obtain copies upon payment of a duplicating fee by
electronic request at the e-mail address [email protected] or by writing the:
Public Reference Room
Securities and Exchange Commission
Washington, DC 20549-0102
Information on the operation of the Public Reference Room may be obtained by
calling 1-202-942-8090.
INVESTMENT COMPANY ACT FILE NUMBER:
Liberty Variable Investment Trust: 811-07556
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Newport Tiger Fund, Variable Series
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
One Financial Center
Boston, Massachusetts 02111
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Newport Tiger Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
STATEMENT OF ADDITIONAL INFORMATION
DATED MAY 1, 2000
The Statement of Additional Information ("SAI") is not a Prospectus, but
should be read in conjunction with the Trust's Prospectuses, dated May 1, 2000
and any supplements thereto, which may be obtained at no charge by calling
Keyport Financial Services Corp. ("KFSC") at (800) 437-4466, or by contacting
the applicable Participating Insurance Company (as defined in the Prospectus),
or the broker-dealers offering certain variable annuity contracts or variable
life insurance policies issued by the Participating Insurance Company.
The date of this SAI is May 1, 2000.
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
ITEM PAGE
<S> <C>
ORGANIZATION AND HISTORY.................................................. 3
INVESTMENT MANAGEMENT AND OTHER SERVICES.................................. 4
General............................................................. 4
Trust Charges and Expenses.......................................... 7
INVESTMENT RESTRICTIONS................................................... 10
Colonial Growth and Income Fund, Variable Series.................... 10
Stein Roe Global Utilities Fund, Variable Series.................... 11
Colonial International Fund for Growth, Variable Series............. 12
Colonial U.S. Growth & Income Fund, Variable Series................. 14
Colonial Strategic Income Fund, Variable Series..................... 15
Newport Tiger Fund, Variable Series................................. 16
Liberty All-Star Equity Fund, Variable Series....................... 17
Colonial Small Cap Value Fund, Variable Series...................... 19
Colonial High Yield Securities Fund, Variable Series................ 20
Colonial International Horizons Fund, Variable Series............... 21
Colonial Global Equity Fund, Variable Series........................ 22
Crabbe Huson Real Estate Investment Fund, Variable Series........... 23
MORE FACTS ABOUT THE TRUST................................................ 24
Mixed and Shared Funding............................................ 24
Organization........................................................ 24
Trustees and Officers............................................... 25
Principal Holders of Securities..................................... 31
Custodian........................................................... 32
OTHER CONSIDERATIONS...................................................... 32
Portfolio Turnover.................................................. 32
Suspension of Redemptions........................................... 33
Valuation of Securities............................................. 33
Portfolio Transactions.............................................. 34
DESCRIPTION OF CERTAIN INVESTMENTS........................................ 39
Money Market Instruments............................................ 39
Investments in Less Developed Countries............................. 42
Foreign Currency Transactions....................................... 42
Options on Securities............................................... 46
Futures Contracts and Related Options............................... 50
Securities Loans.................................................... 54
INVESTMENT PERFORMANCE.................................................... 54
INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS.......................... 56
</TABLE>
2
<PAGE>
ORGANIZATION AND HISTORY
Liberty 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 twelve Funds:
Colonial Growth and Income Fund, Variable Series ("Growth and Income Fund");
Stein Roe Global Utilities Fund, Variable Series ("Global Utilities Fund");
Colonial International Fund for Growth, Variable Series ("International Fund");
Colonial U.S. Growth & Income Fund, Variable Series ("U.S. Growth Fund");
Colonial Strategic Income Fund, Variable Series ("Strategic Income Fund");
Newport Tiger Fund, Variable Series ("Tiger Fund"); Liberty All-Star Equity
Fund, Variable Series ("All-Star Equity Fund"); Colonial Small Cap Value Fund,
Variable Series ("Small Cap Fund"), Colonial High Yield Securities Fund,
Variable Series ("High Yield Fund"), Colonial International Horizons Fund,
Variable Series, ("International Horizons Fund"), Colonial Global Equity Fund,
Variable Series ("Global Equity Fund") and Crabbe Huson Real Estate Investment
Fund, Variable Series ("Real Estate Fund"). The Trust may add or delete Funds
from time to time. The Trust commenced operations on July 1, 1993. Each Fund,
except the International Fund and the International Horizons Fund, is a
diversified series of the Trust, each representing the entire interest in a
separate series of the Trust. The International Fund and the International
Horizons Fund are non-diversified series of the Trust, each representing the
entire interest in a separate series of the Trust.
Effective November 15, 1997, the Trust changed its name from "Keyport Variable
Investment Trust" to its current name. Effective November 15, 1997, the Growth
and Income Fund changed its name from "Colonial-Keyport Growth and Income Fund"
to its current name. Effective June 1, 2000 the Growth and Income Fund will
change its name to the Liberty Value Fund, Variable Series. Effective November
15, 1997, the Global Utilities Fund changed its name from "Colonial-Keyport
Utilities Fund" to its current name. Effective November 15, 1997, the
International Fund changed its name from "Colonial-Keyport International Fund
for Growth" to its current name. Effective May 1, 1997, the U.S. Growth Fund
changed its name from "Colonial-Keyport U.S. Fund for Growth" to
Colonial-Keyport U.S. Stock Fund. Effective November 15, 1997, the U.S. Growth
Fund changed its name from "Colonial-Keyport U.S. Stock Fund" to Colonial U.S.
Stock Fund, Variable Series. Effective June 1, 1999, the U.S. Growth Fund
changed its name from "Colonial U.S. Stock Fund, Variable Series" to its current
name. Effective November 15, 1997 the Strategic Income Fund changed its name
from "Colonial-Keyport Strategic Income Fund" to its current name. Effective
November 15, 1997 the Tiger Fund changed its name from "Newport-Keyport Tiger
Fund" to its current name.
The 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
owners may differ. Additional information regarding such differing interests and
related risks are described below under "MORE FACTS ABOUT THE TRUST -- MIXED AND
SHARED FUNDING."
3
<PAGE>
INVESTMENT MANAGEMENT AND OTHER SERVICES
GENERAL
Liberty Advisory Services Corp. ("LASC") serves as Manager pursuant to
investment advisory agreements between the Trust on behalf of the Funds and LASC
(the "Management Agreements"). LASC 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 December 31,
1999, approximately 71.48% of the combined voting power of LFC's outstanding
voting stock was owned, indirectly, by Liberty Mutual Insurance Company
("Liberty Mutual").
LASC and the Trust, on behalf of each of the Growth and Income Fund,
International Fund, U.S. Growth Fund, Strategic Income Fund, Small Cap Fund,
High Yield Fund, International Horizons Fund and Global Equity Fund, have
entered into separate Sub-Advisory Agreements (the "Colonial Sub-Advisory
Agreements") with Colonial Management Associates, Inc. ("Colonial"). Colonial is
an indirect wholly owned subsidiary of LFC.
LASC and the Trust, on behalf of the Global Utilities Fund, have entered
into a separate Sub-Advisory Agreement (the "Stein Roe Sub-Advisory Agreement")
with Stein Roe & Farnham Incorporated ("Stein Roe"). Stein Roe is an indirect
wholly owned subsidiary of LFC.
LASC and the Trust, on behalf of the 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.
LASC and the Trust, on behalf of the Real Estate Fund, have entered into a
separate Sub-Advisory Agreement (the "Crabbe Huson Sub-Advisory Agreement,"
collectively, with the Colonial Sub-Advisory Agreements, the Stein Roe
Sub-Advisory Agreement and the Newport Sub-Advisory Agreement, the "Sub-Advisory
Agreements") with Crabbe Huson Group, Inc. ("Crabbe Huson"). Crabbe Huson is an
indirect wholly owned subsidiary of LFC.
Liberty Asset Management Company ("LAMCO") sub-advises All-Star Equity
Fund pursuant to the Management Agreement for such Fund (to which LAMCO is a
party). All-Star Equity Fund's investment program is based upon LAMCO's
multi-manager concept. LAMCO allocates the Fund's portfolio assets on an equal
basis among a number of independent investment management organizations
("Portfolio Managers") -- currently five in number --each of which employs a
different investment style, and periodically rebalances the Fund's portfolio
among the Portfolio Managers so as to maintain an approximately equal allocation
of the portfolio among them throughout all market cycles. Each Portfolio Manager
provides these services under a Portfolio Management Agreement (the "Portfolio
Management Agreements") among the Trust, on behalf of All-Star Equity Fund,
LAMCO and such Portfolio Manager.
4
<PAGE>
All-Star Equity Fund's current Portfolio Managers are:
J.P. Morgan Investment Management Inc.
Oppenheimer Capital
Boston Partners Asset Management, L.P.
Westwood Management Corp.
TCW Investment Management Company
LASC. Keyport owns all of the outstanding common stock of LASC. LASC's
address is 125 High Street, Boston, Massachusetts 02110. The directors and
principal executive officer of LASC are: Philip K. Polkinghorn (principal
executive officer and director) and Stewart R. Morrison.
Colonial. Liberty Funds Group LLC ("LFG"), One Financial Center, Boston,
Massachusetts 02111, owns all of the outstanding common stock of Colonial. LFG
is an indirect wholly-owned subsidiary of LFC. The directors and principal
executive officer of Colonial are Nancy L. Conlin, Stephen E. Gibson (principal
executive officer and director) and Joseph R. Palombo.
Stein Roe. Stein Roe, One South Wacker Drive, Chicago, Illinois, 60606, is
an indirect wholly-owned subsidiary of LFC. The directors and principal
executive officer of Stein Roe are Gary L. Countryman, C. Allen Merritt, Jr. and
Stephen E. Gibson (principal executive officer).
Newport. Newport Pacific Management, Inc. ("Newport Pacific"), 580
California Street, San Francisco, California 94104, owns 75.1% of the
outstanding common stock of Newport as of December 31, 1999. LFC owns the
balance. 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 Thomas R. Tuttle
(principal executive officer), John M. Mussey and Lindsay Cook.
Crabbe Huson. Crabbe Huson, 121 S.W. Morrison, Suite 1400, Portland,
Oregon 97204, is a wholly-owned subsidiary of LFC. The directors and principal
executive officer of Crabbe Huson are James E. Crabbe (principal executive
officer and director) and Lindsay Cook.
LAMCO and LAMCO's Portfolio Managers. LAMCO, 600 Atlantic Avenue, 23rd
Floor, Boston, Massachusetts 02210, is an indirect wholly owned-subsidiary of
LFC. The directors and principal executive officer of LAMCO are: John V.
Carberry, Lindsay Cook and William R. Parmentier (principal executive officer
and director).
5
<PAGE>
As of the date of this SAI, the following entities serve as LAMCO's Portfolio
Managers for All-Star Equity Fund:
- - J.P. Morgan Investment Management, Inc. J.P. Morgan Investment
Management Inc. ("J.P. Morgan"), an investment advisor since 1984,
is located at 522 Fifth Avenue, New York, New York 10036, is a
wholly-owned subsidiary of J.P. Morgan & Co. Incorporated, a New
York Stock Exchange ("NYSE") listed bank holding company the
principal banking subsidiary of which is Morgan Guaranty Trust
Company of New York. J.P. Morgan's principal executive officer is
Keith M. Schappert, and its directors are Mr. Schappert and Messrs.
Kenneth W. Anderson, Ronald R. Dewhurst, Gerard W. Lillis, John W.
Schmidlin, Hendrick Van Riel and Ms. Isabel H. Sloane. As of March
31, 2000, J.P. Morgan managed over $376 billion in assets.
- - Oppenheimer Capital. Oppenheimer Capital, an investment advisor
since 1969, is located at 1345 Avenue of the Americas, New York, New
York 10105, is a Delaware partnership and an indirect wholly-owned
subsidiary of PIMCO Advisors L.P. Oppenheimer Capital's principal
executive officer is Kenneth Poovey. As of March 31, 2000,
Oppenheimer Capital managed over $45 billion in assets.
- - Boston Partners Asset Management, L.P. Boston Partners Asset
Management, L.P. ("Boston Partners"), an investment advisor since
1995, is located at 28 State Street, 21st Floor, Boston,
Massachusetts 02109. The firm is owned by its partners. Desmond J.
Heathwood is the sole General Partner. As of March 31, 2000, Boston
Partners managed over $9 billion in assets.
- - Westwood Management Corp. Westwood Management Corp. ("Westwood"), an
investment advisor since 1983, is located at 300 Crescent Court,
Suite 1300, Dallas, Texas 75201, is a wholly owned subsidiary of
Southwest Securities Group, Inc. Its principal executive officer is
Susan M. Byrne. Its directors are Ms. Byrne, Brian Casey, Don A.
Buchhotz, David Glatstein, and Patricia R. Fraze. As of March 31,
2000, Westwood manages over $2.5 billion in assets.
- - TCW Investment Management Company. TCW Investment Management Company
("TCW"), located at 865 South Figueroa Street, Los Angeles,
California 90017, is a wholly-owned subsidiary of The TCW Group,
Inc. ("TCW Group"). Established in 1971, TCW Group's direct and
indirect subsidiaries, including TCW, provide a variety of trust,
investment management and investment advisory services. Ownership of
the TCW Group lies approximately 95% with its employees and 5% with
its directors. Robert A. Day, who is Chairman of the Board of
Directors of TCW Group, may be deemed to be a control person of TCW
by virtue of the aggregate ownership by Mr. Day and his family of
more
6
<PAGE>
than 25% of the outstanding voting stock of the TCW Group. As of
March 31, 2000, TCW had over $75 million in assets under management.
The Management Agreements, the Sub-Advisory Agreements and the Portfolio
Management Agreements provide that none of LASC, Colonial, Stein Roe, Newport,
Crabbe Huson, LAMCO or LAMCO's Portfolio Managers (collectively, the
"Advisors"), 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 LASC or such Advisor of its respective duties under such
agreements, except for liability resulting from willful misfeasance, bad faith
or gross negligence on the part of LASC or such Advisor, in the performance of
its respective duties or from reckless disregard by such Advisor of its
respective obligations and duties thereunder.
TRUST CHARGES AND EXPENSES
All-Star Equity Fund commenced operations on November 15, 1997. Small Cap
Fund and High Yield Fund commenced operations on May 19, 1998. International
Horizons Fund, Global Equity Fund and Real Estate Fund commenced operations on
June 1, 1999.
MANAGEMENT FEES. Each Fund listed below paid LASC management fees as
follows during each year in the three-year period ended December 31, 1999,
pursuant to the Management Agreements described in the Prospectus:
<TABLE>
<CAPTION>
1999 1998 1997
---------- ---------- ----------
<S> <C> <C> <C>
Growth and Income Fund: $1,157,822 $ 805,967 $ 605,151
Global Utilities Fund: $ 554,892 $ 390,383 $ 310,458
International Fund: $ 569,988 $ 369,574 $ 270,532
U.S. Growth Fund: $1,429,390 $1,027,590 $ 623,484
Strategic Income Fund: $ 971,490 $ 590,688 $ 384,347
Tiger Fund: $ 277,720 $ 192,901 $ 303,701
All-Star Equity Fund: $ 493,641 $ 243,070 $ 8,804
Small Cap Fund: $ 18,928 $ 0(2) --
</TABLE>
7
<PAGE>
<TABLE>
<S> <C> <C> <C>
High Yield Fund: $61,532 $ 0(2) --
International Horizons Fund: $27,964 -- --
Global Equity Fund: $31,164 -- --
Real Estate Fund: $11,210 -- --
</TABLE>
CERTAIN ADMINISTRATIVE EXPENSES. During each year in the three-year period ended
December 31, 1999 each Fund listed below made payments as follows to Colonial or
an affiliate thereof for pricing and bookkeeping services.
<TABLE>
<CAPTION>
1999 1998 1997
------- ------- -------
<S> <C> <C> <C>
Growth and Income Fund: $74,390 $53,025 $43,653
Global Utilities Fund: $40,059 $30,524 $27,071
International Fund: $31,946 $27,008 $27,000
U.S. Growth Fund: $74,490 $54,453 $39,024
Strategic Income Fund: $63,800 $41,331 $31,551
Tiger Fund: $27,000 $27,000 $27,000
All-Star Equity Fund: $31,497 $27,000 $ 3,225
Small Cap Fund: $27,000 $16,694 --
High Yield Fund: $27,000 $16,694 --
International Horizons Fund: $15,750 -- --
Global Equity Fund: $15,750 -- --
Real Estate Fund: $15,750 -- --
</TABLE>
In addition, during each year in the three-year period ended December 31,
1999, each Fund listed below made payments as follows to Colonial or an
affiliate thereof for transfer agent services:
<TABLE>
<CAPTION>
1999 1998 1997
------ ------ ------
<S> <C> <C> <C>
Growth and Income Fund: $7,500 $7,500 $7,500
Global Utilities Fund: $7,500 $7,500 $7,500
International Fund: $7,500 $7,500 $7,500
U.S. Growth Fund: $7,500 $7,500 $7,500
Strategic Income Fund: $7,500 $7,500 $7,500
</TABLE>
8
<PAGE>
<TABLE>
<S> <C> <C> <C>
Tiger Fund: $7,500 $7,500 $ 896
All-Star Equity Fund: $7,500 $7,500 --
Small Cap Fund: $7,500 $4,637 --
High Yield Fund: $7,500 $4,637 --
International Horizons Fund: $4,375 -- --
Global Equity Fund: $4,375 -- --
Real Estate Fund: $4,375 -- --
</TABLE>
12b-1 FEES. Each Fund listed below paid Liberty Funds Distributor, Inc. (LFD)
services fees as follows during the year ended December 31, 1999, as described
in the Prospectus:
<TABLE>
<S> <C>
International Horizons Fund: $6,601
Global Equity Fund: $7,044
Real Estate Fund: $2,415
</TABLE>
EXPENSE LIMITATIONS. LASC has agreed to reimburse all expenses, including
management fees, but excluding interest, taxes, 12b-1, brokerage and
extraordinary expenses, incurred by (i) each of Growth and Income Fund, Global
Utilities Fund, U.S. Growth Fund, All-Star Equity Fund and Small Cap Fund in
excess of 1.00% of average daily net asset value per annum, (ii) each of
International Fund and Tiger Fund in excess of 1.75% of average daily net asset
value per annum, (iii) each of Strategic Income Fund and High Yield Fund in
excess of 0.80% of average daily net asset value per annum, (iv) each of
International Horizons Fund and Global Equity Fund in excess of 1.15% of average
daily net asset value per annum, and (v) Real Estate Fund in excess of 1.20% of
average daily net asset value per annum, in each case for the period from May 1,
2000 until April 30, 2001.
FEES OR EXPENSES WAIVED OR BORNE BY ADVISOR
<TABLE>
<CAPTION>
1999 1998 1997
---- ---- ----
<S> <C> <C> <C>
Strategic Income Fund: ---- ---- $15,222
All-Star Equity Fund: ---- $12,713 $11,533
Small Cap Fund: $63,222 $36,072 ----
High Yield Fund: $49,549 $33,929 ----
International Horizons Fund: $28,328 ---- ----
Global Equity Fund: $27,096 ---- ----
Real Estate Fund: $31,663 ---- ----
</TABLE>
PRINCIPAL UNDERWRITERS
Liberty Funds Distributor, Inc. (LFD), One Financial Center, Boston, MA
02111, serves as the
9
<PAGE>
principal underwriter to the Funds. LFD is an affiliate of LASC.
The Trustees have approved a Distribution Plan and Agreement (Plan) pursuant to
Rule 12b-1 under the 1940 Act for the International Horizons Fund, Global Equity
Fund and Real Estate Fund. Under the Plan, these Funds will pay the distributor
a monthly service fee at the aggregate annual rate of 0.25% of each Fund's
average daily net assets. The distributor may use the entire amount of such fees
to defray the cost of commissions and service fees paid to financial service
firms (FSFs) and for certain other purposes. Since the service fees are payable
regardless of the amount of the distributor's expenses, the distributor may
realize a profit from the fees.
The Plan authorizes any other payments by these Funds to the distributor and its
affiliates (including the Advisor) to the extent that such payments might be
construed to be indirect financing of the distribution of fund shares.
The Trustees believe the Plan could be a significant factor in the growth and
retention of Fund assets resulting in a more advantageous expense ratio and
increased investment flexibility which could benefit each Fund's shareholders.
The Plan will continue in effect from year to year so long as continuance is
specifically approved at least annually by a vote of the Trustees, including the
Trustees who are not interested persons of the Trust and have no direct or
indirect financial interest in the operation of the Plan or in any agreements
related to the Plan (Independent Trustees), cast in person at a meeting called
for the purpose of voting on the Plan. The Plan may not be amended to increase
the fee materially without approval by vote of a majority of the outstanding
voting securities of the relevant class of shares, and all material amendments
of the Plan must be approved by the Trustees in the manner provided in the
foregoing sentence. The Plan may be terminated at any time by vote of a majority
of the Independent Trustees or by vote of a majority of the outstanding voting
securities of the relevant Fund's shares, on 60 days' written notice to the
distributor. The continuance of the Plan will only be effective if the selection
and nomination of the Trustees who are not interested persons of the Trust is
effected by such disinterested Trustees.
10
<PAGE>
INVESTMENT RESTRICTIONS
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 Prospectuses 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.
GROWTH AND INCOME FUND
FUNDAMENTAL INVESTMENT POLICIES. 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. 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; and
6. Own real estate if it is acquired as the result of owning securities
and not more than 5% of total assets.
11
<PAGE>
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
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. Purchase and sell futures contracts and related options if the total
initial margin and premiums required to establish non-hedging
positions exceed 5% of its total assets;
3. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 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; and
5. Invest more than 15% of its net assets in illiquid assets.
GLOBAL UTILITIES FUND
FUNDAMENTAL INVESTMENT POLICIES. Global 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. 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. 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; and
5. Own real estate if it is acquired as the result of owning securities
and not more than 5% of total assets.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
Global Utilities Fund which may be changed without a shareholder vote, the
Fund may not:
12
<PAGE>
1. Purchase securities on margin, but it may receive short-term credit
to clear securities transactions (this restriction does not apply to
securities purchased on a when-issued basis or to margin deposits in
connection with futures or options transactions);
2. Purchase and sell futures contracts and related options if the total
initial margin and premiums required to establish non-hedging
positions exceed 5% of its total assets;
3. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 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; and
5. Invest more than 15% of its net assets in illiquid assets.
INTERNATIONAL FUND
FUNDAMENTAL INVESTMENT POLICIES. International 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. Only own real estate acquired as the result of owning securities and
not more than 5% of total assets; and
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.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
International 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;
13
<PAGE>
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 more than 15% of its net assets in illiquid assets;
4. 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;
5. 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;
6. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 5% of its total assets;
7. 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 1940 Act) if the Fund would control such person after such
acquisition; or
8. 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.
U.S. GROWTH FUND
FUNDAMENTAL INVESTMENT POLICIES. U.S. Growth 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; and
14
<PAGE>
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
U.S. Growth 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 more than 15% of its net assets in illiquid assets; or
4. Purchase or sell commodity contracts if the total initial margin and
premiums on the contracts would exceed 5% of its total assets.
STRATEGIC INCOME FUND
FUNDAMENTAL INVESTMENT POLICIES. 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;
15
<PAGE>
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
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. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 5% of its total assets;
3. Have a short securities position, unless the Fund owns, or owns
rights (exercisable without payment) to acquire, an equal amount of
such securities; or
4. Invest more than 15% of its net assets in illiquid assets.
TIGER FUND
FUNDAMENTAL INVESTMENT POLICIES. Tiger Fund may not:
1. Concentrate more than 25% of the Funds total assets in any
industry (other than obligations issued or guaranteed as to
principal and interest by the Government of the United States or
any agency or instrumentality thereof) or with respect to 75% of
the Fund's assets purchase the securities of any issuer, if, as a
result of such purchase, more than 5% of the Fund's total assets
would be invested in the securities of such 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. Purchase and sell futures contracts and related options if the total
initial margin and premiums exceed 5% of its total assets;
16
<PAGE>
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); and
7. Own real estate unless such real estate is acquired as the result of
owning securities and does not constitute more than 5% of total
assets.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
Tiger Fund which may be changed without a shareholder vote, the Fund may not:
1. Invest in companies for the purpose of exercising control;
2. 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;
3. Participate on a joint and several basis in any securities trading
account;
4. Write or trade in put or call options;
5. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 5% of its total assets;
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; or
7. Engage in short sales of securities.
17
<PAGE>
ALL-STAR EQUITY FUND
FUNDAMENTAL INVESTMENT POLICIES. All-Star Equity Fund may not:
1. Issue senior securities, except as permitted by (2) below;
2. Borrow money, except that it may borrow in an amount not exceeding 7% of
its total assets (including the amount borrowed) taken at market value at
the time of such borrowing, and except that it may make borrowings in
amounts up to an additional 5% of its total assets (including the amount
borrowed) taken at market value at the time of such borrowing, to obtain
such short-term credits as are necessary for the clearance of securities
transactions, or for temporary or emergency purposes, and may maintain and
renew any of the foregoing borrowings, provided that the Fund maintains
asset coverage of 300% with respect to all such borrowings;
3. Pledge, mortgage or hypothecate its assets, except to secure indebtedness
permitted by paragraph (2) above and then only if such pledging,
mortgaging or hypothecating does not exceed 12% of the Fund's total assets
taken at market value at the time of such pledge, mortgage or
hypothecation. The deposit in escrow of securities in connection with the
writing of put and call options and collateral arrangements with respect
to margin for future contracts are not deemed to be pledges or
hypothecation for this purpose;
4. Act as an underwriter of securities of other issuers, except when
disposing of securities;
5. Purchase or sell real estate or any interest therein, except that the Fund
may invest in securities issued or guaranteed by corporate or governmental
entities secured by real estate or interests therein, such as mortgage
pass-through and collateralized mortgage obligations, or issued by
companies that invest in real estate or interests therein;
6. Make loans to other persons except for loans of portfolio securities (up
to 30% of total assets) and except through the use of repurchase
agreements, the purchase of commercial paper or the purchase of all or a
portion of an issue of debt securities in accordance with its investment
objective, policies and restrictions, and provided that not more than 10%
of the Fund's assets will be invested in repurchase agreements maturing in
more than seven days;
7. Invest in commodities or in commodity contracts (except stock index
futures and options);
18
<PAGE>
8. Purchase securities on margin (except to the extent that the purchase of
options and futures may involve margin and except that it may obtain such
short-term credits as may be necessary for the clearance of purchases or
sales of securities), or make short sales of securities;
9. Purchase the securities of issuers conducting their principal business
activity in the same industry (other than securities issued or guaranteed
by the United States, its agencies and instrumentalities) if, immediately
after such purchase, the value of its investments in such industry would
comprise 25% or more of the value of its total assets taken at market
value at the time of each investment;
10. Purchase securities of any one issuer, if
(a) more than 5% of the Fund's total assets taken at market value
would at the time be invested in the securities of such issuer, except
that such restriction does not apply to securities issued or guaranteed by
the U.S. Government or its agencies or instrumentalities or corporations
sponsored thereby, and except that up to 25% of the Fund's total assets
may be invested without regard to this limitation; or
(b) such purchase would at the time result in more than 10% of the
outstanding voting securities of such issuer being held by the Fund,
except that up to 25% of the Fund's total assets may be invested without
regard to this limitation;
11. Invest in securities of another registered investment company, except (i)
as permitted by the Investment Company Act of 1940, as amended from time
to time, or any rule or order thereunder, or (ii) in connection with a
merger, consolidation, acquisition or reorganization;
12. Purchase any security, including any repurchase agreement maturing in more
than seven days, which is subject to legal or contractual delays in or
restrictions on resale, or which is not readily marketable, if more than
10% of the net assets of the Fund, taken at market value, would be
invested in such securities;
13. Invest for the purpose of exercising control over or management of any
company; or
14. Purchase securities unless the issuer thereof or any company on whose
credit the purchase was based, together with its predecessors, has a
record of at least three years' continuous operations prior to the
purchase, except for investments which, in the aggregate, taken at cost do
not exceed 5% of the Fund's total assets.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
All-Star Equity Fund which may be changed without a shareholder vote, the Fund
may not borrow in an amount in excess of 5% of its total assets (including the
amount borrowed).
19
<PAGE>
SMALL CAP FUND
FUNDAMENTAL INVESTMENT POLICIES. Small Cap 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, it will not purchase additional portfolio securities while
borrowings exceed 5% of net assets;
2. Only own real estate acquired as the result of owning securities and
not more than 5% of total assets;
3. 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;
4. Underwrite securities issued by others only when disposing of
portfolio securities;
5. Make loans through lending of securities not exceeding 30% of total
assets, through the purchase of debt instruments or similar
evidences of indebtedness typically sold privately to financial
institutions and through repurchase agreements; and
6. Not concentrate more than 25% of its total assets in any one
industry or 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 voting securities of an issuer if, as a result
of 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
Small Cap Fund which may be changed, 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. Purchase or sell commodity contracts if the total initial margin and
premiums on the contracts would exceed 5% of its total assets; and
4. Invest more than 15% of its net assets in illiquid assets.
20
<PAGE>
HIGH YIELD FUND
FUNDAMENTAL INVESTMENT POLICIES. High Yield 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. Only own real estate acquired as the result of owning securities and
not more than 5% of total assets;
3. 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;
4. Underwrite securities issued by others only when disposing of
portfolio securities;
5. Make loans through lending of securities not exceeding 30% of total
assets, through the purchase of debt instruments or similar
evidences of indebtedness typically sold privately to financial
institutions and through repurchase agreements; and
6. Not concentrate more than 25% of its total assets in any one
industry or 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 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
High Yield Fund which may be changed, the Fund may not:
1. Purchase securities on margin, but the Fund may receive short-term
credit to clear securities transactions and may make initial or
maintenance margin deposits in connection with futures transactions;
2. Purchase or sell commodities contracts if the total initial margin
and premiums on the contracts would exceed 5% of its total assets;
3. Have a short securities position, unless the Fund owns, or owns
rights (exercisable without payment) to acquire, an equal amount of
such securities; and
4. Invest more than 15% of its net assets in illiquid assets.
21
<PAGE>
INTERNATIONAL HORIZONS FUND
FUNDAMENTAL INVESTMENT POLICIES. International Horizons 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. Only own real estate acquired as the result of owning securities and
not more than 5% of total assets; and
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.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
International Horizons 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; and
3. Invest more than 15% of its net assets in illiquid assets.
GLOBAL EQUITY FUND
FUNDAMENTAL INVESTMENT POLICIES. The Global Equity 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;
22
<PAGE>
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; and
6. Only own real estate acquired as the result of owning securities and
not more than 5% of total assets.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
the Global Equity 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. Purchase and sell futures contracts and related options if the total
initial margin and premiums required to establish non-hedging
positions exceed 5% of its total assets;
3. Have a short securities position, unless the Fund owns, or owns
rights (exercisable without payment) to acquire, an equal amount of
such securities; and
4. Invest more than 15% of its assets in illiquid assets.
REAL ESTATE FUND
FUNDAMENTAL INVESTMENT POLICIES. The Real Estate 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. Concentrate more than 25% of its total assets in any one industry;
23
<PAGE>
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; and
6. Own real estate if it is acquired as the result of owning securities
and not more than 5% of total assets; provided that the Fund may
invest in securities that are secured by real estate or interest
therein and may purchase and sell mortgage-related securities and
may hold and sell real estate acquired by the Fund as a result of
the ownership of securities.
OTHER INVESTMENT POLICIES. As non-fundamental investment policies of
the Real Estate 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. Purchase and sell futures contracts and related options if the total
initial margin and premiums required to establish non-hedging
positions exceed 5% of its total assets;
3. Have a short securities position, unless the Fund owns, or owns
rights (exercisable without payment) to acquire, an equal amount of
such securities; and
4. Invest more than 15% of its assets in illiquid assets.
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 Participating Insurance Companies (as such term
is defined therein), including those of Keyport, Independence Life & Annuity
Company ("Independence") and Keyport Benefit Life Insurance Company ("Keyport
Benefit"), each of which is a wholly owned subsidiary of Keyport, and Liberty
Life Assurance Company of Boston ("Liberty Life"), a 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 might
be required to withdraw its investments in
24
<PAGE>
one or more Funds or shares of another Fund may be substituted. This might force
a Fund to sell securities at disadvantageous prices.
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
investment 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 of Participating
Insurance Companies, and, in certain cases, the general account of Keyport.
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, ages 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). In
this SAI, the "Liberty Funds" means Liberty Funds Trust I, Liberty Funds Trust
II, Liberty Funds Trust III, Liberty Funds Trust IV, Liberty Funds Trust V,
Liberty Funds Trust VI, Liberty Funds Trust VII, Liberty Funds Trust VIII,
Liberty Variable Investment Trust, Colonial High Income Municipal Trust,
Colonial InterMarket Income Trust I, Colonial Intermediate High Income Fund,
Colonial Investment Grade Municipal Trust, Colonial Municipal Income Trust,
Colonial Insured Municipal Fund, Colonial California Insured
25
<PAGE>
Municipal Fund, Colonial New York Insured Municipal Fund, Liberty-Stein Roe
Advisor Floating Rate Advantage Fund and Colonial Investment Grade Bond Fund.
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
Tom Bleasdale (69) Trustee Retired (formerly Chairman of the Board and 102
Clubhouse Drive #275 Chief Executive Officer, Shore Bank & Trust
Naples, FL 34105 Company (banking) from 1992 to 1993).
Director or Trustee: Liberty Funds, Empire
Company Limited.
John V. Carberry* (52) Trustee Senior Vice President of LFC since 1998
56 Woodcliff Road (formerly Managing Director, Salomon
Wellesley Hills, MA 02481 Brothers (investment banking) from January,
1988 to January, 1998). Director or
Trustee: Liberty Funds, Liberty All-Star
Funds.
Lora S. Collins (64) Trustee Attorney (formerly Attorney with Kramer,
1175 Hill Road Levin, Naftalis & Frankel (law) from
Southold, NY 11971 September, 1986 to November, 1996).
Trustee: Liberty Funds.
James E. Grinnell (70) Trustee Private Investor since November, 1988.
22 Harbor Avenue Director or Trustee: Liberty Funds, Liberty
Marblehead, MA 01945 All-Star Funds.
Richard W. Lowry (63) Trustee Private Investor since August, 1987.
10701 Charleston Drive Director or Trustee: Liberty Funds, Liberty
Vero Beach, FL 32963 All-Star Funds.
</TABLE>
26
<PAGE>
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
Salvatore Macera (68) Trustee Private Investor (formerly Executive Vice
26 Little Neck Lane President and Director of Itek Corporation
New Seabury, MA 02649 (electronics) from 1975 to 1981). Director
or Trustee: Liberty Funds and Stein Roe
Variable Investment Trust.
William E. Mayer (59) Trustee Partner, Development Capital, LLC (venture
500 Park Avenue, 5th Floor capital) (formerly Dean, College of
New York, NY 10022 Business and Management, University of
Maryland (higher education) from October,
1992 to November, 1996). Director or
Trustee: Liberty Funds, Liberty All-Star
Funds, Johns Manville, Lee Enterprises,
Premier, Rosemore.
James L. Moody, Jr. (68) Trustee Retired (formerly Chairman of the Board,
16 Running Tide Road Hannaford Bros. Co. (food retailer) from
Cape Elizabeth, ME 04107 May, 1984 to May, 1997 and Chief Executive
Officer, Hannaford Bros. Co. from May, 1973
to May, 1992). Director or Trustee:
Liberty Funds, Staples, Inc., UNUM
Provident Corporation, IDEXX Laboratories,
Inc., Empire Company Limited.
John J. Neuhauser (56) Trustee Dean of the School of Management, Boston
84 College Road College (higher education) since September,
Chestnut Hill, MA 02467 1977. Director or Trustee: Liberty Funds,
Liberty All-Star Funds,
</TABLE>
27
<PAGE>
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
, Saucony, Inc.
Thomas E. Stitzel (64) Trustee Business Consultant (formerly Professor of
2208 Tawny Woods Place Finance from 1975 to 1999 and Dean from
Boise, ID 83706 1977 to 1991, College of Business, Boise
State University (higher education),
Chartered Financial Analyst. Director or
Trustee: Liberty Funds, Stein Roe Variable
Investment Trust, Farmers and Merchants
State Bank.
Anne-Lee Verville (54) Trustee Consultant (formerly General Manager,
359 Stickney Hill Road Global Education Industry from 1994 to
Hopkinton, NH 03229 1997, and President, Applications Solutions
Division from 1991 to 1994, IBM Corporation
(global education and global
applications)). Director or Trustee:
Liberty Funds, Enesco Group, Inc., National
Skill Standards Board.
</TABLE>
28
<PAGE>
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
Stephen E. Gibson (46) President President of the Liberty Funds since June,
One Financial Center 1998, Chairman of the Board since July,
Boston, MA 02111 1998, Chief Executive Officer and President
since December, 1996 and
Director since July, 1996 of
Colonial (formerly Executive
Vice President from July, 1996
to December, 1996); Director,
Chief Executive Officer and
President of Liberty Funds Group
LLC ("LFG") since December, 1998
(formerly Director, Chief
Executive Officer and President
of The Colonial Group, Inc.
("TCG") from December, 1996 to
December, 1998); Assistant
Chairman of Stein Roe since
August, 1998 (formerly Managing
Director of Marketing of Putnam
Investments, June, 1992 to July,
1996).
Pamela A. McGrath (46) Treasurer and Treasurer and Chief Financial Officer of
One Financial Center Chief Financial the Liberty Funds and Liberty All-Star
Boston, MA 02111 Officer Funds since April, 2000; Treasurer, Chief
Financial Officer and Vice
President of LFG since December,
1999; Chief Financial Officer,
Treasurer and Senior Vice
</TABLE>
29
<PAGE>
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
President of Colonial since
December, 1999; Director of
Offshore Accounting for Putnam
Investments from May, 1998 to
October 1999; Managing Director
of Scudder Kemper Investments
from October, 1984 to December,
1997.
J. Kevin Connaughton (35) Controller and Controller and Chief Accounting Officer of
One Financial Center Chief Accounting the Liberty Funds since February, 1998;
Boston, MA 02111 Officer Controller since December, 1998 of Liberty
All-Star Funds; Vice President
of Colonial since February, 1998
(formerly Senior Tax Manager,
Coopers & Lybrand, LLP from
April, 1996 to January, 1998;
Vice President, 440 Financial
Group/First Data Investor
Services Group from March, 1994
to April, 1996).
Joseph R. Palombo (46) Vice President Vice President of the Liberty Funds since
One Financial Center April, 1999; Executive Vice President and
Boston, MA 02111 Director of Colonial since April, 1999;
Executive Vice President and
Chief Administrative Officer of
LFG since April, 1999 (formerly
Chief Operating Officer, Putnam
Mutual Funds from 1994 to 1998).
Nancy L. Conlin (46) Secretary Secretary of the Liberty Funds since April,
One Financial Center 1998 (formerly Assistant Secretary from July,
Boston, MA 02111 1994 to April, 1998); Director, Senior Vice
President, General Counsel,
Clerk and Secretary of Colonial
since April, 1998 (formerly Vice
President, Counsel, Assistant
</TABLE>
30
<PAGE>
<TABLE>
<CAPTION>
Positions(s) held Principal occupations
Name, Age and Address with the Trust during past five years
- --------------------- -------------- ----------------------
<S> <C> <C>
Secretary and Assistant Clerk
from July, 1994 to April, 1998);
Vice President - Legal, General
Counsel and Secretary of LFG
since December, 1998 (formerly
Vice President Legal, General
Counsel, Secretary and Clerk of
TCG from April, 1998 to
December, 1998; Assistant Clerk
from July, 1994 to April, 1998).
</TABLE>
* A Trustee who is an "interested person" (as defined in the Investment Company
Act of 1940 ("1940 Act")) of the Funds or the Advisor.
As indicated in the above table, certain Trustees and officers of the
Trust also hold positions with LFC, Keyport, LASC, LFD, Colonial, Stein Roe,
Newport, Crabbe Huson, LAMCO and/or certain of their affiliates. Certain of the
Trustees and officers of the Trust hold comparable positions with certain other
investment companies.
31
<PAGE>
Compensation of Trustees
The table below sets forth (1) the aggregate compensation paid by the
Trust to the Trustees for 1999, and (ii) the amount of compensation paid to the
Trustees of the Trust in their capacities as Trustees of the Liberty Funds
Complex for service for 1999 (a):
COMPENSATION TABLE
<TABLE>
<CAPTION>
Total Compensation From Liberty
Aggregate 1999 Funds Complex Paid to the
Compensation from Trustees For The Calendar Year
Trustee the Trust Ended December 31, 1999(b)
- ------- --------- --------------------------
<S> <C> <C>
Robert J. Birnbaum(c) $ 7,807 $97,000
Tom Bleasdale 8,296(d) 103,000(e)
John V. Carberry(f) N/A N/A
Lora S. Collins 7,732 96,000
James E. Grinnell 8,048 100,000
Richard W. Lowry 7,813 97,000
Salvatore Macera 7,725 95,000
William E. Mayer 8,123 101,000
James L. Moody, Jr. 7,348(g) 91,000(h)
John J. Neuhauser 8,166 101,252
Thomas E. Stitzel 7,725 95,000
Robert L. Sullivan(i) 8,581 104,100
Anne-Lee Verville 7,745(j) 96,000(k)
</TABLE>
(a) The Liberty Funds Complex does not currently provide pension or retirement
plan benefits to the Trustees.
(b) At December 31, 1999, the Liberty Funds Complex consisted of 51 open-end and
8 closed-end management investment portfolios in the Liberty Funds
Group-Boston and 12 open-end management investment portfolios in the Liberty
Variable Investment Trust (together, the Liberty Funds Complex).
(c) Retired as Trustee of the Trust on December 31, 1999.
(d) Includes $4,109 payable in later years as deferred compensation.
(e) Includes $52,000 payable in later years as deferred compensation.
(f) Does not receive compensation because he is an affiliated Trustee and
employee of LFC.
(g) Total compensation of $7,348 for the fiscal year ended December 31, 1999
will be payable in later years as deferred compensation.
32
<PAGE>
(h) Total compensation of $91,000 for the calendar year ended December 31,
1999 will be payable in later years as deferred compensation.
(i) Retired as Trustee of the Trust on April 30, 2000.
(j) Total compensation of $7,745 for the fiscal year ended December 31,
1999 will be payable in later years as deferred compensation.
(k) Total compensation of $96,000 for the calendar year ended December 31,
1999 will be payable in later years as deferred compensation.
For the fiscal year ended December 31, 1999, some of the Trustees received the
following compensation in their capacities as trustees or directors of the
Liberty All-Star Equity Fund, the Liberty All-Star Growth Fund, Inc. and Liberty
Funds Trust IX (together, Liberty All-Star Funds):
<TABLE>
<CAPTION>
Total Compensation from Liberty All-
Star Funds for the Calendar Year Ended
Trustee December 31, 1999(l)
- ------- ---------------------------------------
<S> <C>
Robert J. Birnbaum(m) $25,000
John V. Carberry(m)(n) N/A
James E. Grinnell(m) 25,000
Richard W. Lowry(m) 25,000
William E. Mayer(m) 25,000
John J. Neuhauser(m) 25,000
</TABLE>
(1) The Liberty All-Star Funds are advised by Liberty Asset Management
Company (LAMCO). LAMCO is an indirect wholly-owned subsidiary of LFC
(an intermediate parent of LASC).
(m) Elected by the sole Trustee of Liberty Funds Trust IX on December 17,
1998.
(n) Does not receive compensation because he is an affiliated Trustee and
employee of LFC.
PRINCIPAL HOLDERS OF SECURITIES
All the shares of the Funds are held of record by sub-accounts of
separate accounts of Participating Insurance Companies on behalf of the owners
of VA contracts and VLI policies or by the general account of Keyport. At March
31, 2000 the general account of Keyport owned of record 32% of the Tiger Fund,
48% of the International Horizons Fund, 65% of the Global Equity Fund and 69% of
the Real Estate Fund. At all meetings of shareholders of the Funds,
Participating Insurance Companies will vote the shares held of record by
sub-accounts 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
33
<PAGE>
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 Participating Insurance Company and Keyport 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). No Participating Insurance Company has informed the Trust
that it knows of any owner of a VA contract or VLI policy issued by it which on
March 31, 2000 owned beneficially 5% or more of the outstanding shares of any
Fund.
CUSTODIAN
The Chase Manhattan Bank, 270 Park Avenue Park Avenue, New York, NY
10017-2070, is custodian of the securities and cash owned by all of the Funds.
The custodian is responsible for holding all securities and cash of each Fund,
receiving and paying for securities purchased, delivering against payment
securities sold, receiving and collecting income from investments, making all
payments covering expenses of the Funds, and performing other administrative
duties, all as directed by persons authorized by the Trust. The custodian does
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 custodian and may be entered into the Federal
Reserve Book Entry system, or the security depository system of the Depository
Trust Company or other securities depository systems. Portfolio securities
purchased outside the U.S. are maintained in the custody of various foreign
branches of the custodian 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 will be no greater than
100%. The portfolio turnover rates of the Funds are shown under "Financial
Highlights" in the Prospectuses.
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
34
<PAGE>
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.
International Fund, International Horizons Fund and Global Equity Fund
may be expected to experience higher portfolio turnover rates if such Funds make
a change in their respective 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.
The Growth and Income Fund, for the 1999 fiscal year, had a higher than
usual portfolio turnover rate. This was due to a change in portfolio manager and
the new manager selling off and re-positioning the Growth and Income Fund to
reflect the new strategies of the Fund.
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 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,
35
<PAGE>
except on the following holidays: New Year's Day, Martin Luther King Jr., Day,
Presidents' Day, 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, Stein Roe, Newport, Crabbe Huson and each of LAMCO's
Portfolio Managers (each an "Advisor") 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 its Advisor 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 the Advisor 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, and subject to
the additional matters described below regarding each of International Fund,
International Horizons Fund, Global Equity Fund and All-Star Equity Fund,
securities transactions of the Funds may be executed by broker-dealers who also
provide research services (as defined below) to an Advisor, the Funds or
36
<PAGE>
other accounts as to which such Advisor exercises investment discretion. Such
advisor may use all, some or none of such research services in providing
investment advisory services to each of its clients, including the Fund(s) it
advises. To the extent that such services are used by the Advisors, they tend to
reduce their expenses. It is not possible to assign an exact dollar value for
such services.
Subject to such policies as the Board of Trustees may determine, each
of the Advisors 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). An
Advisor placing a brokerage transaction 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 applicable
Fund and all its other clients.
Certain of the other accounts of any of the Advisors may have
investment objectives and programs that are similar to those of the Funds.
Accordingly, occasions may arise when each of the Advisors 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, the Advisor 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.
Consistent with applicable rules 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 the Advisors 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.
Additional Matters Pertaining to International Fund, International
Horizons Fund and Global Equity Fund. The portfolio managers for the
International Fund and the International Horizons Fund are Charles R. Roberts,
Michael Ellis and Deborah Snee and for the Global Equity Fund are Ophelia
Barsketis and Deborah A. Jansen, all of whom are jointly employed by Newport,
Colonial and Stein Roe (each of which is an indirect wholly owned subsidiary of
LFC). The Funds and the other accounts advised by these managers 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 Funds and such other accounts will be bunched and
executed on an aggregate basis. In such cases, each participating account
(including the International Fund, International Horizons Fund and Global Equity
Fund) will receive the average price at which the trade is executed. Where less
than
37
<PAGE>
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 International Fund, International Horizons Fund and Global Equity Fund) 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 International
Fund, International Horizons Fund and Global Equity are 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 International Fund,
International Horizons Fund and Global Equity Fund may be executed by
broker-dealers who provide research services to Colonial or Stein Roe which are
used in the investment management of such Funds or other accounts over which
Colonial or Stein Roe exercise investment discretion. Such transactions will be
effected in accordance with the policies described above. No portfolio
transactions on behalf of the Funds 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 International Fund,
International Horizons Fund, Global Equity Fund or other accounts over which
Colonial exercises investment discretion.
Additional Matters Pertaining to All-Star Equity Fund. The Portfolio
Management Agreements with LAMCO's Portfolio Managers provide that LAMCO has the
right to request that transactions giving rise to brokerage commissions, in
amounts to be agreed upon from time to time between LAMCO and the Portfolio
Manager, be executed by brokers and dealers (to be agreed upon from time to time
between LAMCO and the Portfolio Manager) which provide research products and
services to LAMCO or to All-Star Equity Fund or other accounts managed by LAMCO
(collectively with All-Star Equity Fund, "LAMCO Clients") or as to which an
ongoing relationship will be a value to the Fund in managing its assets. The
commissions paid on such transactions may exceed the amount of commissions
another broker would have charged for effecting that transaction. Research
products and services made available to LAMCO through brokers and dealers
executing transactions for LAMCO Clients involving brokerage commissions include
performance and other qualitative and quantitative data relating to investment
managers in general and the Portfolio Managers in particular; data relating to
the historic performance of categories of securities associated with particular
investment styles; mutual fund portfolio and performance data; data relating to
portfolio manager changes by pension plan fiduciaries; quotation equipment; and
related computer hardware and software, all of which research products and
services are used by LAMCO in connection with its selection and monitoring of
portfolio managers (including the Portfolio Managers) for LAMCO Clients, the
assembly of a mix of investment styles appropriate to LAMCO's Clients'
investment objectives, and the determination of overall portfolio strategies.
LAMCO from time to time reaches understandings with each of the
Portfolio Managers as to the amount of the All-Star Equity Fund portfolio
transactions initiated by such Portfolio Manager that are to be directed to
brokers and dealers which provide research products and services to LAMCO. These
amounts may differ among the Portfolio Managers based on the nature of the
markets for the types of securities managed by them and other factors.
38
<PAGE>
These research products and services are used by LAMCO in connection
with its management of LAMCO Clients' portfolios, regardless of the source of
the brokerage commissions. In instances where LAMCO receives from broker-dealers
products or services which are used both for research purposes and for
administrative or other non-research purposes, LAMCO makes a good faith effort
to determine the relative proportions of such products or services which may be
considered as investment research, based primarily on anticipated usage, and
pays for the costs attributable to the non-research usage in cash.
The table below shows information on brokerage commissions paid by each
Fund during the periods indicated. (All-Star Equity Fund commenced operations on
November 15, 1997; Small Cap Fund and High Yield Fund commenced operations on
May 19, 1998; International Horizons Fund, Global Equity Fund and Real Estate
Fund commenced operations on June 1, 1999.)
<TABLE>
<CAPTION>
Growth & Global International U.S. Tiger All-Star
Income Utilities Fund Growth Fund Equity Fund
Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Total amount of $ 521,325 $ 171,492 $ 54,904 $ 250,696 $ 42,877 $ 101,560
brokerage commissions
paid during 1999
Total amount of $ 0 $ 0 $ 0 $ 0 $ 0 $ 10,533,313
directed transactions
paid during 1999
Total amount of $ 0 $ 0 $ 0 $ 0 $ 0 $ 12,038
commissions on directed
transactions paid
during 1999
Total amount of $ 210,205 $ 0 $ 180 $ 95,068 $ 0 $ 0
brokerage commissions (40%) (0.5%) (38%)
paid during 1999 to
AlphaTrade Inc.
(% of total commission
paid)
Total amount of $ 86,453 $ 124,815 $ 66,549 $ 147,449 $ 36,508 $ 58,697
brokerage commissions
paid during 1998
Total amount of $ 0 $ 0 $ 0 $ 0 $ 0 $ 84,729
directed transactions
paid during 1998
Total amount of $ 0 $ 0 $ 0 $ 0 $ 0 $ 80
commissions on directed
transactions paid
during 1998
</TABLE>
39
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Total amount of $ 17,178 $ 0 $ 0 $ 45,117 $ 0 $ 0
brokerage commissions
paid during 1998 to (20%) (31%)
AlphaTrade Inc.
(% of total commission
paid)
Total amount of $ 76,021 $ 108,414 $ 59,920 $ 80,839 $ 110,960 $ 18,207
brokerage commissions
paid during 1997
</TABLE>
<TABLE>
<CAPTION>
High Small Strategic International Global Real Estate
Yield Cap Income Horizons Equity Fund
Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Total amount of $0 $4,635 $1,563 $4,344 $4,530 $11,892
brokerage commissions
paid during 1999
Total amount of $0 $0 $0 $0 $0 $0
directed transactions
paid during 1999
Total amount of $0 $0 $0 $0 $0 $0
commissions on directed
transactions paid
during 1999
Total amount of $0 $2,299 $0 $0 $0 $0
brokerage commissions
paid during 1999 to (50%)
AlphaTrade Inc.
(% of total commission
paid)
Total amount of $0 $3,240 $0 ---- ---- ----
brokerage commissions
paid during 1998
Total amount of $0 $0 $0 ---- ---- ----
directed transactions
paid during 1998
Total amount of $0 $0 $0 ---- ---- ----
commissions on
directed
transactions paid
during 1998
</TABLE>
40
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Total amount of $0 $1,170 $0 ---- ---- ----
brokerage commissions
paid during 1998 to (36%)
AlphaTrade Inc.
(% of total commission
paid)
Total amount of ---- ---- $0 ---- ---- ----
brokerage commissions
paid during 1997
</TABLE>
The increase in brokerage commissions for the 1999 fiscal year is due
to a number of factors. The Growth and Income Fund had a large portfolio
turnover rate due to a new portfolio manager and new strategies. The Growth and
Income Fund, U.S. Growth Fund and All-Star Equity Fund had significant increases
in assets causing more securities to be purchased and, therefore, incurring more
brokerage commissions.
* The Funds were not able to trade through AlphaTrade Inc. prior to 1998.
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:
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
41
<PAGE>
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,
42
<PAGE>
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
International Fund's and International Horizons Fund'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
International Fund's assets and up to 35% of the International Horizons Fund's
assets will be invested in such emerging market countries. As of May 1, 2000,
the following countries were considered by Colonial to be emerging market
countries:
43
<PAGE>
<TABLE>
<CAPTION>
Europe and
Asia Latin America the Middle East Africa
- ---- ------------- --------------- ------
<S> <C> <C> <C>
China Argentina Czech Republic South Africa
Hong Kong Brazil Greece
India Chile Hungary
Indonesia Colombia Israel
South Korea Mexico Jordan
Malaysia Peru Poland
Pakistan Venezuela Russia
Philippines Turkey
Sri Lanka
Taiwan
Thailand
</TABLE>
Under normal market conditions, the Tiger Fund invests primarily in
stocks of companies located in the ten Tiger countries of Asia. The Tigers of
Asia are Hong Kong, India, Singapore, South Korea, Taiwan, Malaysia, Thailand,
Indonesia, The People's Republic of China and the Philippines.
FOREIGN CURRENCY TRANSACTIONS
Each of International Fund, Tiger Fund, Global Utilities Fund,
Strategic Income Fund, International Horizons Fund, Global Equity Fund and
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. International Fund, Global Utilities Fund, International
Horizons Fund, Global Equity Fund and Strategic Income Fund also may buy and
sell currency futures contracts and options thereon for such hedging purposes.
Global Utilities Fund and 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
44
<PAGE>
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 its 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
45
<PAGE>
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 International Fund, Global Utilities Fund, Strategic Income
Fund, International Horizons Fund, Global Equity Fund and 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. (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.
46
<PAGE>
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.
Global Utilities Fund, International Horizons Fund, Global Equity Fund
and Strategic Income Fund will only purchase or write currency options when
Stein Roe or 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
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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.
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<PAGE>
OPTIONS ON SECURITIES
Each of Global Utilities Fund, International Fund, International
Horizons Fund, Global Equity Fund, Real Estate Fund and All-Star Equity Fund may
purchase and sell options on individual securities.
Writing covered options.
A Fund may write covered call options and covered put options on
securities held in its portfolio when, in the opinion of the sub-advisor, such
transactions are consistent with the Fund's investment objective and policies.
Call options written by the Fund give the purchaser the right to buy the
underlying securities from the Fund at a stated exercise price; put options give
the purchaser the right to sell the underlying securities to the Fund at a
stated price.
A Fund may write only covered options, which means that, so long as the
Fund is obligated as the writer of a call option, it will own the underlying
securities subject to the option (or comparable securities satisfying the cover
requirements of securities exchanges). In the case of put options, the Fund will
hold cash and/or high-grade short-term debt obligations equal to the price to be
paid if the option is exercised. In addition, the Fund will be considered to
have covered a put or call option if and to the extent that it holds an option
that offsets some or all of the risk of the option it has written. The Fund may
write combinations of covered puts and calls on the same underlying security.
A Fund will receive a premium from writing a put or call option, which
increases the Fund's return on the underlying security if the option expires
unexercised or is closed out at a profit. The amount of the premium reflects,
among other things, the relationship between the exercise price and the current
market value of the underlying security, the volatility of the underlying
security, the amount of time remaining until expiration, current interest rates,
and the effect of supply and demand in the options market and in the market for
the underlying security. By writing a call option, the Fund limits its
opportunity to profit from any increase in the market value of the underlying
security above the exercise price of the option but continues to bear the risk
of a decline in the value of the underlying security. By writing a put option,
the Fund assumes the risk that it may be required to purchase the underlying
security for an exercise price higher than its then-current market value,
resulting in a potential capital loss unless the security subsequently
appreciates in value.
A Fund may terminate an option that it has written prior to its
expiration by entering into a closing purchase transaction in which it purchases
an offsetting option. The Fund realizes a profit or loss from a closing
transaction if the cost of the transaction (option premium plus transaction
costs) is less or more than the premium received from writing the option.
Because increases in the market price of a call option generally reflect
increases in the market price of the security underlying the option, any loss
resulting from a closing purchase transaction may be offset in whole or in part
by unrealized appreciation of the underlying security.
49
<PAGE>
If a Fund writes a call option but does not own the underlying
security, and then it writes a put option, the Fund may be required to deposit
cash or securities with its broker as "margin" or collateral for its obligation
to buy or sell the underlying security. As the value of the underlying security
varies, the Fund may have to deposit additional margin with the broker. Margin
requirements are complex and are fixed by individual brokers, subject to minimum
requirements currently imposed by the Federal Reserve Board and by stock
exchanges and other self-regulatory organizations.
Purchasing put options.
A Fund may purchase put options to protect its portfolio holdings in an
underlying security against a decline in market value. Such hedge protection is
provided during the life of the put option since the Fund, as holder of the put
option, is able to sell the underlying security at the put exercise price
regardless of any decline in the underlying security's market price. For a put
option to be profitable, the market price of the underlying security must
decline sufficiently below the exercise price to cover the premium and
transaction costs. By using put options in this manner, the Fund will reduce any
profit it might otherwise have realized from appreciation of the underlying
security by the premium paid for the put option and by transaction costs.
Purchasing call options.
A Fund may purchase call options to hedge against an increase in the
price of securities that the Fund wants ultimately to buy. Such hedge protection
is provided during the life of the call option since the Fund, as holder of the
call option, is able to buy the underlying security at the exercise price
regardless of any increase in the underlying security's market price. In order
for a call option to be profitable, the market price of the underlying security
must rise sufficiently above the exercise price to cover the premium and
transaction costs. These costs will reduce any profit the Fund might have
realized had it bought the underlying security at the time it purchased the call
option.
Over-the-Counter (OTC) options.
The Staff of the Division of Investment Management of the SEC has taken
the position that OTC options purchased by a Fund and assets held to cover OTC
options written by the Fund are illiquid securities. Although the Staff has
indicated that it is continuing to evaluate this issue, pending further
developments, a Fund will enter into OTC options transactions only with primary
dealers in U.S. Government Securities and, in the case of OTC options written by
the Fund, only pursuant to agreements that will assure that the Fund will at all
times have the right to repurchase the option written by it from the dealer at a
specified formula price. The Fund will treat the amount by which such formula
price exceeds the amount, if any, by which the option may be "in the money" as
an illiquid investment. It is the present policy of the Fund not to enter into
any OTC option transaction if, as a result, more than 15% of the Fund's net
assets would be invested in (i) illiquid investments (determined under the
foregoing formula) relating to OTC options written by the Fund, (ii) OTC options
purchased by the Fund, (iii) securities which are not readily marketable and
(iv) repurchase agreements maturing in more than seven days.
50
<PAGE>
Risk factors in options transactions.
The successful use of a Fund's options strategies depends on the
ability of its sub-advisor to forecast interest rate and market movements
correctly.
When it purchases an option, the Fund runs the risk that it will lose
its entire investment in the option in a relatively short period of time, unless
the Fund exercises the option or enters into a closing sale transaction with
respect to the option during the life of the option. If the price of the
underlying security does not rise (in the case of a call) or fall (in the case
of a put) to an extent sufficient to cover the option premium and transaction
costs, the Fund will lose part or all of its investment in the option. This
contrasts with an investment by the Fund in the underlying securities, since the
Fund may continue to hold its investment in those securities notwithstanding the
lack of a change in price of those securities.
The effective use of options also depends on a Fund's ability to
terminate option positions at times when its sub-advisor deems it desirable to
do so. Although the Fund will take an option position only if the sub-advisor
believes there is a liquid secondary market for the option, there is no
assurance that the Fund will be able to effect closing transactions at any
particular time or at an acceptable price.
If a secondary trading market in options were to become unavailable, a
Fund could no longer engage in closing transactions. Lack of investor interest
might adversely affect the liquidity of the market for particular options or
series of options. A marketplace may discontinue trading of a particular option
or options generally. In addition, a market could become temporarily unavailable
if unusual events -- such as volume in excess of trading or clearing capability
- -- were to interrupt normal market operations.
A marketplace may at times find it necessary to impose restrictions on
particular types of options transactions, which may limit a Fund's ability to
realize its profits or limit its losses.
Disruptions in the markets for the securities underlying options
purchased or sold by a Fund could result in losses on the options. If trading is
interrupted in an underlying security, the trading of options on that security
is normally halted as well. As a result, the Fund as purchaser or writer of an
option will be unable to close out its positions until options trading resumes,
and it may be faced with losses if trading in the security reopens at a
substantially different price. In addition, the Options Clearing Corporation
("OCC") or other options markets may impose exercise restrictions. If a
prohibition on exercise is imposed at the time when trading in the option has
also been halted, the Fund as purchaser or writer of an option will be locked
into its position until one of the two restrictions has been lifted. If a
prohibition on exercise remains in effect until an option owned by the Fund has
expired, the Fund could lose the entire value of its option.
Special risks are presented by internationally-traded options. Because
of time differences between the United States and various foreign countries, and
because different holidays are observed in different countries, foreign options
markets may be open for trading during hours or on
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<PAGE>
days when U.S. markets are closed. As a result, option premiums may not reflect
the current prices of the underlying interest in the United States.
FUTURES CONTRACTS AND RELATED OPTIONS
Each of Global Utilities Fund, International Fund, Strategic Income
Fund, International Horizons Fund, Global Equity Fund, Real Estate Fund and
All-Star Equity Fund may buy and sell certain futures contracts (and in certain
cases related options), to the extent and for the purposes specified in the
Prospectuses.
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 a 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.
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<PAGE>
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."
A 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.
A Fund upon entering into futures contracts, in compliance with
the SEC's requirements, cash or liquid securities equal in value to the amount
of the Fund's obligation under the contract (less any applicable margin
deposits and any assets that constitute "cover" for such obligation), will be
segregated with the Fund's custodian.
Options on futures contracts
A 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.
A 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 liquid securities equal in value to the
amount of the Fund's obligation under the contract (less any applicable margin
deposits and any assets that constitute "cover" for such obligation), will be
segregated with the Fund's custodian.
Risks of transactions in futures contracts and related options
Successful use of futures contracts by a Fund is subject to its
sub-advisor'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 a Fund
because the maximum amount at risk is the premium paid for the options (plus
transaction costs). However, there may be circumstances when
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<PAGE>
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 a 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.
Index futures contracts and related options; associated risks
An index futures contract is a contract to buy or sell units of an
index at a specified future date at a price agreed upon when the contract is
made. Entering into a contract to buy units of an index is commonly referred to
as buying or purchasing a contract or holding a long position in the index.
Entering into a contract to sell units of an index is commonly referred to as
selling a contract or holding a short position. A unit is the current value of
the index. A Fund may enter into stock index future contracts, debt index
futures contracts, or other index futures contracts (e.g., an interest rate
futures contract), as specified in the Prospectus. A Fund may also purchase and
sell options on index futures contracts, to the extent specified in the
Prospectus.
There are several risks in connection with the use by a Fund of index
futures as a hedging device. One risk arises because of the imperfect
correlation between movements in the prices of the index futures and movements
in the prices of securities which are the subject of the hedge. The Fund's
sub-advisor will attempt to reduce this risk by selling, to the extent possible,
futures on indices the movements of which will, in its judgment, have a
significant correlation with movements in the prices of the Fund's portfolio
securities sought to be hedged.
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<PAGE>
Successful use of index futures by a Fund for hedging purposes is also
subject to its sub-advisor's ability to predict correctly movements in the
direction of the market. It is possible that, where the Fund has sold futures to
hedge its portfolio against a decline in the market, the index on which the
futures are written may advance and the value of securities subject to the hedge
held in the Fund's portfolio may decline. If this occurs, the Fund would lose
money on the futures and also experience a decline in the value in its portfolio
securities. However, while this could occur to a certain degree, over time the
value of the Fund's portfolio should tend to move in the same direction as the
market indices which are intended to correlate to the price movements of the
portfolio securities sought to be hedged. It is also possible that, if the Fund
has hedged against the possibility of a decline in the market adversely
affecting securities held in its portfolio and securities prices increase
instead, the Fund will lose part or all of the benefit of the increased values
of those securities that it has hedged because it will have offsetting losses in
its futures positions. In addition, in such situations, if the Fund has
insufficient cash, it may have to sell securities to meet daily variation margin
requirements.
In addition to the possibility that there may be an imperfect
correlation, or no correlation at all, between movements in the index futures
and the securities of the portfolio being hedged, the prices of index futures
may not correlate perfectly with movements in the underlying index due to
certain market distortions. First, all participants in the futures markets are
subject to margin deposit and maintenance requirements. Rather than meeting
additional margin deposit requirements, investors may close futures contracts
through offsetting transactions which would distort the normal relationship
between the index and futures markets. Second, margin requirements in the
futures markets are less onerous than margin requirements in the securities
markets, and as a result the futures markets may attract more speculators than
the securities markets. Increased participation by speculators in the futures
markets may also cause temporary price distortions. Due to the possibility of
price distortions in the futures markets and also because of the imperfect
correlation between movements in the index and movements in the prices of index
futures, even a correct forecast of general market trends by a Fund's
sub-advisor may still not result in a successful hedging transaction.
Options on index futures are similar to options on securities except
that options on index futures give the purchaser the right, in return for the
premium paid, to assume a position in an index futures contract (a long position
if the option is a call and a short position if the option is a put), at a
specified exercise price at any time during the period of the option. Upon
exercise of the option, the delivery of the futures position by the writer of
the option to the holder of the option will be accompanied by delivery of the
accumulated balance in the writer's futures margin account which represents the
amount by which the market price of the index futures contract, at exercise,
exceeds (in the case of a call) or is less than (in the case of a put) the
exercise price of the option on the index future. If an option is exercised on
the last trading day prior to the expiration date of the option, the settlement
will be made entirely in cash equal to the difference between the exercise price
of the option and the closing level of the index on which the future is based on
the expiration date. Purchasers of options who fail to exercise their options
prior to the exercise date suffer a loss of the premium paid.
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SECURITIES LOANS
Each of Global Utilities Fund, U.S. Growth Fund, International Horizons
Fund, Global Equity Fund, Real Estate Fund and All-Star Equity Fund 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 reinvested amount of dividends and
capital gains 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 (including distribution reinvestment shares) 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 a hypothetical Annual Rate of return
which if achieved annually would produce the same return as the cumulative total
return percentage calculated for the period.
It 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).
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For example, for a $1,000 investment in the Funds, the "Ending
Redeemable Value," 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 Growth and Income Fund and Global Utilities
Fund; May 2, 1994, in the case of International Fund; July 5, 1994 in the case
of U.S. Growth Fund and Strategic Income Fund; May 1, 1995, in the case of Tiger
Fund; November 17, 1997 in the case of All-Star Equity Fund; May 19,1998 in the
case of High Yield Fund and Small Cap Fund and June 1, 1999 in the case of
International Horizons Fund, Global Equity Fund and Real Estate Fund) through
December 31, 1999 were:
<TABLE>
<CAPTION>
Fund Ending Cumulative Total Average
Redeemable Return Annual Total
Value Percentage Return
<S> <C> <C> <C>
Colonial Growth and Income Fund, Variable Series $2,417 141.68% 14.52%
Stein Roe Global Utilities Fund, Variable Series 2,489 148.88 15.04
Colonial International Fund for Growth, Variable Series 1,614 61.42 8.81
Colonial U.S. Growth & Income Fund, Variable Series 2,935 193.53 21.64
Colonial Strategic Income Fund, Variable Series 1,547 54.67 8.26
Newport Tiger Fund, Variable Series 1,391 39.09 7.31
Liberty All-Star Equity Fund, Variable Series 1,298 29.76 13.05
Colonial High Yield Securities Fund, Variable Series 990 (0.96) (0.59)
Colonial Small Cap Value Fund, Variable Series 922 (7.75) (4.85)
Colonial International Horizons Fund, Variable Series 1,242 24.24 N/A
Colonial Global Equity Fund, Variable Series 1,126 12.57 N/A
Crabbe Huson Real Estate Investment Fund, Variable Series 862 (13.80) N/A
</TABLE>
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 Funds'
performance numbers reflect all Fund expenses, net of any voluntary waiver of
expenses by the advisor, sub-advisor or their affiliates, but 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. If performance information
included the effect of these additional amounts, returns would be lower.
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INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS
PricewaterhouseCoopers LLP are the Trust's independent accountants. The
financial statements as of December 31, 1999 and for the fiscal years or periods
ended December 31, 1999 and December 31, 1998 incorporated by reference in this
SAI have been so incorporated, and the schedules of financial highlights for the
periods ended December 31, 1999 have been included in the Prospectus, in
reliance upon the reports of PricewaterhouseCoopers LLP given on the authority
of said firm as experts in accounting and auditing.
The financial statements of the Trust and Report of Independent
Accountants appearing in the December 31, 1999 Annual Report of the Trust are
incorporated in this SAI by reference.
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PART C. OTHER INFORMATION
Colonial Growth & Income Fund, Variable Series (CG&IF, VS)
Stein Roe Global Utilities Fund, Variable Series (SRGUF, VS)
Colonial Small Cap Value Fund, Variable Series (CSCVF, VS)
Colonial U.S. Growth & Income Fund, Variable Series (CUSG&IF, VS)
Colonial Strategic Income Fund, Variable Series (CSIF, VS)
Colonial High Yield Securities Fund, Variable Series (CHYSF, VS)
Liberty All-Star Equity Fund, Variable Series (LASEF, VS)
Colonial International Fund for Growth, Variable Series (CIFfG, VS)
Newport Tiger Fund, Variable Series (NTF, VS)
Colonial International Horizons Fund, Variable Series (CIHF, VS)
Colonial Global Equity Fund, Variable Series (CGEF, VS)
Crabbe Huson Real Estate Investment Fund, Variable Series (CHREIF, VS)
<TABLE>
<CAPTION>
Item 23. Exhibits:
<S> <C>
(a)(1) Agreement and Declaration of Trust(3)
(a)(2) Amended and Restated Establishment and Designation
(b) Amended and Restated By-Laws(3)
(c) Not Applicable
(d)(1)(i) Form of Management Agreement between Liberty Variable
Investment Trust ("Trust"), with respect to CG&IF,
VS, SRGUF, VS and Liberty Advisory Services Corp.
("LASC")(3)
(d)(1)(ii) Amendment No. 1 to Management Agreements between the
Trust, with respect to CG&IF, VS, SRGUF, VS, CIFfG,
VS, CUSG&IF, VS, CSIF, VS and LASC(3)
(d)(1)(iii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CG&IF, VS, LASC and Colonial Management
Associates, Inc. ("Colonial")(6)
(d)(1)(iv) Form of Sub-Advisory Agreement between the Trust, on
behalf of SRGUF, VS, LASC and Stein Roe & Farnham
Incorporated ("Stein Roe")(6)
(d)(2)(i) Form of Management Agreement between the Trust, with
respect to CSCVF, VS, CHYSF, VS and LASC(3)
(d)(2)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CSCVF, VS, LASC and Colonial(3)
(d)(2)(iii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CHYSF, VS, LASC and Colonial(3)
(d)(3)(i) Form of Management Agreement between the Trust, with
respect to CIFfG, VS, CUSG&IF, VS, CSIF, VS and
LASC(3)
(d)(3)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CIFfG, VS, LASC and Colonial
(d)(3)(iii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CUSG&IF, VS, LASC and Colonial
</TABLE>
<PAGE>
<TABLE>
<S> <C>
(d)(3)(iv) Form of Sub-Advisory Agreement between the Trust, on
behalf of CSIF, VS, LASC and Colonial(4)
(d)(4)(i) Form of Management and Sub-Advisory Agreement between
the Trust, with respect to LASEF, VS, LASC and
Liberty Asset Management Company ("LAMCO")(3)
(d)(4)(ii) Form of Portfolio Management Agreement between the
Trust, LAMCO and Boston Partners Asset Management,
L.P., with respect to LASEF, VS
(d)(4)(iii) Form of Portfolio Management Agreement between the
Trust, LAMCO and J.P. Morgan Investment Management,
Inc., with respect to LASEF, VS
(d)(4)(iv) Form of Portfolio Management Agreement between the
Trust, LAMCO and Oppenheimer Capital, with respect to
LASEF, VS
(d)(4)(v) Form of Portfolio Management Agreement between the
Trust, LAMCO and Westwood Management Corp., with
respect to LASEF, VS
(d)(4)(vi) Form of Portfolio Management Agreement between the
Trust, LAMCO and TCW Investment Management Company,
with respect to LASEF, VS
(d)(5)(i) Form of Management Agreement between the Trust, with
respect to NTF, VS and LASC(3)
(d)(5)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of NTF, VS, LASC and Newport Fund Management,
Inc.(3)
(d)(6)(i) Form of Management Agreement between the Trust, with
respect to CIHF, VS, CGEF, VS, CHREIF, VS and LASC
(d)(6)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CIHF, VS, LASC and Colonial
(d)(7) Form of Sub-Advisory Agreement between the Trust, on
behalf of CGEF, VS, LASC and Colonial
(d)(8) Form of Sub-Advisory Agreement between the Trust, on
behalf of CHREIF, VS, LASC and Crabbe Huson Group,
Inc.
(e)(1)(i) Underwriting Agreement between the Registrant and
Keyport Financial Services Corp. ("KFSC")
(e)(1)(ii) Amendment No. 1 to KFSC Underwriting Agreement
(e)(2) Underwriting Agreement between the Registrant and
Liberty Funds Distributor, Inc. (LFDI)(3)
(e)(3) 12b-1 Plan Implementing Agreement between the
Registrant and KFSC(4)
(e)(4) 12b-1 Plan Implementing Agreement between the
Registrant and LFDI(4)
(f) Not applicable
</TABLE>
<PAGE>
<TABLE>
<S> <C>
(g)(1)(i) Global Custody Agreement with The Chase Manhattan
Bank - filed as Exhibit 8. in Part C, Item 24(b) of
Post-Effective Amendment No 13 to the Registration
Statement on Form N-1A of Colonial Trust VI (File
Nos. 33-45117 and 811-6529) and is hereby
incorporated by reference and made a part of this
Registration Statement
(g)(1)(ii) Amendment No. 11 to Appendix A of Custody Agreement
with the Chase Manhattan Bank - filed as Exhibit
(g)(2) to Part C, Item 23 of Post-Effective Amendment
No. 60 to the Registration Statement on Form N-1A of
Liberty Funds Trust I (File Nos. 2-41251 and
811-2214), filed with the Commission on or about
March 1, 2000, and is hereby incorporated by
reference and made a part of this Registration
Statement
(h)(1)(i) Pricing and Bookkeeping Agreement between the Trust
and Colonial(3)
(h)(1)(ii) Amendment No. 3 to Pricing and Bookkeeping Agreement
(3)
(h)(2)(i) Transfer Agency Agreement between the Trust and
Liberty Investment Services, Inc.(3)
(h)(2)(ii) Amendment No. 1 to Transfer Agency Agreement(3)
(h)(2)(iii) Joinder and Release Agreement with respect to
Transfer Agency Agreement dated as of January 3, 1995
among the Trust, Liberty Investment Services, Inc.
and Liberty Funds Services, Inc. ("LFSI")(including
form of Transfer Agency Agreement and Amendment No. 1
thereto)(3)
(h)(2)(iv) Amendment No. 2 to Transfer Agency Agreement(3)
(h)(2)(v) Amendment No. 3 to Transfer Agency Agreement(3)
(i) Opinion and consent of counsel
(j) Independent Accountants Consent
(k) Not applicable
(l) Not applicable
(m) Rule 12b-1 Distribution Plan(4)
(n) Not applicable
(o) Not Applicable
(p)(1) Code of Ethics of LASC(5)
(p)(2) Code of Ethics of LAMCO(6)
(p)(3) Code of Ethics of Funds, LFDI and Colonial(5)
(p)(4) Code of Ethics of Newport(5)
</TABLE>
<PAGE>
<TABLE>
<S> <C>
(p)(5) Code of Ethics of Stein Roe(6)
(p)(6) Code of Ethics of Crabbe Huson
</TABLE>
Power of Attorney for: Tom Bleasdale, John V. Carberry, Lora S. Collins, James
E. Grinnell, Richard W. Lowry, Salvatore Macera, William E. Mayer, James L.
Moody, Jr., John J. Neuhauser, Thomas E. Stitzel, Robert L. Sullivan and
Anne-Lee Verville - filed as Exhibit 15(a) in Part C, Item 24(b) of
Post-Effective Amendment No. 14 to the Registration Statement on Form N-1A of
Liberty Variable Investment Trust (File Nos. 33-59216 and 811-7556) and is
hereby incorporated by reference and made a part of this Registration Statement
(1) To be filed by amendment.
(2) Incorporated by reference to Post-Effective Amendment No. 9 to
the Registration Statement filed with the Commission via EDGAR on
or about August 29, 1997.
(3) Incorporated by reference to Post-Effective Amendment No. 17 to
the Registration Statement filed with the Commission via EDGAR on
or about April 16, 1999.
(4) Incorporated by reference to Post-Effective Amendment No. 18 to
the Registration Statement filed with the Commission via EDGAR on
or about June 1, 1999.
(5) Incorporated by reference to Post-Effective Amendment No. 19 to
the Registration Statement filed with the Commission via EDGAR on
or about March 16, 2000.
(6) Incorporated by reference to Post-Effective Amendment No. 20 to
the Registration Statement filed with the Commission via EDGAR on
or about March 31, 2000.
Item 24. 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 also 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.
LFDI, the Trust's principal underwriter, LASC, the Trust's
investment manager, Colonial, LASC's sub-adviser with respect
<PAGE>
to G&IF, IFFG, USG&IF, SCVF, HYSF, IHF, GEF, SIF, Stein Roe,
LASC's sub-adviser with respect to GUF, Newport, LASC's
sub-adviser with respect to NTF, LAMCO, LASC's sub-adviser
with respect to All-Star, Crabbe Huson, LASC's sub-adviser
with respect to REIF, are subsidiaries of Liberty Financial
Companies, Inc. ("Liberty Financial"), Boston, Massachusetts.
Liberty Mutual Insurance Company ("Liberty Mutual"), Boston,
Massachusetts, as of December 31, 1999 owned, indirectly,
approximately 71% 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 25. 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;
<PAGE>
(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
trial-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.
<PAGE>
In the event that a claim for indemnification against such
liabilities (other than the payment by Registrant or 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 person 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, LASC, 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 effort, omission, or
breach of any duty owed to the Trust or any Fund by the
investment manager.
Item 26. Business and Other Connections of Investment Adviser
Certain information pertaining to business and other
connections of the Registrant's investment manager, LASC,
Colonial, the sub-adviser to each of G&IF, IFFG, USG&IF, IHF,
GEF, SCVF, HYSF, SIF, Stein Roe, the sub-adviser to GUF,
Newport, the sub-adviser to NTF, Crabbe Huson, the sub-adviser
to REIF and LAMCO, the sub-adviser to All-Star Fund, and each
of J.P. Morgan Investment Management, Inc., Oppenheimer
Capital, Westwood Management Corp., TCW Investment Management
Company and Boston Partners Asset Management, L.P., each of
which firms serves as a Portfolio Manager to LAMCO, is
incorporated herein by reference to the section of the
Prospectus relating to G&IF, IFFG, USG&IF, SCVF, HYSF, IHF,
GEF, SIF, GUF, NTF, REIF, and All-Star Fund captioned "TRUST
MANAGEMENT ORGANIZATIONS" and to the section
<PAGE>
of the Statement of Additional Information relating to those
Funds captioned "INVESTMENT MANAGEMENT AND OTHER SERVICES."
Set forth below is a list of each director and officer of
LASC, and each director and certain officers of Colonial,
Newport, Stein Roe, Crabbe Huson, LAMCO, and each of LAMCO's
Portfolio Managers 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.
Liberty Advisory Services, Inc.
Liberty Advisory Services, Inc. is a direct wholly owned
subsidiary of Keyport. Keyport is a direct wholly owned
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.
<TABLE>
<CAPTION>
Name and Current Position with Adviser Other Positions During
Past Two Fiscal Years
<S> <C> <C>
Philip K. Polkinghorn President, Director
Stewart R. Morrison Director, Senior Vice President Senior Vice President and Chief
and Chief Investment Officer Investment Officer of Keyport
James J. Klopper Vice President and Clerk Vice President, Counsel and
Secretary of Keyport; Clerk of KFSC
Daniel C. Bryant Vice President Vice President and Assistant
Secretary of Keyport (since
December, 1997): Chief Legal
Counsel, Department of Business
Regulation, State of Rhode Island
(March, 1995 to November, 1997)
Jeffrey J. Whitehead Vice President and Treasurer Vice President and Treasurer of
Keyport
Jacob M. Herschler Vice President Vice President of Keyport
</TABLE>
The business address of LASC and each
individual listed in the foregoing table is
c/o Keyport Life Insurance Company, 125 High
Street, Boston, Massachusetts 02110.
Colonial Management Associates, Inc.
(Colonial)
Colonial is a direct wholly owned subsidiary
of Liberty Funds Group LLC ("LFG"). LFG is a
indirect owned subsidiary of Liberty
Financial.
<PAGE>
Newport
The business and other connections of the
officers, directors of Newport are listed on
the Form ADV of Newport Fund Management,
Inc. as currently on file with the
Commission, the text of which is
incorporated herein by reference: (a) Items
1 and 2 of Part 2, and (b) Section 6,
Business Background of each Schedule D.
Stein Roe
The business and other connections of the
officers, directors of Stein Roe are listed
on the Form ADV of Stein Roe & Farnham
Incorporated as currently on file with the
Commission (File No. 801-27653), the text of
which is incorporated herein by reference:
(a) Items 1 and 2 of Part 2, and (b) Section
6, Business Background of each Schedule D.
Crabbe Huson Group, Inc.
The business and other connections of the
officers, directors of Crabbe Huson are
listed on the Form ADV of Crabbe Huson
Group, Inc. as currently on file with the
Commission (File No. 801-15154), the text of
which is incorporated herein by reference:
(a) Items 1 and 2 of Part 2, and (b) Section
6, Business Background of each Schedule D.
LAMCO
The business and other connections of the
officers, directors of LAMCO are listed on
the Form ADV of Liberty Asset Management
Company as currently on file with the
Commission (File No. 801-26296), the text of
which is incorporated herein by reference:
(a) Items 1 and 2 of Part 2, and (b) Section
6, Business Background of each Schedule D.
The business and other connections of the officers, directors or partners of the
Portfolio Managers of LASEF,VS is incorporated by reference from the respective
Portfolio Manager's Form ADV, as most recently filed with the Securities and
Exchange Commission. The file numbers of such ADV Forms are as follows:
<TABLE>
<S> <C>
Oppenheimer Capital 801-27180
J.P. Morgan Investment Management Inc. 801-9755
Westwood Management Corporation 801-18727
Boston Partners Asset Management, L.P. 801-49059
TCW Investment Management Company 801-29075
</TABLE>
Item 27. Principal Underwriter
(a) Liberty Funds Distributor, Inc. (LFDI), a subsidiary of Colonial
Management Associates, Inc., is the Registrant's principal
underwriter. LFDI acts in such capacity for each series of Liberty Funds
Trust I, Liberty Funds Trust II, Liberty Funds Trust III, Liberty Funds
Trust IV, Liberty Funds Trust V, Liberty Funds Trust VI, Liberty Funds
Trust VII, Liberty Funds Trust IX, Liberty Variable Investment Trust,
Liberty-Stein Roe Advisor Trust, Stein Roe Income Trust, Stein Roe
Municipal Trust, Stein Roe Investment Trust, Stein Roe Floating Rate
Income Fund, Stein Roe Institutional Floating Rate Income Fund,
SteinRoe Variable Investment Trust and Stein Roe Trust.
(b) The table below lists each director or officer of the principal
underwriter named in the answer to Item 21.
(1) (2) (3)
Position and Offices Positions and
Name and Principal with Principal Offices with
Business Address* Underwriter Registrant
- ------------------ ------------------- --------------
Anderson, Judith V.P. None
Babbitt, Debra V.P. and None
Comp. Officer
Bartlett, John Managing Director None
Blakeslee, James Sr. V.P. None
Blumenfeld, Alex V.P. None
Bozek, James Sr. V.P. None
Brown, Beth V.P. None
Burtman, Tracy V.P. None
Carroll, Sean V.P. None
Campbell, Patrick V.P. None
Chrzanowski, V.P. None
Daniel
Clapp, Elizabeth A. Managing Director None
Claiborne, Doug V.P. None
Conlin, Nancy L. Dir; Clerk Secretary
Davey, Cynthia Sr. V.P. None
Desilets, Marian V.P. Asst. Sec
Devaney, James Sr. V.P. None
Downey, Christopher V.P. None
Dupree, Robert V.P. None
Emerson, Kim P. Sr. V.P. None
Erickson, Cynthia G. Sr. V.P. None
Evans, C. Frazier Managing Director None
Evitts, Stephen V.P. None
Feldman, David Managing Director None
Fifield, Robert V.P. None
Fragasso, Philip Managing Director None
Gerokoulis, Sr. V.P. None
Stephen A.
Gibson, Stephen E. Director; Chairman President
of the Board
Goldberg, Matthew Sr. V.P. None
Grace, Anthony V.P. None
Guenard, Brian V.P. None
Harrington, Tom Sr. V.P. None
Hodgkins, Joseph Sr. V.P. None
Huennekens, James V.P. None
Hussey, Robert Sr. V.P. None
Iudice, Jr., Philip Treasurer and CFO None
Jones, Cynthia V.P. None
Jones, Jonathan V.P. None
Kelley, Terry M. V.P. None
Kelson, David W. Sr. V.P. None
Lichtenberg, Susyn V.P. None
Lynn, Jerry V.P. None
Marsh, Curtis Sr. V.P. None
Martin, John Sr. V.P. None
Martin, Peter V.P. None
McCombs, Gregory Sr. V.P. None
McKenzie, Mary V.P. None
Menchin, Catherine Sr. V.P. None
Miller, Anthony V.P. None
Moberly, Ann R. Sr. V.P. None
Morse, Jonathan V.P. None
Nickodemus, Paul V.P. None
O'Shea, Kevin Managing Director None
Palombo, Joseph R. Director Vice President
Piken, Keith V.P. None
Place, Jeffrey Managing Director None
Powell, Douglas V.P. None
Raftery-Arpino, Linda Sr. V.P. None
Ratto, Gregory V.P. None
Reed, Christopher B. Sr. V.P. None
Riegel, Joyce V.P. None
Robb, Douglas V.P. None
Santosuosso, Louise Sr. V.P. None
Schulman, David Sr. V.P. None
Scully-Power, Adam V.P. None
Shea, Terence V.P. None
Sideropoulos, Lou V.P. None
Sinatra, Peter V.P. None
Smith, Darren V.P. None
Soester, Trisha V.P. None
Studer, Eric V.P. None
Sweeney, Maureen V.P. None
Tambone, James CEO; Co-President None
Tasiopoulos, Lou Co-President None
Torrisi, Susan V.P. None
VanEtten, Keith H. Sr. V.P. None
Warfield, James V.P. None
Wess, Valerie Sr. V.P. None
Young, Deborah V.P. None
- --------------------------
* The address for each individual is One Financial Center, Boston, MA 02111.
<PAGE>
Item 28. 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.
The Chase Manhattan Bank, 3 Chase Metro Tech Center,
8th Floor, Brooklyn, New York 11745, serves as
custodian for all series of the Trust. In such
capacity, the custodian bank keeps records regarding
securities and other assets in custody and in
transfer, bank statements, canceled checks, financial
books and records, and other records relating to its
duties as custodian. Liberty Funds Services, 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,
LASC, pursuant to its Fund Management Agreements with
the Registrant with respect to the Trust, has
delegated to (i) Colonial, 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 also maintains all records
pursuant to its Pricing and Bookkeeping Agreement
with the Trust. LFDI, One Financial Center, Boston,
MA 02111, serves as principal underwriter for the
Trust, and in such capacity maintains all records
required pursuant to its underwriting Agreement with
the Registrant.
Item 29. Management Services
LASC, 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 30. Undertakings
Not Applicable
<PAGE>
******************
NOTICE
A copy of the Agreement and Declaration of Trust, as amended, of Liberty
Variable Investment Trust is on file with the Secretary of State of the
Commonwealth of Massachusetts and notice is hereby given that the instrument has
been executed on behalf of the Trust by an officer of the Trust as an officer
and by its Trustees as trustees and not individually and the obligations of or
arising out of this instrument are not binding upon any of the Trustees,
officers or shareholders individually but are binding only upon the assets and
property of the Trust.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant, Liberty Variable Investment Trust,
certifies that it meets all of the requirements for effectiveness of the
Registration Statement pursuant to Rule 485(b) and has duly caused this
Post-Effective Amendment No. 21 to its Registration Statement under the
Securities Act of 1933 and Amendment No. 22 under the Investment Company Act of
1940, to be signed on its behalf by the undersigned, duly authorized, in the
City of Boston, and The Commonwealth of Massachusetts on this 25th day of April,
2000.
LIBERTY VARIABLE INVESTMENT TRUST
By: STEPHEN E. GIBSON
----------------------------
Stephen E. Gibson, President
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment has been signed below by the following persons in their capacities and
on the date indicated.
<TABLE>
<CAPTION>
SIGNATURES TITLE DATE
<S> <C> <C>
STEPHEN E. GIBSON President (chief April 25, 2000
- -----------------
Stephen E. Gibson Executive officer)
TIMOTHY J. JACOBY Treasurer and Chief Financial Officer April 25, 2000
- -----------------
Timothy J. Jacoby (principal financial officer)
J. KEVIN CONNAUGHTON Controller and Chief Accounting April 25, 2000
- --------------------
J. Kevin Connaughton Officer (principal accounting officer)
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
TOM BLEASDALE* Trustee
- --------------------
Tom Bleasdale
JOHN V. CARBERRY* Trustee
- --------------------
John V. Carberry
LORA S. COLLINS* Trustee
- --------------------
Lora S. Collins
JAMES E. GRINNELL* Trustee
- --------------------
James E. Grinnell
RICHARD W. LOWRY* Trustee */s/ SUZAN M. BARRON
- -------------------- ----------------
Richard W. Lowry Suzan M. Barron
Attorney-in-fact
For each Trustee
SALVATORE MACERA* Trustee April 25, 2000
- --------------------
Salvatore Macera
WILLIAM E. MAYER* Trustee
- --------------------
William E. Mayer
JAMES L. MOODY, JR. * Trustee
- --------------------
James L. Moody, Jr.
JOHN J. NEUHAUSER* Trustee
- --------------------
John J. Neuhauser
THOMAS E. STITZEL* Trustee
- --------------------
Thomas E. Stitzel
ROBERT L. SULLIVAN* Trustee
- --------------------
Robert L. Sullivan
ANNE-LEE VERVILLE* Trustee
- --------------------
Anne-Lee Verville
</TABLE>
<PAGE>
EXHIBITS
(a)(2) Amended and Restated Establishment and Designation
(d)(3)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CIFfG, VS, LASC and Colonial
(d)(3)(iii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CUSG&IF, VS, LASC and Colonial
(d)(4)(ii) Form of Portfolio Management Agreement between
the Trust, LAMCO and Boston Partners Asset
Management, L.P., with respect to LASEF, VS
(d)(4)(iii) Form of Portfolio Management Agreement between the
Trust, LAMCO and J.P. Morgan Investment Management,
Inc., with respect to LASEF, VS
(d)(4)(iv) Form of Portfolio Management Agreement between the
Trust, LAMCO and Oppenheimer Capital, with respect to
LASEF, VS
(d)(4)(v) Form of Portfolio Management Agreement between the
Trust, LAMCO and Westwood Management Corp., with
respect to LASEF, VS
(d)(4)(vi) Form of Portfolio Management Agreement between the
Trust, LAMCO and TCW Investment Management Company,
Inc., with respect to LASEF, VS
(d)(6)(i) Form of Management Agreement between the Trust, with
respect to CIHF, VS, CGEF, VS, CHREIF, VS and LASC
(d)(6)(ii) Form of Sub-Advisory Agreement between the Trust, on
behalf of CIHF, VS, LASC and Colonial
(d)(7) Form of Sub-Advisory Agreement between the Trust, on
behalf of CGEF, VS, LASC and Colonial
(d)(8) Form of Sub-Advisory Agreement between the Trust, on
behalf of CHREIF, VS, LASC and Crabbe Huson Group,
Inc.
(e)(1)(i) Underwriting Agreement between the Registrant and
Keyport Financial Services Corp. ("KFSC")
(e)(1)(ii) Amendment No. 1 to KFSC Underwriting Agreement
(i) Opinion and consent of counsel
(j) Independent Accountants Consent
(p)(6) Code of Ethics of Crabbe Huson
LIBERTY VARIABLE INVESTMENT TRUST
Amended and Restated Establishment and Designation
The undersigned, being all of the Trustees of Liberty Variable
Investment Trust, a Massachusetts business trust (the "Trust"), acting pursuant
to Article FOURTH, Paragraph B of the Agreement and Declaration of Trust, as
amended, dated March 4, 1993 (the "Declaration") of the Trust, do hereby divide
the shares of beneficial interest of the Trust, without par value ("Shares"),
into twelve separate Series, or Funds, of the Trust, within the meaning of said
Article FOURTH, Paragraph B, as follows:
1. The names of the Funds shall be as follows:
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Newport Tiger Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
2. Each Fund shall be separate from the other Funds.
3. Shares of each Fund shall be entitled to all of the rights and
preferences accorded to Shares under the Declaration.
4. The purchase price of Shares of each Fund, the method of
determination of the net asset value of each Fund, the price,
terms and manner of redemption of Shares of each Fund, and the
relative dividend rights of holders of Shares of each Fund
shall be established by the Trustees of the Trust in
accordance with the provisions of the Declaration and shall be
set forth in the currently effective Prospectus and Statement
of Additional Information of the Trust relating to Shares of
each Fund, as amended from time to time, under the Securities
Act of 1933, as amended.
<PAGE>
IN WITNESS WHEREOF, the undersigned have signed this instrument and
have caused it to be lodged among the records of the Trust this day of June,
1999.
/s/RobertJ. Birnbaum /s/Tom Bleasdale
Robert J. Birnbaum Tom Bleasdale
/s/John V. Carberry /s/Lora S. Collins
John V. Carberry Lora S. Collins
/s/James E. Grinnell /s/Richard W. Lowry
James E. Grinnell Richard W. Lowry
/s/Salvatore Macera /s/William E. Mayer
Salvatore Macera William E. Mayer
/s/James L. Moody, Jr. /s/John J. Neuhauser
James L. Moody, Jr. John J. Neuhauser
/s/Thomas E. Stitzel /s/Robert L. Sullivan
Thomas E. Stitzel Robert L. Sullivan
/s/Anne-Lee Verville
Anne-Lee Verville
The Declaration of Trust establishing Liberty Variable Investment
Trust, dated March 4, 1993, a copy of which is on file with the office of the
Secretary of The Commonwealth of Massachusetts, provides that the name of
"Liberty Variable Investment Trust" refers to the Trustees under the Declaration
collectively as Trustees, but not as individuals or personally; and no Trustee,
shareholder, officer, employee or agent of Liberty Variable Investment Trust
shall be held to any personal liability, nor shall resort be had to their
private property for the satisfaction of any obligation or claim or otherwise in
connection with the affairs of said Trust, but the trust property only shall be
liable.
Then personally appeared the above-named Trustees and executed the
Amended and Restated Establishment and Designation to the Agreement and
Declaration of Trust of Liberty Variable Investment Trust as their free act and
deed, before me, this June , 1999.
/s/Mary P. Mahoney
Mary P. Mahoney
Notary Public
My Commission Expires: 2/22/2002
<PAGE>
LIBERTY VARIABLE INVESTMENT TRUST
The undersigned, Secretary of Liberty Variable Investment Trust, a
Massachusetts business trust (the "Trust"), DO HEREBY CERTIFY that attached
hereto is a true and correct copy of an instrument of Amended and Restated
Establishment and Designation of the Trust, duly executed by all of the Trustees
of the Trust in accordance with provisions of the Declaration of Trust of the
Trust.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this 18th
day of June, 1999.
/s/Nancy L. Conlin
Nancy L. Conlin
Secretary
THE COMMONWEALTH OF MASSACHUSETTS, SUFFOLK COUNTY
June 18, 1999
Then personally appeared the above named person, Nancy L. Conlin, known
by me to be the Secretary of Liberty Variable Investment Trust, a Massachusetts
business trust, who acknowledged the foregoing instrument to be his free act and
deed.
Before me:
/s/Mary P. Mahoney
Mary P. Mahoney
Notary Public
My commission expires: 2/22/2002
COLONIAL-KEYPORT INTERNATIONAL FUND FOR GROWTH
COLONIAL MANAGEMENT SUB-ADVISORY AGREEMENT
AGREEMENT dated March 24, 1995 among KEYPORT VARIABLE
INVESTMENT TRUST, a Massachusetts business trust (the "Trust"),
with respect to COLONIAL-KEYPORT INTERNATIONAL FUND FOR GROWTH
(the "Fund"), KEYPORT ADVISORY SERVICES CORP., a Massachusetts
corporation ("Adviser"), and COLONIAL MANAGEMENT ASSOCIATES, INC.,
a Massachusetts corporation (the "Sub-Adviser").
In consideration of the promises and covenants herein, the
parties agree as follows:
1. The Sub-Adviser will manage the investment of the assets of
the Fund in accordance with its investment objective, policies
and limitations set forth in the Trust's prospectus and
statement of additional information, as amended from time to
time, and will perform the other services herein set forth,
subject to the supervision of the Adviser and the Board of
Trustees of the Trust.
2. In carrying out its investment management obligations, the
Sub-Adviser shall:
(a) evaluate such economic, statistical and financial
information and undertake such investment research as it shall
believe advisable;
(b) purchase and sell securities and other investments for the
Fund in accordance with the procedures described in the
Trust's prospectus and statement of additional information;
and
(c) report results to the Adviser and to the Board of
Trustees.
3. The Sub-Adviser may delegate its investment responsibilities
under paragraph 2(b) with respect to the Fund to one or more
persons or companies registered as investment advisers under
the Investment Adviser's Act of 1940, as amended, or
qualifying as a "bank" within the meaning of such Act and
thereby exempted from the requirement to be so registered
("Second-Tier Sub-Advisers"), pursuant to an agreement among
the Trust, such Fund, the Adviser, the Sub-Adviser and such
Second-Tier Sub-Adviser ("Second-Tier Sub-Advisory
Agreement"). Each Second-Tier Sub-Advisory Agreement may
provide that the Second-Tier Sub-Adviser, subject to the
control and supervision of the Trustees, the Adviser and the
Sub-Adviser, shall have full investment discretion for the
Fund and the Fund's assets or any portion thereof specified by
the Sub-Adviser. Any selection of duties pursuant to this
paragraph shall comply with any applicable provisions of
Section 15 of the Investment Company Act of 1940, as amended
("the 1940 Act"), except to the extent permitted by any
applicable exemptive order of the Securities and Exchange
Commission or similar relief. The Sub-Adviser shall be solely
responsible for paying the fees of each Second-Tier Sub-
Adviser from the fees it collects as provided in paragraph 5
below.
4. The Sub-Adviser shall be free to render similar services to
others so long as its services hereunder are not impaired
thereby.
5. The Advisor shall pay the Sub-Adviser a monthly fee at the
annual rate of 0.70% of the average daily net assets of the
Fund for managing the investment of the assets of the Fund as
provided in paragraph 1 above. Such fee shall be paid in
arrears on or before the 10th day of the next following
calendar month.
6. This Agreement shall become effective on the date first
written above, and (a) unless otherwise terminated, shall
continue until June 7, 1995 and from year to year thereafter
so long as approved annually in accordance with the 1940
Act; (b) may be terminated without penalty on sixty days'
written notice to the Sub-Adviser either by vote of the Board
of Trustees of the Trust or by vote of a majority of the
outstanding voting securities of the Fund; (c) shall
automatically terminate in the event of its assignment; and
(d) may be terminated without penalty by the Sub-Adviser on
sixty day's written notice to the Trust.
7. This Agreement may be amended in accordance with the 1940 Act.
8. For the purpose of the Agreement, the terms "vote of a
majority of the outstanding shares," "affiliated person" and
"assignment" shall have their respective meanings defined in
the 1940 Act and exemptions and interpretations issued by the
Securities and Exchange Commission under the 1940 Act.
9. In the absence of willful misfeasance, bad faith or gross
negligence on the part of the Sub-Adviser, or reckless
disregard of its obligations and duties hereunder, the Sub-
Adviser shall not be subject to any liability to the Trust or
the Fund, to any shareholder of the Trust or the Fund or to
any other person, firm or organization, for any act or
omission in the course of or connection with rendering
services hereunder.
10. The Fund may use the name "Colonial," or any other name
derived from the name "Colonial," only for so long as this
Agreement or any extension, renewal, or amendment hereof
remains in effect, including any similar agreement with any
organization that shall have succeeded to the business of the
Sub-Advisor. At such time as this Agreement or any extension,
renewal or amendment hereof, or each such other similar
successor organization agreement shall no longer be in effect,
the Fund will cease to use any name derived from the name
"Colonial," any name similar thereto, or any other name
indicating that it is advised by or otherwise connected with
the Sub-Adviser, or with any organization which shall have
succeeded to the Sub-Adviser's business as an investment
adviser.
11. The Sub-Adviser is hereby expressly put on notice of the
limitation of shareholder liability as set forth in the
Declaration of Trust of the Trust and agrees that obligations
assumed by the Trust pursuant to this Agreement shall be
limited in all cases to the assets of the Fund. The Sub-
Adviser further agrees that it shall not seek satisfaction of
any such obligation from the shareholders of the Fund, nor
from the Trustees or any individual Trustee of the Trust.
COLONIAL-KEYPORT INTERNATIONAL FUND
FOR GROWTH
By: KEYPORT VARIABLE INVESTMENT TRUST
By: RICHARD R. CHRISTENSEN
Its
COLONIAL MANAGEMENT ASSOCIATES, INC.
By: HAROLD W. COGGER
Its
KEYPORT ADVISORY SERVICES CORP.
By: [SIGNATURE]
Its
COLONIAL-KEYPORT U.S. FUND FOR GROWTH
COLONIAL MANAGEMENT SUB-ADVISORY AGREEMENT
AGREEMENT dated March 24, 1995 among KEYPORT VARIABLE
INVESTMENT TRUST, a Massachusetts business trust (the "Trust"),
with respect to COLONIAL-KEYPORT U.S. FUND FOR GROWTH
(the "Fund"), KEYPORT ADVISORY SERVICES CORP., a Massachusetts
corporation ("Adviser"), and COLONIAL MANAGEMENT ASSOCIATES, INC.,
a Massachusetts corporation (the "Sub-Adviser").
In consideration of the promises and covenants herein, the
parties agree as follows:
1. The Sub-Adviser will manage the investment of the assets of
the Fund in accordance with its investment objective, policies
and limitations set forth in the Trust's prospectus and
statement of additional information, as amended from time to
time, and will perform the other services herein set forth,
subject to the supervision of the Adviser and the Board of
Trustees of the Trust.
2. In carrying out its investment management obligations, the
Sub-Adviser shall:
(a) evaluate such economic, statistical and financial
information and undertake such investment research as it shall
believe advisable;
(b) purchase and sell securities and other investments for the
Fund in accordance with the procedures described in the
Trust's prospectus and statement of additional information;
and
(c) report results to the Adviser and to the Board of
Trustees.
3. The Sub-Adviser may delegate its investment responsibilities
under paragraph 2(b) with respect to the Fund to one or more
persons or companies registered as investment advisers under
the Investment Adviser's Act of 1940, as amended, or
qualifying as a "bank" within the meaning of such Act and
thereby exempted from the requirement to be so registered
("Second-Tier Sub-Advisers"), pursuant to an agreement among
the Trust, such Fund, the Adviser, the Sub-Adviser and such
Second-Tier Sub-Adviser ("Second-Tier Sub-Advisory
Agreement"). Each Second-Tier Sub-Advisory Agreement may
provide that the Second-Tier Sub-Adviser, subject to the
control and supervision of the Trustees, the Adviser and the
Sub-Adviser, shall have full investment discretion for the
Fund and the Fund's assets or any portion thereof specified by
the Sub-Adviser. Any selection of duties pursuant to this
paragraph shall comply with any applicable provisions of
Section 15 of the Investment Company Act of 1940, as amended
("the 1940 Act"), except to the extent permitted by any
applicable exemptive order of the Securities and Exchange
Commission or similar relief. The Sub-Adviser shall be solely
responsible for paying the fees of each Second-Tier Sub-
Adviser from the fees it collects as provided in paragraph 5
below.
4. The Sub-Adviser shall be free to render similar services to
others so long as its services hereunder are not impaired
thereby.
5. The Advisor shall pay the Sub-Adviser a monthly fee at the
annual rate of 0.60% of the average daily net assets of the
Fund for managing the investment of the assets of the Fund as
provided in paragraph 1 above. Such fee shall be paid in
arrears on or before the 10th day of the next following
calendar month.
6. This Agreement shall become effective on the date first
written above, and (a) unless otherwise terminated, shall
continue until June 7, 1995 and from year to year thereafter
so long as approved annually in accordance with the 1940
Act; (b) may be terminated without penalty on sixty days'
written notice to the Sub-Adviser either by vote of the Board
of Trustees of the Trust or by vote of a majority of the
outstanding voting securities of the Fund; (c) shall
automatically terminate in the event of its assignment; and
(d) may be terminated without penalty by the Sub-Adviser on
sixty day's written notice to the Trust.
7. This Agreement may be amended in accordance with the 1940 Act.
8. For the purpose of the Agreement, the terms "vote of a
majority of the outstanding shares," "affiliated person" and
"assignment" shall have their respective meanings defined in
the 1940 Act and exemptions and interpretations issued by the
Securities and Exchange Commission under the 1940 Act.
9. In the absence of willful misfeasance, bad faith or gross
negligence on the part of the Sub-Adviser, or reckless
disregard of its obligations and duties hereunder, the Sub-
Adviser shall not be subject to any liability to the Trust or
the Fund, to any shareholder of the Trust or the Fund or to
any other person, firm or organization, for any act or
omission in the course of or connection with rendering
services hereunder.
10. The Fund may use the name "Colonial," or any other name
derived from the name "Colonial," only for so long as this
Agreement or any extension, renewal, or amendment hereof
remains in effect, including any similar agreement with any
organization that shall have succeeded to the business of the
Sub-Advisor. At such time as this Agreement or any extension,
renewal or amendment hereof, or each such other similar
successor organization agreement shall no longer be in effect,
the Fund will cease to use any name derived from the name
"Colonial," any name similar thereto, or any other name
indicating that it is advised by or otherwise connected with
the Sub-Adviser, or with any organization which shall have
succeeded to the Sub-Adviser's business as an investment
adviser.
11. The Sub-Adviser is hereby expressly put on notice of the
limitation of shareholder liability as set forth in the
Declaration of Trust of the Trust and agrees that obligations
assumed by the Trust pursuant to this Agreement shall be
limited in all cases to the assets of the Fund. The Sub-
Adviser further agrees that it shall not seek satisfaction of
any such obligation from the shareholders of the Fund, nor
from the Trustees or any individual Trustee of the Trust.
COLONIAL-KEYPORT U.S. FUND FOR GROWTH
By: KEYPORT VARIABLE INVESTMENT TRUST
By: RICHARD R. CHRISTENSEN
Its
COLONIAL MANAGEMENT ASSOCIATES, INC.
By: HAROLD W. COGGER
Its
KEYPORT ADVISORY SERVICES CORP.
By: [SIGNATURE]
Its
PORTFOLIO MANAGEMENT AGREEMENT
WITH LAMCO'S PORTFOLIO MANAGERS
as of June 18, 1999
Boston Partners Asset Management, L.P.
One Financial Center
43rd Floor
Boston, MA 02111
Re Portfolio Management Agreement
Ladies and Gentlemen:
Liberty All-Star Equity Fund, Variable Series (the "Fund") is a series
of the Liberty Variable Investment Trust (the "Trust"), a diversified open-end
investment company registered under the Investment Company Act of 1940 (the
"Act"), and is subject to the rules and regulations promulgated thereunder.
Liberty Advisor Services Corp. ("LASC") is the manager of the Fund.
Pursuant to the Management and Sub-Advisory Agreement of even date herewith (the
"Management and Sub-Advisory Agreement") among the Trust, on behalf of the Fund,
LASC and Liberty Asset Management Company (the "Fund Manager"), LASC delegates
to the Fund Manager responsibility for investment management of the Fund. In
furtherance thereof, the Fund Manager evaluates and recommends portfolio
managers for the Fund and is responsible for certain administrative matters
relating to the Fund.
l. Employment as a Portfolio Manager. The Trust being duly authorized
hereby employs Boston Partners Asset Management, L.P. (the "Portfolio Manager")
as a discretionary portfolio manager, on the terms and conditions set forth
herein, of those assets of the Fund which the Fund Manager determines to assign
to the Portfolio Manager (those assets being referred to as the "Fund Account").
The Fund Manager may, from time to time, make additions to and withdrawals from
the Fund Account.
2. Acceptance of Employment; Standard of Performance. The Portfolio
Manager accepts its employment as a discretionary portfolio manager and agrees
to use its best professional judgment to make timely investment decisions for
the Fund Account in accordance with the provisions of this Agreement.
3. Portfolio Management Services of Portfolio Manager. In providing
portfolio management services to the Fund Account, the Portfolio Manager shall
be subject to the investment objectives, policies and restrictions of the Fund
as set forth in the Trust's current registration statement under the Act (as the
same may be modified from time to time), and the investment restrictions set
forth in the Act and the Rules thereunder (as and to the extent set forth in
such registration statement or in other documentation furnished to the Portfolio
Manager by the Fund or the Fund Manager), to the supervision and control of the
Trustees of the Trust (the "Trustees"), and to instructions from the Fund
Manager. The Portfolio Manager shall not, without the prior approval of the Fund
or the Fund Manager, effect any transactions which would cause the Fund Account,
treated as a separate fund, to be out of compliance with any of such
restrictions or policies.
4. Transaction Procedures. All portfolio transactions for the Fund
Account will be consummated by payment to or delivery by the custodian of the
assets of the Fund (the "Custodian"), or such depositories or agents as may be
designated by the Custodian in writing, as custodian for the Fund, of all cash
and/or securities due to or from the Fund Account, and the Portfolio Manager
shall not have possession or custody thereof or any responsibility or liability
with respect to such custody. The Portfolio Manager shall advise and confirm in
writing to the Custodian all investment orders for the Fund Account placed by it
with brokers and dealers at the time and in the manner set forth in Schedule A
hereto (as Schedule A may be amended from time to time). The Fund shall issue to
the Custodian such instructions as may be appropriate in connection with the
settlement of any transaction initiated by the Portfolio Manager. The Fund shall
be responsible for all custodial arrangements and the payment of all custodial
charges and fees, and, upon giving proper instructions to the Custodian, the
Portfolio Manager shall have no responsibility or liability with respect to
custodial arrangements or the acts, omissions or other conduct of the Custodian.
5. Allocation of Brokerage. The Portfolio Manager shall have authority
and discretion to select brokers and dealers to execute portfolio transactions
initiated by the Portfolio Manager, and to select the markets on or in which the
transaction will be executed.
A In doing so, the Portfolio Manager's primary responsibility
shall be to seek to obtain best net
price and execution for the Fund. However, this responsibility
shall not obligate the Portfolio
Manager to solicit competitive bids for each transaction or to
seek the lowest available
commission cost to the Fund, so long as the Portfolio Manager
reasonably believes that the
broker or dealer selected by it can be expected to obtain a
"best execution" market price on
the particular transaction and determines in good faith that
the commission cost is reasonable
in relation to the value of the brokerage and research
services (as defined in Section 28(e)(3)
of the Securities Exchange Act of 1934) provided by such
broker or dealer to the Portfolio
Manager viewed in terms of either that particular transaction
or of the Portfolio Manager's
overall responsibilities with respect to its clients,
including the Fund, as to which the
Portfolio Manager exercises investment discretion,
notwithstanding that the Fund may not be the
direct or exclusive beneficiary of any such services or that
another broker may be willing to
charge the Fund a lower commission on the particular
transaction.
B. Subject to the requirements of paragraph A above, the Fund
Manager shall have the right to
request that transactions giving rise to brokerage commissions
shall be executed by brokers and
dealers (and in amounts), to be agreed upon from time to time
between the Fund Manager and the
Portfolio Manager, that provide brokerage or research services
to the Fund or the Fund Manager,
or as to which an on-going relationship will be of value to
the Fund in the management of its
assets, which services and relationship may, but need not,
be of direct benefit to the Fund
Account. Notwithstanding any other provision of this
Agreement, the Portfolio Manager shall not
be responsible under paragraph A above with respect to
transactions executed through any such
broker or dealer.
C. The Portfolio Manager shall not execute any portfolio
transactions for the Fund Account with a broker or dealer
which is an "affiliated person" (as defined in the Act) of the
Fund, the Portfolio Manager or any other Portfolio Manager of
the Fund without the prior written approval of the Fund. The
Fund will provide the Portfolio Manager with a list of brokers
and dealers which are "affiliated persons" of the Fund or its
Portfolio Managers.
6. Proxies. The Portfolio Manager will vote all proxies solicited by or
with respect to the issuers of securities in which assets of the Fund Account
may be invested from time to time in accordance with such policies as shall be
determined by the Fund Manager.
7. Fees for Services. As its compensation for its services under this
Agreement, the Fund Manager will pay the Portfolio Manager monthly in arrears a
fee at an annual rate equal to 0.30% of the net asset value of the Fund Account.
The fee shall be accrued for each calendar day and the sum of the daily fee
accruals shall be paid monthly on or before the fifteenth day of the following
calendar month. The daily accruals of the fee will be computed by (i)
multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of days in
the year, and (ii) multiplying the product obtained pursuant to clause (i) above
by the net asset value of the Fund Account as determined in accordance with the
Trust's Prospectus as of the previous day on which the Fund was open for
business. The foregoing fee shall be prorated for any month during which this
Agreement is in effect for only a portion of the month. Pursuant to the
Management and Sub-Advisory Agreement, the Fund Manager is solely responsible
for the payment of fees to the Portfolio Manager, and the Portfolio Manager
agrees to seek payment of its fees solely from the Fund Manager.
8. Other Investment Activities of Portfolio Manager. The Trust on
behalf of the Fund acknowledges that the Portfolio Manager or one or more of its
affiliates has investment responsibilities, renders investment advice to and
performs other investment advisory services for other individuals or entities
("Client Accounts"), and that the Portfolio Manager, its affiliates or any of
its or their directors, officers, agents or employees may buy, sell or trade in
any securities for its or their respective accounts ("Affiliated Accounts").
Subject to the provisions of paragraph 2 hereof, the Trust on behalf of the Fund
agrees that the Portfolio Manager or its affiliates may give advice or exercise
investment responsibility and take such other action with respect to other
Client Accounts and Affiliated Accounts which may differ from the advice given
or the timing or nature of action taken with respect to the Fund Account,
provided that the Portfolio Manager acts in good faith, and provided further,
that it is the Portfolio Manager's policy to allocate, within its reasonable
discretion, investment opportunities to the Fund Account over a period of time
on a fair and equitable basis relative to the Client Accounts and the Affiliated
Accounts, taking into account the cash position and the investment objectives
and policies of the Fund and any specific investment restrictions applicable
thereto. The Trust on behalf of the Fund acknowledges that one or more Client
Accounts and Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Fund Account may have an interest from time to time, whether in transactions
which involve the Fund Account or otherwise. The Portfolio Manager shall have no
obligation to acquire for the Fund Account a position in any investment which
any Client Account or Affiliated Account may acquire, and the Fund shall have no
first refusal, coinvestment or other rights in respect of any such investment,
either for the Fund Account or otherwise.
9. Limitation of Liability. The Portfolio Manager shall not be liable
for any action taken, omitted or suffered to be taken by it in its reasonable
judgment, in good faith and believed by it to be authorized or within the
discretion or rights or powers conferred upon it by this Agreement, or in
accordance with (or in the absence of) specific directions or instructions from
the Fund or the Fund Manager, provided, however, that such acts or omissions
shall not have resulted from the Portfolio Manager's willful misfeasance, bad
faith or gross negligence, a violation of the standard of care established by
and applicable to the Portfolio Manager in its actions under paragraph 2 hereof
or breach of its duty or of its obligations hereunder (provided, however, that
the foregoing shall not be construed to protect the Portfolio Manager from
liability in violation of Section 17(i) of the Act).
10. Confidentiality. Subject to the duty of the Portfolio Manager and
the Fund to comply with applicable law, including any demand of any regulatory
or taxing authority having jurisdiction, the parties hereto shall treat as
confidential all information pertaining to the Fund Account and the actions of
the Portfolio Manager and the Fund in respect thereof.
11. Assignment. This Agreement shall terminate automatically in the
event of its assignment, as that term is defined in Section 2(a)(4) of the Act.
The Portfolio Manager shall notify the Fund in writing sufficiently in advance
of any proposed change of control, as defined in Section 2(a)(9) of the Act, as
will enable the Fund to consider whether an assignment as defined in Section
2(a)(4) of the Act will occur, and whether to take the steps necessary to enter
into a new contract with the Portfolio Manager.
12. Representations, Warranties and Agreements of the Fund. The Trust
on behalf of the Fund represents, warrants and agrees that:
A. The Portfolio Manager has been duly appointed to provide
investment services to the Fund Account as contemplated
hereby.
B. The Trust on behalf of the Fund will deliver to the Portfolio
Manager a true and complete copy of its then current
registration statement as effective from time to time and such
other documents governing the investment of the Fund Account,
or such other information as is necessary for the Portfolio
Manager to carry out its obligations under this Agreement.
13. Representations, Warranties and Agreements of the Portfolio
Manager. The Portfolio Manager represents, warrants and agrees that:
A. It is registered as an "Investment Adviser" under the
Investment Advisers Act of 1940
("Advisers Act").
B. It will maintain, keep current and preserve on behalf of the
Fund, in the manner required or permitted by the Act and the
Rules thereunder, the records identified in Schedule B (as
Schedule B may be amended from time to time). The Portfolio
Manager agrees that such records are the property of the Fund,
and will be surrendered to the Fund promptly upon request.
C. It will maintain in effect a written code of ethics complying
with the requirements of Rule l7j-l under the Act. Within 45
days of the end of each year while this Agreement is in
effect, an officer or general partner of the Portfolio Manager
shall certify to the Fund that the Portfolio Manager has
complied with the requirements of Rule l7j-l during the
previous year and that there has been no violation of its code
of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation.
D. Upon request, the Portfolio Manager will promptly supply the
Trust with any information concerning the Portfolio Manager
and its stockholders, employees and affiliates which the Trust
may reasonably require in connection with the preparation of
its registration statement, proxy material, reports and other
documents relating to the Fund required to be filed under the
Act, the Securities Act of 1933, or other applicable
securities laws.
E. Reference is hereby made to the Declaration of Trust dated
March 4, 1993, as amended,
establishing the Trust, a copy of which has been filed with
the Secretary of the Commonwealth
of Massachusetts and elsewhere as required by law, and to any
and all amendments thereto so
filed or hereafter filed. The name Liberty Variable Investment
Trust refers to the Trustees
under said Declaration of Trust, as Trustees and not
personally, and no Trustee, shareholder,
officer, agent or employee of the Trust shall be held to any
personal liability hereunder or in
connection with the affairs of the Trust or the Fund, but
only the assets of the Fund are
liable under this Agreement. Without limiting the generality
of the foregoing, neither the
Portfolio Manager nor any of its officers, directors,
partners, shareholders or employees
shall, under any circumstances, have recourse or cause or
willingly permit recourse to be had
directly or indirectly to any personal, statutory, or other
liability of any shareholder,
Trustee, officer, agent or employee of the Trust or of any
successor of the Trust or the Fund,
whether such liability now exists or is hereafter incurred,
for claims against the Trust
estate, but shall look for payment solely to the assets of
the Fund or any successor thereto.
14. Amendment. This Agreement may be amended at any time, but only by
written agreement among the Portfolio Manager, the Fund Manager and the Trust,
on behalf of the Fund, which amendment, other than amendments to Schedules A and
B (which may be amended by the Fund Manager acting alone), is subject to the
approval of the Trustees and the Shareholders of the Fund as and to the extent
required by the Act.
15. Effective Date; Term. This Agreement shall continue in effect for
two years from the date hereof and shall continue in effect thereafter provided
such continuance is specifically approved at least annually by (i) the Trust's
Board of Trustees or (ii) a vote of a "majority" (as defined in the Act) of the
Fund's outstanding voting securities, provided that in either event the
continuance is also approved by a majority of the Board of Trustees who are not
"interested persons" (as defined in the Act) of any party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval. The aforesaid requirement that continuance of this Agreement be
"specifically approved at least annually" shall be construed in a manner
consistent with the Act and the Rules and Regulations thereunder.
16. Termination. This Agreement may be terminated by any party, without
penalty, immediately upon written notice to the other parties in the event of a
breach of any provision thereof by a party so notified, or otherwise upon not
less than thirty (30) days' written notice to the Portfolio Manager in the case
of termination by the Trust on behalf of the Fund or the Fund Manager, or ninety
(90) days' written notice to the Trust and the Fund Manager in the case of
termination by the Portfolio Manager, but any such termination shall not affect
the status, obligations or liabilities of any party hereto to the other parties.
17. Applicable Law. To the extent that state law is not preempted by
the provisions of any law of the United States heretofore or hereafter enacted,
as the same may be amended from time to time, this Agreement shall be
administered, construed and enforced according to the laws of the Commonwealth
of Massachusetts.
18. Severability. If any term or condition of this Agreement shall be
invalid or unenforceable to any extent or in any application, then the remainder
of this Agreement, and such term or condition except to such extent or in such
application, shall not be affected thereby, and each and every term and
condition of this Agreement shall be valid and enforced to the fullest extent
and in the broadest application permitted by law.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first written above.
LIBERTY VARIABLE INVESTMENT TRUST on its own behalf and on behalf of the Liberty
All-Star Equity Fund, Variable Series
By: Stephen E. Gibson
Title: President
LIBERTY ASSET MANAGEMENT COMPANY
By: William R. Parmentier
Title: President, Chief Executive Officer and Chief Investment Officer
ACCEPTED AND AGREED TO:
Boston Partners Asset Management, L.P.
By: Kenneth M. Kengieza
Name:Kenneth M. Kengieza
Title:Asst. Treasurer/VP
<PAGE>
SCHEDULES: *
A. Operational Procedures
B. Record Keeping Requirements
* The Schedules relate to day-to-day operational logistics and to technical
compliance matters.
Schedule A
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Operational Procedures
In order to facilitate operations efficiency, it will be necessary for
a flow of information to be supplied to The Chase Manhattan Bank (the
Custodian), and Colonial Management Associates, Inc. (the Administrator).
The Portfolio Manager must furnish Colonial with daily information as
to executed trades, no later than 12:00 p.m. (Eastern time) on trade date plus
one to ensure the information is processed in time for pricing. If there are no
trades, a report must also be sent stating there were no trades for that day.
The necessary information can be transmitted via facsimile machine to Colonial,
Attention John Papoutsis, (the direct line to the machine is (617) 585-4251).
Upon receipt of brokers' confirmation the Portfolio Manager or the Administrator
must notify the other party if any differences exist. The reporting of trades by
the Portfolio Manager to Colonial shall include the following information:
1. Purchase or sale
2. Security name and description
3. Cusip and ticker symbol
4. Number of shares or units
5. Sale/purchase price per share or unit
6. Commission rate per share and aggregate commission or indicate net if
so
7. Executing broker and clearing bank, if any
8. Trade date
9. Settlement date
10. Interest purchased or sold, if applicable
11. Total net amount of the transaction
12. If other than HIGH COST is to be used on a sale, it must be identified
13. Name of Fund and Manager must be identified on trade ticket
14. Sequential numbering of all trades is also recommended
For confirmation of trades, please advise the brokers to use the Custodian's DTC
ID system number (No. 27028) to facilitate the receipt of information by the
Custodian. In addition, the Portfolio Manager should arrange to have a duplicate
confirmation sent to Colonial Management Assoc. as an interested party. Please
have confirms linked to CMA's existing sign on: N199.
1. All DTC Eligible Securities
Depository Trust Company (DTC)
Agent Bank Name: Chase Manhattan Bank
Agent Bank Number: 27028
Agent Bank Clearing Number: 902
2. Delivery Instructions
All Physical Securities
Chase Manhattan Bank
4 New York Plaza
Ground Floor Window
New York, NY 10004
Ref: (Name of Fund)
<PAGE>
All Government Issues Deliver through your area Federal Reserve Bank to:
The Chase Manhattan Bank
021000021
CMB/CUST/Account Number/Account Name
Wire Instructions:
The Chase Manhattan Bank
ABA #021000021
For credit to account 900-9-000127
For Further Credit to
Chase Account Number
Chase Account Name
The Custodian will supply the Portfolio Manager daily with a cash availability
report. This will normally be done by fax so that the Portfolio Manager will
know the amount available for investment purposes.
<PAGE>
Schedule B
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Portfolio Management Agreement
RECORDS TO BE MAINTAINED BY THE PORTFOLIO MANAGER
1. (Rule 31a-1(b)(5) and (6)). A record of each brokerage order, and all other
portfolio purchases and sales, given by the Portfolio Manager on behalf of
the Fund for, or in connection with, the purchase or sale of securities,
whether executed or unexecuted. Such records shall include:
A. The name of the broker;
B. The terms and conditions of the order and of any modifications or
cancellation thereof;
C. The time of entry or cancellation;
D. The price at which executed;
E. The time or receipt of a report of execution; and
F. The name of the person who placed the order on behalf of the Fund.
2. (Rule 31a-1(b)(9)). A record for each fiscal quarter, completed within ten
(10) days after the end of the quarter, showing specifically the basis or
bases upon which the allocation of orders for the purchase and sale of
portfolio securities to named brokers or dealers was effected, and the
division of brokerage commissions or other compensation on such purchase
and sale orders. Such record:
A. Shall include the consideration given to:
(i) The sale of shares of the Fund by brokers or dealers.
(ii) The supplying of services or benefits by brokers or dealers to:
(a) The Fund;
(b) The Manager (Liberty Asset Management Company);
(c) The Portfolio Manager; and
(d) Any person other than the foregoing.
(iii) Any other consideration other than the technical qualifications of the
brokers and dealers as such.
B. Shall show the nature of the services or benefits made available.
C.
<PAGE>
Shall describe in detail the application of any general or specific formula
or other determinant used in arriving at such allocation of purchase
and sale orders and such division of brokerage commissions or other
compensation.
D. The name of the person responsible for making the determination of such
allocation and such division of brokerage commissions or other
compensation.
3. (Rule 31a-a(b)(10)). A record in the form of an appropriate memorandum
identifying the person or persons, committees or groups authorizing the
purchase or sale of portfolio securities. Where an authorization is made
by a committee or group, a record shall be kept of the names of its
members who participate in the authorization. There shall be retained as
part of this record: any memorandum, recommendation or instruction
supporting or authorizing the purchase or sale of portfolio securities and
such other information as is appropriate to support the authorization.(1)
4. (Rule 31a-1(f)). Such accounts, books and other documents as a required to
be maintained by registered investment advisers by rule adopted under
Section 204 of the Investment Advisers Act of 1940, to the extent such
records are necessary or appropriate to record the Portfolio Manager's
transactions with the Fund.
- --------
1 Such information might include: the current Form 10-K, annual and quarterly
reports, press releases, reports by analysts and from brokerage firms (including
their recommendation; i.e., buy, sell, hold) or any internal reports or
portfolio manager reviews.
PORTFOLIO MANAGEMENT AGREEMENT
WITH LAMCO'S PORTFOLIO MANAGERS
as of June 18, 1999
J.P. Morgan Investment Management, Inc.
522 Fifth Avenue, 17th Floor
New York, NY 10036
Re Portfolio Management Agreement
Ladies and Gentlemen:
Liberty All-Star Equity Fund, Variable Series (the "Fund") is a series
of the Liberty Variable Investment Trust (the "Trust"), a diversified open-end
investment company registered under the Investment Company Act of 1940 (the
"Act"), and is subject to the rules and regulations promulgated thereunder.
Liberty Advisor Services Corp. ("LASC") is the manager of the Fund.
Pursuant to the Management and Sub-Advisory Agreement of even date herewith (the
"Management and Sub-Advisory Agreement") among the Trust, on behalf of the Fund,
LASC and Liberty Asset Management Company (the "Fund Manager"), LASC delegates
to the Fund Manager responsibility for investment management of the Fund. In
furtherance thereof, the Fund Manager evaluates and recommends portfolio
managers for the Fund and is responsible for certain administrative matters
relating to the Fund.
l. Employment as a Portfolio Manager. The Trust being duly authorized
hereby employs J.P. Morgan Investment Management, Inc. (the "Portfolio Manager")
as a discretionary portfolio manager, on the terms and conditions set forth
herein, of those assets of the Fund which the Fund Manager determines to assign
to the Portfolio Manager (those assets being referred to as the "Fund Account").
The Fund Manager may, from time to time, make additions to and withdrawals from
the Fund Account.
2. Acceptance of Employment; Standard of Performance. The Portfolio
Manager accepts its employment as a discretionary portfolio manager and agrees
to use its best professional judgment to make timely investment decisions for
the Fund Account in accordance with the provisions of this Agreement.
3. Portfolio Management Services of Portfolio Manager. In providing
portfolio management services to the Fund Account, the Portfolio Manager shall
be subject to the investment objectives, policies and restrictions of the Fund
as set forth in the Trust's current registration statement under the Act (as the
same may be modified from time to time), and the investment restrictions set
forth in the Act and the Rules thereunder (as and to the extent set forth in
such registration statement or in other documentation furnished to the Portfolio
Manager by the Fund or the Fund Manager), to the supervision and control of the
Trustees of the Trust (the "Trustees"), and to instructions from the Fund
Manager. The Portfolio Manager shall not, without the prior approval of the Fund
or the Fund Manager, effect any transactions which would cause the Fund Account,
treated as a separate fund, to be out of compliance with any of such
restrictions or policies.
4. Transaction Procedures. All portfolio transactions for the Fund
Account will be consummated by payment to or delivery by the custodian of the
assets of the Fund (the "Custodian"), or such depositories or agents as may be
designated by the Custodian in writing, as custodian for the Fund, of all cash
and/or securities due to or from the Fund Account, and the Portfolio Manager
shall not have possession or custody thereof or any responsibility or liability
with respect to such custody. The Portfolio Manager shall advise and confirm in
writing to the Custodian all investment orders for the Fund Account placed by it
with brokers and dealers at the time and in the manner set forth in Schedule A
hereto (as Schedule A may be amended from time to time). The Fund shall issue to
the Custodian such instructions as may be appropriate in connection with the
settlement of any transaction initiated by the Portfolio Manager. The Fund shall
be responsible for all custodial arrangements and the payment of all custodial
charges and fees, and, upon giving proper instructions to the Custodian, the
Portfolio Manager shall have no responsibility or liability with respect to
custodial arrangements or the acts, omissions or other conduct of the Custodian.
5. Allocation of Brokerage. The Portfolio Manager shall have authority
and discretion to select brokers and dealers to execute portfolio transactions
initiated by the Portfolio Manager, and to select the markets on or in which the
transaction will be executed.
<TABLE>
<CAPTION>
<S> <C>
A In doing so, the Portfolio Manager's primary responsibility shall be to seek to obtain best net
price and execution for the Fund. However, this responsibility shall not obligate the Portfolio
Manager to solicit competitive bids for each transaction or to seek the lowest available
commission cost to the Fund, so long as the Portfolio Manager reasonably believes that the
broker or dealer selected by it can be expected to obtain a "best execution" market price on
the particular transaction and determines in good faith that the commission cost is reasonable
in relation to the value of the brokerage and research services (as defined in Section 28(e)(3)
of the Securities Exchange Act of 1934) provided by such broker or dealer to the Portfolio
Manager viewed in terms of either that particular transaction or of the Portfolio Manager's
overall responsibilities with respect to its clients, including the Fund, as to which the
Portfolio Manager exercises investment discretion, notwithstanding that the Fund may not be the
direct or exclusive beneficiary of any such services or that another broker may be willing to
charge the Fund a lower commission on the particular transaction.
B. Subject to the requirements of paragraph A above, the Fund Manager shall have the right to
request that transactions giving rise to brokerage commissions shall be executed by brokers and
dealers (and in amounts), to be agreed upon from time to time between the Fund Manager and the
Portfolio Manager, that provide brokerage or research services to the Fund or the Fund Manager,
or as to which an on-going relationship will be of value to the Fund in the management of its
assets, which services and relationship may, but need not, be of direct benefit to the Fund
Account. Notwithstanding any other provision of this Agreement, the Portfolio Manager shall not
be responsible under paragraph A above with respect to transactions executed through any such
broker or dealer.
</TABLE>
C. The Portfolio Manager shall not execute any portfolio
transactions for the Fund Account with a broker or dealer
which is an "affiliated person" (as defined in the Act) of the
Fund, the Portfolio Manager or any other Portfolio Manager of
the Fund without the prior written approval of the Fund. The
Fund will provide the Portfolio Manager with a list of brokers
and dealers which are "affiliated persons" of the Fund or its
Portfolio Managers.
6. Proxies. The Portfolio Manager will vote all proxies solicited by or
with respect to the issuers of securities in which assets of the Fund Account
may be invested from time to time in accordance with such policies as shall be
determined by the Fund Manager.
7. Fees for Services. As its compensation for its services under this
Agreement, the Fund Manager will pay the Portfolio Manager monthly in arrears a
fee at an annual rate equal to 0.30% of the net asset value of the Fund Account.
The fee shall be accrued for each calendar day and the sum of the daily fee
accruals shall be paid monthly on or before the fifteenth day of the following
calendar month. The daily accruals of the fee will be computed by (i)
multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of days in
the year, and (ii) multiplying the product obtained pursuant to clause (i) above
by the net asset value of the Fund Account as determined in accordance with the
Trust's Prospectus as of the previous day on which the Fund was open for
business. The foregoing fee shall be prorated for any month during which this
Agreement is in effect for only a portion of the month. Pursuant to the
Management and Sub-Advisory Agreement, the Fund Manager is solely responsible
for the payment of fees to the Portfolio Manager, and the Portfolio Manager
agrees to seek payment of its fees solely from the Fund Manager.
8. Other Investment Activities of Portfolio Manager. The Trust on
behalf of the Fund acknowledges that the Portfolio Manager or one or more of its
affiliates has investment responsibilities, renders investment advice to and
performs other investment advisory services for other individuals or entities
("Client Accounts"), and that the Portfolio Manager, its affiliates or any of
its or their directors, officers, agents or employees may buy, sell or trade in
any securities for its or their respective accounts ("Affiliated Accounts").
Subject to the provisions of paragraph 2 hereof, the Trust on behalf of the Fund
agrees that the Portfolio Manager or its affiliates may give advice or exercise
investment responsibility and take such other action with respect to other
Client Accounts and Affiliated Accounts which may differ from the advice given
or the timing or nature of action taken with respect to the Fund Account,
provided that the Portfolio Manager acts in good faith, and provided further,
that it is the Portfolio Manager's policy to allocate, within its reasonable
discretion, investment opportunities to the Fund Account over a period of time
on a fair and equitable basis relative to the Client Accounts and the Affiliated
Accounts, taking into account the cash position and the investment objectives
and policies of the Fund and any specific investment restrictions applicable
thereto. The Trust on behalf of the Fund acknowledges that one or more Client
Accounts and Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Fund Account may have an interest from time to time, whether in transactions
which involve the Fund Account or otherwise. The Portfolio Manager shall have no
obligation to acquire for the Fund Account a position in any investment which
any Client Account or Affiliated Account may acquire, and the Fund shall have no
first refusal, coinvestment or other rights in respect of any such investment,
either for the Fund Account or otherwise.
9. Limitation of Liability. The Portfolio Manager shall not be liable
for any action taken, omitted or suffered to be taken by it in its reasonable
judgment, in good faith and believed by it to be authorized or within the
discretion or rights or powers conferred upon it by this Agreement, or in
accordance with (or in the absence of) specific directions or instructions from
the Fund or the Fund Manager, provided, however, that such acts or omissions
shall not have resulted from the Portfolio Manager's willful misfeasance, bad
faith or gross negligence, a violation of the standard of care established by
and applicable to the Portfolio Manager in its actions under paragraph 2 hereof
or breach of its duty or of its obligations hereunder (provided, however, that
the foregoing shall not be construed to protect the Portfolio Manager from
liability in violation of Section 17(i) of the Act).
10. Confidentiality. Subject to the duty of the Portfolio Manager and
the Fund to comply with applicable law, including any demand of any regulatory
or taxing authority having jurisdiction, the parties hereto shall treat as
confidential all information pertaining to the Fund Account and the actions of
the Portfolio Manager and the Fund in respect thereof.
11. Assignment. This Agreement shall terminate automatically in the
event of its assignment, as that term is defined in Section 2(a)(4) of the Act.
The Portfolio Manager shall notify the Fund in writing sufficiently in advance
of any proposed change of control, as defined in Section 2(a)(9) of the Act, as
will enable the Fund to consider whether an assignment as defined in Section
2(a)(4) of the Act will occur, and whether to take the steps necessary to enter
into a new contract with the Portfolio Manager.
12. Representations, Warranties and Agreements of the Fund. The Trust
on behalf of the Fund represents, warrants and agrees that:
A. The Portfolio Manager has been duly appointed to provide
investment services to the Fund Account as contemplated
hereby.
B. The Trust on behalf of the Fund will deliver to the Portfolio
Manager a true and complete copy of its then current
registration statement as effective from time to time and such
other documents governing the investment of the Fund Account,
or such other information as is necessary for the Portfolio
Manager to carry out its obligations under this Agreement.
13. Representations, Warranties and Agreements of the Portfolio
Manager. The Portfolio Manager represents, warrants and agrees that:
A. It is registered as an "Investment Adviser" under the
Investment Advisers Act of 1940
("Advisers Act").
B. It will maintain, keep current and preserve on behalf of the
Fund, in the manner required or permitted by the Act and the
Rules thereunder, the records identified in Schedule B (as
Schedule B may be amended from time to time). The Portfolio
Manager agrees that such records are the property of the Fund,
and will be surrendered to the Fund promptly upon request.
C. It will maintain in effect a written code of ethics complying
with the requirements of Rule l7j-l under the Act. Within 45
days of the end of each year while this Agreement is in
effect, an officer or general partner of the Portfolio Manager
shall certify to the Fund that the Portfolio Manager has
complied with the requirements of Rule l7j-l during the
previous year and that there has been no violation of its code
of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation.
D. Upon request, the Portfolio Manager will promptly supply the
Trust with any information concerning the Portfolio Manager
and its stockholders, employees and affiliates which the Trust
may reasonably require in connection with the preparation of
its registration statement, proxy material, reports and other
documents relating to the Fund required to be filed under the
Act, the Securities Act of 1933, or other applicable
securities laws.
<TABLE>
<CAPTION>
<S> <C>
E. Reference is hereby made to the Declaration of Trust dated March 4, 1993, as amended,
establishing the Trust, a copy of which has been filed with the Secretary of the Commonwealth
of Massachusetts and elsewhere as required by law, and to any and all amendments thereto so
filed or hereafter filed. The name Liberty Variable Investment Trust refers to the Trustees
under said Declaration of Trust, as Trustees and not personally, and no Trustee, shareholder,
officer, agent or employee of the Trust shall be held to any personal liability hereunder or in
connection with the affairs of the Trust or the Fund, but only the assets of the Fund are
liable under this Agreement. Without limiting the generality of the foregoing, neither the
Portfolio Manager nor any of its officers, directors, partners, shareholders or employees
shall, under any circumstances, have recourse or cause or willingly permit recourse to be had
directly or indirectly to any personal, statutory, or other liability of any shareholder,
Trustee, officer, agent or employee of the Trust or of any successor of the Trust or the Fund,
whether such liability now exists or is hereafter incurred, for claims against the Trust
estate, but shall look for payment solely to the assets of the Fund or any successor thereto.
</TABLE>
14. Amendment. This Agreement may be amended at any time, but only by
written agreement among the Portfolio Manager, the Fund Manager and the Trust,
on behalf of the Fund, which amendment, other than amendments to Schedules A and
B (which may be amended by the Fund Manager acting alone), is subject to the
approval of the Trustees and the Shareholders of the Fund as and to the extent
required by the Act.
15. Effective Date; Term. This Agreement shall continue in effect for
two years from the date hereof and shall continue in effect thereafter provided
such continuance is specifically approved at least annually by (i) the Trust's
Board of Trustees or (ii) a vote of a "majority" (as defined in the Act) of the
Fund's outstanding voting securities, provided that in either event the
continuance is also approved by a majority of the Board of Trustees who are not
"interested persons" (as defined in the Act) of any party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval. The aforesaid requirement that continuance of this Agreement be
"specifically approved at least annually" shall be construed in a manner
consistent with the Act and the Rules and Regulations thereunder.
16. Termination. This Agreement may be terminated by any party, without
penalty, immediately upon written notice to the other parties in the event of a
breach of any provision thereof by a party so notified, or otherwise upon not
less than thirty (30) days' written notice to the Portfolio Manager in the case
of termination by the Trust on behalf of the Fund or the Fund Manager, or ninety
(90) days' written notice to the Trust and the Fund Manager in the case of
termination by the Portfolio Manager, but any such termination shall not affect
the status, obligations or liabilities of any party hereto to the other parties.
17. Applicable Law. To the extent that state law is not preempted by
the provisions of any law of the United States heretofore or hereafter enacted,
as the same may be amended from time to time, this Agreement shall be
administered, construed and enforced according to the laws of the Commonwealth
of Massachusetts.
18. Severability. If any term or condition of this Agreement shall be
invalid or unenforceable to any extent or in any application, then the remainder
of this Agreement, and such term or condition except to such extent or in such
application, shall not be affected thereby, and each and every term and
condition of this Agreement shall be valid and enforced to the fullest extent
and in the broadest application permitted by law.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first written above.
LIBERTY VARIABLE INVESTMENT TRUST on its own behalf and on behalf of the Liberty
All-Star Equity Fund, Variable Series
By: Stephen E. Gibson
Title: President
LIBERTY ASSET MANAGEMENT COMPANY
By: William R. Parmentier
Title: President, Chief Executive Officer and Chief Investment Officer
ACCEPTED AND AGREED TO:
J.P. Morgan Investment Management, Inc.
By: Diane Minardi
Name:Diane Minardi
Title:Vice President
<PAGE>
SCHEDULES: *
A. Operational Procedures
B. Record Keeping Requirements
* The Schedules relate to day-to-day operational logistics and to technical
compliance matters.
Schedule A
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Operational Procedures
In order to facilitate operations efficiency, it will be necessary for
a flow of information to be supplied to The Chase Manhattan Bank (the
Custodian), and Colonial Management Associates, Inc. (the Administrator).
The Portfolio Manager must furnish Colonial with daily information as
to executed trades, no later than 12:00 p.m. (Eastern time) on trade date plus
one to ensure the information is processed in time for pricing. If there are no
trades, a report must also be sent stating there were no trades for that day.
The necessary information can be transmitted via facsimile machine to Colonial,
Attention John Papoutsis, (the direct line to the machine is (617) 585-4251).
Upon receipt of brokers' confirmation the Portfolio Manager or the Administrator
must notify the other party if any differences exist. The reporting of trades by
the Portfolio Manager to Colonial shall include the following information:
1. Purchase or sale
2. Security name and description
3. Cusip and ticker symbol
4. Number of shares or units
5. Sale/purchase price per share or unit
6. Commission rate per share and aggregate commission or indicate net if
so
7. Executing broker and clearing bank, if any
8. Trade date
9. Settlement date
10. Interest purchased or sold, if applicable
11. Total net amount of the transaction
12. If other than HIGH COST is to be used on a sale, it must be identified
13. Name of Fund and Manager must be identified on trade ticket
14. Sequential numbering of all trades is also recommended
For confirmation of trades, please advise the brokers to use the Custodian's DTC
ID system number (No. 27028) to facilitate the receipt of information by the
Custodian. In addition, the Portfolio Manager should arrange to have a duplicate
confirmation sent to Colonial Management Assoc. as an interested party. Please
have confirms linked to CMA's existing sign on: N199.
1. All DTC Eligible Securities
Depository Trust Company (DTC)
Agent Bank Name: Chase Manhattan Bank
Agent Bank Number: 27028
Agent Bank Clearing Number: 902
2. Delivery Instructions
All Physical Securities
Chase Manhattan Bank
4 New York Plaza
Ground Floor Window
New York, NY 10004
Ref: (Name of Fund)
<PAGE>
All Government Issues Deliver through your area Federal Reserve Bank to:
The Chase Manhattan Bank
021000021
CMB/CUST/Account Number/Account Name
Wire Instructions:
The Chase Manhattan Bank
ABA #021000021
For credit to account 900-9-000127
For Further Credit to
Chase Account Number
Chase Account Name
The Custodian will supply the Portfolio Manager daily with a cash availability
report. This will normally be done by fax so that the Portfolio Manager will
know the amount available for investment purposes.
<PAGE>
Schedule B
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Portfolio Management Agreement
RECORDS TO BE MAINTAINED BY THE PORTFOLIO MANAGER
1. (Rule 31a-1(b)(5) and (6)). A record of each brokerage order, and all other
portfolio purchases and sales, given by the Portfolio Manager on behalf of
the Fund for, or in connection with, the purchase or sale of securities,
whether executed or unexecuted. Such records shall include:
A. The name of the broker;
B. The terms and conditions of the order and of any modifications or
cancellation thereof;
C. The time of entry or cancellation;
D. The price at which executed;
E. The time or receipt of a report of execution; and
F. The name of the person who placed the order on behalf of the Fund.
2. (Rule 31a-1(b)(9)). A record for each fiscal quarter, completed within ten
(10) days after the end of the quarter, showing specifically the basis or
bases upon which the allocation of orders for the purchase and sale of
portfolio securities to named brokers or dealers was effected, and the
division of brokerage commissions or other compensation on such purchase
and sale orders. Such record:
A. Shall include the consideration given to:
(i) The sale of shares of the Fund by brokers or dealers.
(ii) The supplying of services or benefits by brokers or dealers to:
(a) The Fund;
(b) The Manager (Liberty Asset Management Company);
(c) The Portfolio Manager; and
(d) Any person other than the foregoing.
(iii) Any other consideration other than the technical qualifications of the
brokers and dealers as such.
B. Shall show the nature of the services or benefits made available.
C.
<PAGE>
Shall describe in detail the application of any general or specific formula
or other determinant used in arriving at such allocation of purchase
and sale orders and such division of brokerage commissions or other
compensation.
D. The name of the person responsible for making the determination of such
allocation and such division of brokerage commissions or other
compensation.
3. (Rule 31a-a(b)(10)). A record in the form of an appropriate memorandum
identifying the person or persons, committees or groups authorizing the
purchase or sale of portfolio securities. Where an authorization is made
by a committee or group, a record shall be kept of the names of its
members who participate in the authorization. There shall be retained as
part of this record: any memorandum, recommendation or instruction
supporting or authorizing the purchase or sale of portfolio securities and
such other information as is appropriate to support the authorization.(1)
4. (Rule 31a-1(f)). Such accounts, books and other documents as a required to
be maintained by registered investment advisers by rule adopted under
Section 204 of the Investment Advisers Act of 1940, to the extent such
records are necessary or appropriate to record the Portfolio Manager's
transactions with the Fund.
- --------
1 Such information might include: the current Form 10-K, annual and quarterly
reports, press releases, reports by analysts and from brokerage firms (including
their recommendation; i.e., buy, sell, hold) or any internal reports or
portfolio manager reviews.
PORTFOLIO MANAGEMENT AGREEMENT
WITH LAMCO'S PORTFOLIO MANAGERS
as of June 18, 1999
Oppenheimer Capital
Oppenheimer Tower
World Financial Center
New York, NY 10281
Re Portfolio Management Agreement
Ladies and Gentlemen:
Liberty All-Star Equity Fund, Variable Series (the "Fund") is a series
of the Liberty Variable Investment Trust (the "Trust"), a diversified open-end
investment company registered under the Investment Company Act of 1940 (the
"Act"), and is subject to the rules and regulations promulgated thereunder.
Liberty Advisor Services Corp. ("LASC") is the manager of the Fund.
Pursuant to the Management and Sub-Advisory Agreement of even date herewith (the
"Management and Sub-Advisory Agreement") among the Trust, on behalf of the Fund,
LASC and Liberty Asset Management Company (the "Fund Manager"), LASC delegates
to the Fund Manager responsibility for investment management of the Fund. In
furtherance thereof, the Fund Manager evaluates and recommends portfolio
managers for the Fund and is responsible for certain administrative matters
relating to the Fund.
l. Employment as a Portfolio Manager. The Trust being duly authorized
hereby employs Oppenheimer Capital (the "Portfolio Manager") as a discretionary
portfolio manager, on the terms and conditions set forth herein, of those assets
of the Fund which the Fund Manager determines to assign to the Portfolio Manager
(those assets being referred to as the "Fund Account"). The Fund Manager may,
from time to time, make additions to and withdrawals from the Fund Account.
2. Acceptance of Employment; Standard of Performance. The Portfolio
Manager accepts its employment as a discretionary portfolio manager and agrees
to use its best professional judgment to make timely investment decisions for
the Fund Account in accordance with the provisions of this Agreement.
3. Portfolio Management Services of Portfolio Manager. In providing
portfolio management services to the Fund Account, the Portfolio Manager shall
be subject to the investment objectives, policies and restrictions of the Fund
as set forth in the Trust's current registration statement under the Act (as the
same may be modified from time to time), and the investment restrictions set
forth in the Act and the Rules thereunder (as and to the extent set forth in
such registration statement or in other documentation furnished to the Portfolio
Manager by the Fund or the Fund Manager), to the supervision and control of the
Trustees of the Trust (the "Trustees"), and to instructions from the Fund
Manager. The Portfolio Manager shall not, without the prior approval of the Fund
or the Fund Manager, effect any transactions which would cause the Fund Account,
treated as a separate fund, to be out of compliance with any of such
restrictions or policies.
4. Transaction Procedures. All portfolio transactions for the Fund
Account will be consummated by payment to or delivery by the custodian of the
assets of the Fund (the "Custodian"), or such depositories or agents as may be
designated by the Custodian in writing, as custodian for the Fund, of all cash
and/or securities due to or from the Fund Account, and the Portfolio Manager
shall not have possession or custody thereof or any responsibility or liability
with respect to such custody. The Portfolio Manager shall advise and confirm in
writing to the Custodian all investment orders for the Fund Account placed by it
with brokers and dealers at the time and in the manner set forth in Schedule A
hereto (as Schedule A may be amended from time to time). The Fund shall issue to
the Custodian such instructions as may be appropriate in connection with the
settlement of any transaction initiated by the Portfolio Manager. The Fund shall
be responsible for all custodial arrangements and the payment of all custodial
charges and fees, and, upon giving proper instructions to the Custodian, the
Portfolio Manager shall have no responsibility or liability with respect to
custodial arrangements or the acts, omissions or other conduct of the Custodian.
5. Allocation of Brokerage. The Portfolio Manager shall have authority
and discretion to select brokers and dealers to execute portfolio transactions
initiated by the Portfolio Manager, and to select the markets on or in which the
transaction will be executed.
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A In doing so, the Portfolio Manager's primary responsibility shall be to seek to obtain best net
price and execution for the Fund. However, this responsibility shall not obligate the Portfolio
Manager to solicit competitive bids for each transaction or to seek the lowest available
commission cost to the Fund, so long as the Portfolio Manager reasonably believes that the
broker or dealer selected by it can be expected to obtain a "best execution" market price on
the particular transaction and determines in good faith that the commission cost is reasonable
in relation to the value of the brokerage and research services (as defined in Section 28(e)(3)
of the Securities Exchange Act of 1934) provided by such broker or dealer to the Portfolio
Manager viewed in terms of either that particular transaction or of the Portfolio Manager's
overall responsibilities with respect to its clients, including the Fund, as to which the
Portfolio Manager exercises investment discretion, notwithstanding that the Fund may not be the
direct or exclusive beneficiary of any such services or that another broker may be willing to
charge the Fund a lower commission on the particular transaction.
B. Subject to the requirements of paragraph A above, the Fund Manager shall have the right to
request that transactions giving rise to brokerage commissions shall be executed by brokers and
dealers (and in amounts), to be agreed upon from time to time between the Fund Manager and the
Portfolio Manager, that provide brokerage or research services to the Fund or the Fund Manager,
or as to which an on-going relationship will be of value to the Fund in the management of its
assets, which services and relationship may, but need not, be of direct benefit to the Fund
Account. Notwithstanding any other provision of this Agreement, the Portfolio Manager shall not
be responsible under paragraph A above with respect to transactions executed through any such
broker or dealer.
</TABLE>
C. The Portfolio Manager shall not execute any portfolio
transactions for the Fund Account with a broker or dealer
which is an "affiliated person" (as defined in the Act) of the
Fund, the Portfolio Manager or any other Portfolio Manager of
the Fund without the prior written approval of the Fund. The
Fund will provide the Portfolio Manager with a list of brokers
and dealers which are "affiliated persons" of the Fund or its
Portfolio Managers.
6. Proxies. The Portfolio Manager will vote all proxies solicited by or
with respect to the issuers of securities in which assets of the Fund Account
may be invested from time to time in accordance with such policies as shall be
determined by the Fund Manager.
7. Fees for Services. As its compensation for its services under this
Agreement, the Fund Manager will pay the Portfolio Manager monthly in arrears a
fee at an annual rate equal to 0.30% of the net asset value of the Fund Account.
The fee shall be accrued for each calendar day and the sum of the daily fee
accruals shall be paid monthly on or before the fifteenth day of the following
calendar month. The daily accruals of the fee will be computed by (i)
multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of days in
the year, and (ii) multiplying the product obtained pursuant to clause (i) above
by the net asset value of the Fund Account as determined in accordance with the
Trust's Prospectus as of the previous day on which the Fund was open for
business. The foregoing fee shall be prorated for any month during which this
Agreement is in effect for only a portion of the month. Pursuant to the
Management and Sub-Advisory Agreement, the Fund Manager is solely responsible
for the payment of fees to the Portfolio Manager, and the Portfolio Manager
agrees to seek payment of its fees solely from the Fund Manager.
8. Other Investment Activities of Portfolio Manager. The Trust on
behalf of the Fund acknowledges that the Portfolio Manager or one or more of its
affiliates has investment responsibilities, renders investment advice to and
performs other investment advisory services for other individuals or entities
("Client Accounts"), and that the Portfolio Manager, its affiliates or any of
its or their directors, officers, agents or employees may buy, sell or trade in
any securities for its or their respective accounts ("Affiliated Accounts").
Subject to the provisions of paragraph 2 hereof, the Trust on behalf of the Fund
agrees that the Portfolio Manager or its affiliates may give advice or exercise
investment responsibility and take such other action with respect to other
Client Accounts and Affiliated Accounts which may differ from the advice given
or the timing or nature of action taken with respect to the Fund Account,
provided that the Portfolio Manager acts in good faith, and provided further,
that it is the Portfolio Manager's policy to allocate, within its reasonable
discretion, investment opportunities to the Fund Account over a period of time
on a fair and equitable basis relative to the Client Accounts and the Affiliated
Accounts, taking into account the cash position and the investment objectives
and policies of the Fund and any specific investment restrictions applicable
thereto. The Trust on behalf of the Fund acknowledges that one or more Client
Accounts and Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Fund Account may have an interest from time to time, whether in transactions
which involve the Fund Account or otherwise. The Portfolio Manager shall have no
obligation to acquire for the Fund Account a position in any investment which
any Client Account or Affiliated Account may acquire, and the Fund shall have no
first refusal, coinvestment or other rights in respect of any such investment,
either for the Fund Account or otherwise.
9. Limitation of Liability. The Portfolio Manager shall not be liable
for any action taken, omitted or suffered to be taken by it in its reasonable
judgment, in good faith and believed by it to be authorized or within the
discretion or rights or powers conferred upon it by this Agreement, or in
accordance with (or in the absence of) specific directions or instructions from
the Fund or the Fund Manager, provided, however, that such acts or omissions
shall not have resulted from the Portfolio Manager's willful misfeasance, bad
faith or gross negligence, a violation of the standard of care established by
and applicable to the Portfolio Manager in its actions under paragraph 2 hereof
or breach of its duty or of its obligations hereunder (provided, however, that
the foregoing shall not be construed to protect the Portfolio Manager from
liability in violation of Section 17(i) of the Act).
10. Confidentiality. Subject to the duty of the Portfolio Manager and
the Fund to comply with applicable law, including any demand of any regulatory
or taxing authority having jurisdiction, the parties hereto shall treat as
confidential all information pertaining to the Fund Account and the actions of
the Portfolio Manager and the Fund in respect thereof.
11. Assignment. This Agreement shall terminate automatically in the
event of its assignment, as that term is defined in Section 2(a)(4) of the Act.
The Portfolio Manager shall notify the Fund in writing sufficiently in advance
of any proposed change of control, as defined in Section 2(a)(9) of the Act, as
will enable the Fund to consider whether an assignment as defined in Section
2(a)(4) of the Act will occur, and whether to take the steps necessary to enter
into a new contract with the Portfolio Manager.
12. Representations, Warranties and Agreements of the Fund. The Trust
on behalf of the Fund represents, warrants and agrees that:
A. The Portfolio Manager has been duly appointed to provide
investment services to the Fund Account as contemplated
hereby.
B. The Trust on behalf of the Fund will deliver to the Portfolio
Manager a true and complete copy of its then current
registration statement as effective from time to time and such
other documents governing the investment of the Fund Account,
or such other information as is necessary for the Portfolio
Manager to carry out its obligations under this Agreement.
13. Representations, Warranties and Agreements of the Portfolio
Manager. The Portfolio Manager represents, warrants and agrees that:
A. It is registered as an "Investment Adviser" under the
Investment Advisers Act of 1940
("Advisers Act").
B. It will maintain, keep current and preserve on behalf of the
Fund, in the manner required or permitted by the Act and the
Rules thereunder, the records identified in Schedule B (as
Schedule B may be amended from time to time). The Portfolio
Manager agrees that such records are the property of the Fund,
and will be surrendered to the Fund promptly upon request.
C. It will maintain in effect a written code of ethics complying
with the requirements of Rule l7j-l under the Act. Within 45
days of the end of each year while this Agreement is in
effect, an officer or general partner of the Portfolio Manager
shall certify to the Fund that the Portfolio Manager has
complied with the requirements of Rule l7j-l during the
previous year and that there has been no violation of its code
of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation.
D. Upon request, the Portfolio Manager will promptly supply the
Trust with any information concerning the Portfolio Manager
and its stockholders, employees and affiliates which the Trust
may reasonably require in connection with the preparation of
its registration statement, proxy material, reports and other
documents relating to the Fund required to be filed under the
Act, the Securities Act of 1933, or other applicable
securities laws.
<TABLE>
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E. Reference is hereby made to the Declaration of Trust dated March 4, 1993, as amended,
establishing the Trust, a copy of which has been filed with the Secretary of the Commonwealth
of Massachusetts and elsewhere as required by law, and to any and all amendments thereto so
filed or hereafter filed. The name Liberty Variable Investment Trust refers to the Trustees
under said Declaration of Trust, as Trustees and not personally, and no Trustee, shareholder,
officer, agent or employee of the Trust shall be held to any personal liability hereunder or in
connection with the affairs of the Trust or the Fund, but only the assets of the Fund are
liable under this Agreement. Without limiting the generality of the foregoing, neither the
Portfolio Manager nor any of its officers, directors, partners, shareholders or employees
shall, under any circumstances, have recourse or cause or willingly permit recourse to be had
directly or indirectly to any personal, statutory, or other liability of any shareholder,
Trustee, officer, agent or employee of the Trust or of any successor of the Trust or the Fund,
whether such liability now exists or is hereafter incurred, for claims against the Trust
estate, but shall look for payment solely to the assets of the Fund or any successor thereto.
</TABLE>
14. Amendment. This Agreement may be amended at any time, but only by
written agreement among the Portfolio Manager, the Fund Manager and the Trust,
on behalf of the Fund, which amendment, other than amendments to Schedules A and
B (which may be amended by the Fund Manager acting alone), is subject to the
approval of the Trustees and the Shareholders of the Fund as and to the extent
required by the Act.
15. Effective Date; Term. This Agreement shall continue in effect for
two years from the date hereof and shall continue in effect thereafter provided
such continuance is specifically approved at least annually by (i) the Trust's
Board of Trustees or (ii) a vote of a "majority" (as defined in the Act) of the
Fund's outstanding voting securities, provided that in either event the
continuance is also approved by a majority of the Board of Trustees who are not
"interested persons" (as defined in the Act) of any party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval. The aforesaid requirement that continuance of this Agreement be
"specifically approved at least annually" shall be construed in a manner
consistent with the Act and the Rules and Regulations thereunder.
16. Termination. This Agreement may be terminated by any party, without
penalty, immediately upon written notice to the other parties in the event of a
breach of any provision thereof by a party so notified, or otherwise upon not
less than thirty (30) days' written notice to the Portfolio Manager in the case
of termination by the Trust on behalf of the Fund or the Fund Manager, or ninety
(90) days' written notice to the Trust and the Fund Manager in the case of
termination by the Portfolio Manager, but any such termination shall not affect
the status, obligations or liabilities of any party hereto to the other parties.
17. Applicable Law. To the extent that state law is not preempted by
the provisions of any law of the United States heretofore or hereafter enacted,
as the same may be amended from time to time, this Agreement shall be
administered, construed and enforced according to the laws of the Commonwealth
of Massachusetts.
18. Severability. If any term or condition of this Agreement shall be
invalid or unenforceable to any extent or in any application, then the remainder
of this Agreement, and such term or condition except to such extent or in such
application, shall not be affected thereby, and each and every term and
condition of this Agreement shall be valid and enforced to the fullest extent
and in the broadest application permitted by law.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first written above.
LIBERTY VARIABLE INVESTMENT TRUST on its own behalf and on behalf of the Liberty
All-Star Equity Fund, Variable Series
By: Stephen E. Gibson
Title: President
LIBERTY ASSET MANAGEMENT COMPANY
By: William R. Parmentier
Title: President, Chief Executive Officer and Chief Investment Officer
ACCEPTED AND AGREED TO:
Oppenheimer Capital
By: James P. McCaughan
Name:James P. McCaughan
Title:COO
<PAGE>
SCHEDULES: *
A. Operational Procedures
B. Record Keeping Requirements
* The Schedules relate to day-to-day operational logistics and to technical
compliance matters.
Schedule A
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Operational Procedures
In order to facilitate operations efficiency, it will be necessary for
a flow of information to be supplied to The Chase Manhattan Bank (the
Custodian), and Colonial Management Associates, Inc. (the Administrator).
The Portfolio Manager must furnish Colonial with daily information as
to executed trades, no later than 12:00 p.m. (Eastern time) on trade date plus
one to ensure the information is processed in time for pricing. If there are no
trades, a report must also be sent stating there were no trades for that day.
The necessary information can be transmitted via facsimile machine to Colonial,
Attention John Papoutsis, (the direct line to the machine is (617) 585-4251).
Upon receipt of brokers' confirmation the Portfolio Manager or the Administrator
must notify the other party if any differences exist. The reporting of trades by
the Portfolio Manager to Colonial shall include the following information:
1. Purchase or sale
2. Security name and description
3. Cusip and ticker symbol
4. Number of shares or units
5. Sale/purchase price per share or unit
6. Commission rate per share and aggregate commission or indicate net if
so
7. Executing broker and clearing bank, if any
8. Trade date
9. Settlement date
10. Interest purchased or sold, if applicable
11. Total net amount of the transaction
12. If other than HIGH COST is to be used on a sale, it must be identified
13. Name of Fund and Manager must be identified on trade ticket
14. Sequential numbering of all trades is also recommended
For confirmation of trades, please advise the brokers to use the Custodian's DTC
ID system number (No. 27028) to facilitate the receipt of information by the
Custodian. In addition, the Portfolio Manager should arrange to have a duplicate
confirmation sent to Colonial Management Assoc. as an interested party. Please
have confirms linked to CMA's existing sign on: N199.
1. All DTC Eligible Securities
Depository Trust Company (DTC)
Agent Bank Name: Chase Manhattan Bank
Agent Bank Number: 27028
Agent Bank Clearing Number: 902
2. Delivery Instructions
All Physical Securities
Chase Manhattan Bank
4 New York Plaza
Ground Floor Window
New York, NY 10004
Ref: (Name of Fund)
<PAGE>
All Government Issues Deliver through your area Federal Reserve Bank to:
The Chase Manhattan Bank
021000021
CMB/CUST/Account Number/Account Name
Wire Instructions:
The Chase Manhattan Bank
ABA #021000021
For credit to account 900-9-000127
For Further Credit to
Chase Account Number
Chase Account Name
The Custodian will supply the Portfolio Manager daily with a cash availability
report. This will normally be done by fax so that the Portfolio Manager will
know the amount available for investment purposes.
<PAGE>
Schedule B
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Portfolio Management Agreement
RECORDS TO BE MAINTAINED BY THE PORTFOLIO MANAGER
1. (Rule 31a-1(b)(5) and (6)). A record of each brokerage order, and all other
portfolio purchases and sales, given by the Portfolio Manager on behalf of
the Fund for, or in connection with, the purchase or sale of securities,
whether executed or unexecuted. Such records shall include:
A. The name of the broker;
B. The terms and conditions of the order and of any modifications or
cancellation thereof;
C. The time of entry or cancellation;
D. The price at which executed;
E. The time or receipt of a report of execution; and
F. The name of the person who placed the order on behalf of the Fund.
2. (Rule 31a-1(b)(9)). A record for each fiscal quarter, completed within ten
(10) days after the end of the quarter, showing specifically the basis or
bases upon which the allocation of orders for the purchase and sale of
portfolio securities to named brokers or dealers was effected, and the
division of brokerage commissions or other compensation on such purchase
and sale orders. Such record:
A. Shall include the consideration given to:
(i) The sale of shares of the Fund by brokers or dealers.
(ii) The supplying of services or benefits by brokers or dealers to:
(a) The Fund;
(b) The Manager (Liberty Asset Management Company);
(c) The Portfolio Manager; and
(d) Any person other than the foregoing.
(iii) Any other consideration other than the technical qualifications of the
brokers and dealers as such.
B. Shall show the nature of the services or benefits made available.
C.
<PAGE>
Shall describe in detail the application of any general or specific formula
or other determinant used in arriving at such allocation of purchase
and sale orders and such division of brokerage commissions or other
compensation.
D. The name of the person responsible for making the determination of such
allocation and such division of brokerage commissions or other
compensation.
3. (Rule 31a-a(b)(10)). A record in the form of an appropriate memorandum
identifying the person or persons, committees or groups authorizing the
purchase or sale of portfolio securities. Where an authorization is made
by a committee or group, a record shall be kept of the names of its
members who participate in the authorization. There shall be retained as
part of this record: any memorandum, recommendation or instruction
supporting or authorizing the purchase or sale of portfolio securities and
such other information as is appropriate to support the authorization.(1)
4. (Rule 31a-1(f)). Such accounts, books and other documents as a required to
be maintained by registered investment advisers by rule adopted under
Section 204 of the Investment Advisers Act of 1940, to the extent such
records are necessary or appropriate to record the Portfolio Manager's
transactions with the Fund.
- --------
1 Such information might include: the current Form 10-K, annual and quarterly
reports, press releases, reports by analysts and from brokerage firms (including
their recommendation; i.e., buy, sell, hold) or any internal reports or
portfolio manager reviews.
PORTFOLIO MANAGEMENT AGREEMENT
WITH LAMCO'S PORTFOLIO MANAGERS
as of June 18, 1999
Westwood Management Corporation
300 Crescent Court, Suite 1320
Dallas, TX 75238
Re Portfolio Management Agreement
Ladies and Gentlemen:
Liberty All-Star Equity Fund, Variable Series (the "Fund") is a series
of the Liberty Variable Investment Trust (the "Trust"), a diversified open-end
investment company registered under the Investment Company Act of 1940 (the
"Act"), and is subject to the rules and regulations promulgated thereunder.
Liberty Advisor Services Corp. ("LASC") is the manager of the Fund.
Pursuant to the Management and Sub-Advisory Agreement of even date herewith (the
"Management and Sub-Advisory Agreement") among the Trust, on behalf of the Fund,
LASC and Liberty Asset Management Company (the "Fund Manager"), LASC delegates
to the Fund Manager responsibility for investment management of the Fund. In
furtherance thereof, the Fund Manager evaluates and recommends portfolio
managers for the Fund and is responsible for certain administrative matters
relating to the Fund.
l. Employment as a Portfolio Manager. The Trust being duly authorized
hereby employs Westwood Management Corporation (the "Portfolio Manager") as a
discretionary portfolio manager, on the terms and conditions set forth herein,
of those assets of the Fund which the Fund Manager determines to assign to the
Portfolio Manager (those assets being referred to as the "Fund Account"). The
Fund Manager may, from time to time, make additions to and withdrawals from the
Fund Account.
2. Acceptance of Employment; Standard of Performance. The Portfolio
Manager accepts its employment as a discretionary portfolio manager and agrees
to use its best professional judgment to make timely investment decisions for
the Fund Account in accordance with the provisions of this Agreement.
3. Portfolio Management Services of Portfolio Manager. In providing
portfolio management services to the Fund Account, the Portfolio Manager shall
be subject to the investment objectives, policies and restrictions of the Fund
as set forth in the Trust's current registration statement under the Act (as the
same may be modified from time to time), and the investment restrictions set
forth in the Act and the Rules thereunder (as and to the extent set forth in
such registration statement or in other documentation furnished to the Portfolio
Manager by the Fund or the Fund Manager), to the supervision and control of the
Trustees of the Trust (the "Trustees"), and to instructions from the Fund
Manager. The Portfolio Manager shall not, without the prior approval of the Fund
or the Fund Manager, effect any transactions which would cause the Fund Account,
treated as a separate fund, to be out of compliance with any of such
restrictions or policies.
4. Transaction Procedures. All portfolio transactions for the Fund
Account will be consummated by payment to or delivery by the custodian of the
assets of the Fund (the "Custodian"), or such depositories or agents as may be
designated by the Custodian in writing, as custodian for the Fund, of all cash
and/or securities due to or from the Fund Account, and the Portfolio Manager
shall not have possession or custody thereof or any responsibility or liability
with respect to such custody. The Portfolio Manager shall advise and confirm in
writing to the Custodian all investment orders for the Fund Account placed by it
with brokers and dealers at the time and in the manner set forth in Schedule A
hereto (as Schedule A may be amended from time to time). The Fund shall issue to
the Custodian such instructions as may be appropriate in connection with the
settlement of any transaction initiated by the Portfolio Manager. The Fund shall
be responsible for all custodial arrangements and the payment of all custodial
charges and fees, and, upon giving proper instructions to the Custodian, the
Portfolio Manager shall have no responsibility or liability with respect to
custodial arrangements or the acts, omissions or other conduct of the Custodian.
5. Allocation of Brokerage. The Portfolio Manager shall have authority
and discretion to select brokers and dealers to execute portfolio transactions
initiated by the Portfolio Manager, and to select the markets on or in which the
transaction will be executed.
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<S> <C>
A In doing so, the Portfolio Manager's primary responsibility shall be to seek to obtain best net
price and execution for the Fund. However, this responsibility shall not obligate the Portfolio
Manager to solicit competitive bids for each transaction or to seek the lowest available
commission cost to the Fund, so long as the Portfolio Manager reasonably believes that the
broker or dealer selected by it can be expected to obtain a "best execution" market price on
the particular transaction and determines in good faith that the commission cost is reasonable
in relation to the value of the brokerage and research services (as defined in Section 28(e)(3)
of the Securities Exchange Act of 1934) provided by such broker or dealer to the Portfolio
Manager viewed in terms of either that particular transaction or of the Portfolio Manager's
overall responsibilities with respect to its clients, including the Fund, as to which the
Portfolio Manager exercises investment discretion, notwithstanding that the Fund may not be the
direct or exclusive beneficiary of any such services or that another broker may be willing to
charge the Fund a lower commission on the particular transaction.
B. Subject to the requirements of paragraph A above, the Fund Manager shall have the right to
request that transactions giving rise to brokerage commissions shall be executed by brokers and
dealers (and in amounts), to be agreed upon from time to time between the Fund Manager and the
Portfolio Manager, that provide brokerage or research services to the Fund or the Fund Manager,
or as to which an on-going relationship will be of value to the Fund in the management of its
assets, which services and relationship may, but need not, be of direct benefit to the Fund
Account. Notwithstanding any other provision of this Agreement, the Portfolio Manager shall not
be responsible under paragraph A above with respect to transactions executed through any such
broker or dealer.
</TABLE>
C. The Portfolio Manager shall not execute any portfolio
transactions for the Fund Account with a broker or dealer
which is an "affiliated person" (as defined in the Act) of the
Fund, the Portfolio Manager or any other Portfolio Manager of
the Fund without the prior written approval of the Fund. The
Fund will provide the Portfolio Manager with a list of brokers
and dealers which are "affiliated persons" of the Fund or its
Portfolio Managers.
6. Proxies. The Portfolio Manager will vote all proxies solicited by or
with respect to the issuers of securities in which assets of the Fund Account
may be invested from time to time in accordance with such policies as shall be
determined by the Fund Manager.
7. Fees for Services. As its compensation for its services under this
Agreement, the Fund Manager will pay the Portfolio Manager monthly in arrears a
fee at an annual rate equal to 0.30% of the net asset value of the Fund Account.
The fee shall be accrued for each calendar day and the sum of the daily fee
accruals shall be paid monthly on or before the fifteenth day of the following
calendar month. The daily accruals of the fee will be computed by (i)
multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of days in
the year, and (ii) multiplying the product obtained pursuant to clause (i) above
by the net asset value of the Fund Account as determined in accordance with the
Trust's Prospectus as of the previous day on which the Fund was open for
business. The foregoing fee shall be prorated for any month during which this
Agreement is in effect for only a portion of the month. Pursuant to the
Management and Sub-Advisory Agreement, the Fund Manager is solely responsible
for the payment of fees to the Portfolio Manager, and the Portfolio Manager
agrees to seek payment of its fees solely from the Fund Manager.
8. Other Investment Activities of Portfolio Manager. The Trust on
behalf of the Fund acknowledges that the Portfolio Manager or one or more of its
affiliates has investment responsibilities, renders investment advice to and
performs other investment advisory services for other individuals or entities
("Client Accounts"), and that the Portfolio Manager, its affiliates or any of
its or their directors, officers, agents or employees may buy, sell or trade in
any securities for its or their respective accounts ("Affiliated Accounts").
Subject to the provisions of paragraph 2 hereof, the Trust on behalf of the Fund
agrees that the Portfolio Manager or its affiliates may give advice or exercise
investment responsibility and take such other action with respect to other
Client Accounts and Affiliated Accounts which may differ from the advice given
or the timing or nature of action taken with respect to the Fund Account,
provided that the Portfolio Manager acts in good faith, and provided further,
that it is the Portfolio Manager's policy to allocate, within its reasonable
discretion, investment opportunities to the Fund Account over a period of time
on a fair and equitable basis relative to the Client Accounts and the Affiliated
Accounts, taking into account the cash position and the investment objectives
and policies of the Fund and any specific investment restrictions applicable
thereto. The Trust on behalf of the Fund acknowledges that one or more Client
Accounts and Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Fund Account may have an interest from time to time, whether in transactions
which involve the Fund Account or otherwise. The Portfolio Manager shall have no
obligation to acquire for the Fund Account a position in any investment which
any Client Account or Affiliated Account may acquire, and the Fund shall have no
first refusal, coinvestment or other rights in respect of any such investment,
either for the Fund Account or otherwise.
9. Limitation of Liability. The Portfolio Manager shall not be liable
for any action taken, omitted or suffered to be taken by it in its reasonable
judgment, in good faith and believed by it to be authorized or within the
discretion or rights or powers conferred upon it by this Agreement, or in
accordance with (or in the absence of) specific directions or instructions from
the Fund or the Fund Manager, provided, however, that such acts or omissions
shall not have resulted from the Portfolio Manager's willful misfeasance, bad
faith or gross negligence, a violation of the standard of care established by
and applicable to the Portfolio Manager in its actions under paragraph 2 hereof
or breach of its duty or of its obligations hereunder (provided, however, that
the foregoing shall not be construed to protect the Portfolio Manager from
liability in violation of Section 17(i) of the Act).
10. Confidentiality. Subject to the duty of the Portfolio Manager and
the Fund to comply with applicable law, including any demand of any regulatory
or taxing authority having jurisdiction, the parties hereto shall treat as
confidential all information pertaining to the Fund Account and the actions of
the Portfolio Manager and the Fund in respect thereof.
11. Assignment. This Agreement shall terminate automatically in the
event of its assignment, as that term is defined in Section 2(a)(4) of the Act.
The Portfolio Manager shall notify the Fund in writing sufficiently in advance
of any proposed change of control, as defined in Section 2(a)(9) of the Act, as
will enable the Fund to consider whether an assignment as defined in Section
2(a)(4) of the Act will occur, and whether to take the steps necessary to enter
into a new contract with the Portfolio Manager.
12. Representations, Warranties and Agreements of the Fund. The Trust
on behalf of the Fund represents, warrants and agrees that:
A. The Portfolio Manager has been duly appointed to provide
investment services to the Fund Account as contemplated
hereby.
B. The Trust on behalf of the Fund will deliver to the Portfolio
Manager a true and complete copy of its then current
registration statement as effective from time to time and such
other documents governing the investment of the Fund Account,
or such other information as is necessary for the Portfolio
Manager to carry out its obligations under this Agreement.
13. Representations, Warranties and Agreements of the Portfolio
Manager. The Portfolio Manager represents, warrants and agrees that:
A. It is registered as an "Investment Adviser" under the
Investment Advisers Act of 1940
("Advisers Act").
B. It will maintain, keep current and preserve on behalf of the
Fund, in the manner required or permitted by the Act and the
Rules thereunder, the records identified in Schedule B (as
Schedule B may be amended from time to time). The Portfolio
Manager agrees that such records are the property of the Fund,
and will be surrendered to the Fund promptly upon request.
C. It will maintain in effect a written code of ethics complying
with the requirements of Rule l7j-l under the Act. Within 45
days of the end of each year while this Agreement is in
effect, an officer or general partner of the Portfolio Manager
shall certify to the Fund that the Portfolio Manager has
complied with the requirements of Rule l7j-l during the
previous year and that there has been no violation of its code
of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation.
D. Upon request, the Portfolio Manager will promptly supply the
Trust with any information concerning the Portfolio Manager
and its stockholders, employees and affiliates which the Trust
may reasonably require in connection with the preparation of
its registration statement, proxy material, reports and other
documents relating to the Fund required to be filed under the
Act, the Securities Act of 1933, or other applicable
securities laws.
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E. Reference is hereby made to the Declaration of Trust dated March 4, 1993, as amended,
establishing the Trust, a copy of which has been filed with the Secretary of the Commonwealth
of Massachusetts and elsewhere as required by law, and to any and all amendments thereto so
filed or hereafter filed. The name Liberty Variable Investment Trust refers to the Trustees
under said Declaration of Trust, as Trustees and not personally, and no Trustee, shareholder,
officer, agent or employee of the Trust shall be held to any personal liability hereunder or in
connection with the affairs of the Trust or the Fund, but only the assets of the Fund are
liable under this Agreement. Without limiting the generality of the foregoing, neither the
Portfolio Manager nor any of its officers, directors, partners, shareholders or employees
shall, under any circumstances, have recourse or cause or willingly permit recourse to be had
directly or indirectly to any personal, statutory, or other liability of any shareholder,
Trustee, officer, agent or employee of the Trust or of any successor of the Trust or the Fund,
whether such liability now exists or is hereafter incurred, for claims against the Trust
estate, but shall look for payment solely to the assets of the Fund or any successor thereto.
</TABLE>
14. Amendment. This Agreement may be amended at any time, but only by
written agreement among the Portfolio Manager, the Fund Manager and the Trust,
on behalf of the Fund, which amendment, other than amendments to Schedules A and
B (which may be amended by the Fund Manager acting alone), is subject to the
approval of the Trustees and the Shareholders of the Fund as and to the extent
required by the Act.
15. Effective Date; Term. This Agreement shall continue in effect for
two years from the date hereof and shall continue in effect thereafter provided
such continuance is specifically approved at least annually by (i) the Trust's
Board of Trustees or (ii) a vote of a "majority" (as defined in the Act) of the
Fund's outstanding voting securities, provided that in either event the
continuance is also approved by a majority of the Board of Trustees who are not
"interested persons" (as defined in the Act) of any party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval. The aforesaid requirement that continuance of this Agreement be
"specifically approved at least annually" shall be construed in a manner
consistent with the Act and the Rules and Regulations thereunder.
16. Termination. This Agreement may be terminated by any party, without
penalty, immediately upon written notice to the other parties in the event of a
breach of any provision thereof by a party so notified, or otherwise upon not
less than thirty (30) days' written notice to the Portfolio Manager in the case
of termination by the Trust on behalf of the Fund or the Fund Manager, or ninety
(90) days' written notice to the Trust and the Fund Manager in the case of
termination by the Portfolio Manager, but any such termination shall not affect
the status, obligations or liabilities of any party hereto to the other parties.
17. Applicable Law. To the extent that state law is not preempted by
the provisions of any law of the United States heretofore or hereafter enacted,
as the same may be amended from time to time, this Agreement shall be
administered, construed and enforced according to the laws of the Commonwealth
of Massachusetts.
18. Severability. If any term or condition of this Agreement shall be
invalid or unenforceable to any extent or in any application, then the remainder
of this Agreement, and such term or condition except to such extent or in such
application, shall not be affected thereby, and each and every term and
condition of this Agreement shall be valid and enforced to the fullest extent
and in the broadest application permitted by law.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first written above.
LIBERTY VARIABLE INVESTMENT TRUST on its own behalf and on behalf of the Liberty
All-Star Equity Fund, Variable Series
By: Stephen E. Gibson
Title: President
LIBERTY ASSET MANAGEMENT COMPANY
By: William R. Parmentier
Title: President, Chief Executive Officer and Chief Investment Officer
ACCEPTED AND AGREED TO:
Westwood Management Corporation
By: Susan M. Byrne
Name:Susan M. Byrne
Title:President
<PAGE>
SCHEDULES: *
A. Operational Procedures
B. Record Keeping Requirements
* The Schedules relate to day-to-day operational logistics and to technical
compliance matters.
Schedule A
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Operational Procedures
In order to facilitate operations efficiency, it will be necessary for
a flow of information to be supplied to The Chase Manhattan Bank (the
Custodian), and Colonial Management Associates, Inc. (the Administrator).
The Portfolio Manager must furnish Colonial with daily information as
to executed trades, no later than 12:00 p.m. (Eastern time) on trade date plus
one to ensure the information is processed in time for pricing. If there are no
trades, a report must also be sent stating there were no trades for that day.
The necessary information can be transmitted via facsimile machine to Colonial,
Attention John Papoutsis, (the direct line to the machine is (617) 585-4251).
Upon receipt of brokers' confirmation the Portfolio Manager or the Administrator
must notify the other party if any differences exist. The reporting of trades by
the Portfolio Manager to Colonial shall include the following information:
1. Purchase or sale
2. Security name and description
3. Cusip and ticker symbol
4. Number of shares or units
5. Sale/purchase price per share or unit
6. Commission rate per share and aggregate commission or indicate net if
so
7. Executing broker and clearing bank, if any
8. Trade date
9. Settlement date
10. Interest purchased or sold, if applicable
11. Total net amount of the transaction
12. If other than HIGH COST is to be used on a sale, it must be identified
13. Name of Fund and Manager must be identified on trade ticket
14. Sequential numbering of all trades is also recommended
For confirmation of trades, please advise the brokers to use the Custodian's DTC
ID system number (No. 27028) to facilitate the receipt of information by the
Custodian. In addition, the Portfolio Manager should arrange to have a duplicate
confirmation sent to Colonial Management Assoc. as an interested party. Please
have confirms linked to CMA's existing sign on: N199.
1. All DTC Eligible Securities
Depository Trust Company (DTC)
Agent Bank Name: Chase Manhattan Bank
Agent Bank Number: 27028
Agent Bank Clearing Number: 902
2. Delivery Instructions
All Physical Securities
Chase Manhattan Bank
4 New York Plaza
Ground Floor Window
New York, NY 10004
Ref: (Name of Fund)
<PAGE>
All Government Issues Deliver through your area Federal Reserve Bank to:
The Chase Manhattan Bank
021000021
CMB/CUST/Account Number/Account Name
Wire Instructions:
The Chase Manhattan Bank
ABA #021000021
For credit to account 900-9-000127
For Further Credit to
Chase Account Number
Chase Account Name
The Custodian will supply the Portfolio Manager daily with a cash availability
report. This will normally be done by fax so that the Portfolio Manager will
know the amount available for investment purposes.
<PAGE>
Schedule B
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Portfolio Management Agreement
RECORDS TO BE MAINTAINED BY THE PORTFOLIO MANAGER
1. (Rule 31a-1(b)(5) and (6)). A record of each brokerage order, and all other
portfolio purchases and sales, given by the Portfolio Manager on behalf of
the Fund for, or in connection with, the purchase or sale of securities,
whether executed or unexecuted. Such records shall include:
A. The name of the broker;
B. The terms and conditions of the order and of any modifications or
cancellation thereof;
C. The time of entry or cancellation;
D. The price at which executed;
E. The time or receipt of a report of execution; and
F. The name of the person who placed the order on behalf of the Fund.
2. (Rule 31a-1(b)(9)). A record for each fiscal quarter, completed within ten
(10) days after the end of the quarter, showing specifically the basis or
bases upon which the allocation of orders for the purchase and sale of
portfolio securities to named brokers or dealers was effected, and the
division of brokerage commissions or other compensation on such purchase
and sale orders. Such record:
A. Shall include the consideration given to:
(i) The sale of shares of the Fund by brokers or dealers.
(ii) The supplying of services or benefits by brokers or dealers to:
(a) The Fund;
(b) The Manager (Liberty Asset Management Company);
(c) The Portfolio Manager; and
(d) Any person other than the foregoing.
(iii) Any other consideration other than the technical qualifications of the
brokers and dealers as such.
B. Shall show the nature of the services or benefits made available.
C.
<PAGE>
Shall describe in detail the application of any general or specific formula
or other determinant used in arriving at such allocation of purchase
and sale orders and such division of brokerage commissions or other
compensation.
D. The name of the person responsible for making the determination of such
allocation and such division of brokerage commissions or other
compensation.
3. (Rule 31a-a(b)(10)). A record in the form of an appropriate memorandum
identifying the person or persons, committees or groups authorizing the
purchase or sale of portfolio securities. Where an authorization is made
by a committee or group, a record shall be kept of the names of its
members who participate in the authorization. There shall be retained as
part of this record: any memorandum, recommendation or instruction
supporting or authorizing the purchase or sale of portfolio securities and
such other information as is appropriate to support the authorization.(1)
4. (Rule 31a-1(f)). Such accounts, books and other documents as a required to
be maintained by registered investment advisers by rule adopted under
Section 204 of the Investment Advisers Act of 1940, to the extent such
records are necessary or appropriate to record the Portfolio Manager's
transactions with the Fund.
- --------
1 Such information might include: the current Form 10-K, annual and quarterly
reports, press releases, reports by analysts and from brokerage firms (including
their recommendation; i.e., buy, sell, hold) or any internal reports or
portfolio manager reviews.
PORTFOLIO MANAGEMENT AGREEMENT
WITH LAMCO'S PORTFOLIO MANAGERS
as of November 1, 1999
TCW Funds Management, Inc.
865 South Figueroa Street
Los Angeles, CA 90017
Re Portfolio Management Agreement
Ladies and Gentlemen:
Liberty All-Star Equity Fund, Variable Series (the "Fund") is a series
of the Liberty Variable Investment Trust (the "Trust"), a diversified open-end
investment company registered under the Investment Company Act of 1940 (the
"Act"), and is subject to the rules and regulations promulgated thereunder.
Liberty Advisor Services Corp. ("LASC") is the manager of the Fund.
Pursuant to the Management and Sub-Advisory Agreement of November 15, 1997,
herewith (the "Management and Sub-Advisory Agreement") among the Trust, on
behalf of the Fund, LASC and Liberty Asset Management Company (the "Fund
Manager"), LASC delegates to the Fund Manager responsibility for investment
management of the Fund. In furtherance thereof, the Fund Manager evaluates and
recommends portfolio managers for the Fund and is responsible for certain
administrative matters relating to the Fund.
l. Employment as a Portfolio Manager. The Trust being duly authorized
hereby employs TCW Funds Management, Inc. (the "Portfolio Manager") as a
discretionary portfolio manager, on the terms and conditions set forth herein,
of those assets of the Fund which the Fund Manager determines to assign to the
Portfolio Manager (those assets being referred to as the "Fund Account"). The
Fund Manager may, from time to time, make additions to and withdrawals from the
Fund Account.
2. Acceptance of Employment; Standard of Performance. The Portfolio
Manager accepts its employment as a discretionary portfolio manager and agrees
to use its best professional judgment to make timely investment decisions for
the Fund Account in accordance with the provisions of this Agreement.
3. Portfolio Management Services of Portfolio Manager. In providing
portfolio management services to the Fund Account, the Portfolio Manager shall
be subject to the investment objectives, policies and restrictions of the Fund
as set forth in the Trust's current registration statement under the Act (as the
same may be modified from time to time), and the investment restrictions set
forth in the Act and the Rules thereunder (as and to the extent set forth in
such registration statement or in other documentation furnished to the Portfolio
Manager by the Fund or the Fund Manager), to the supervision and control of the
Trustees of the Trust (the "Trustees"), and to instructions from the Fund
Manager. The Portfolio Manager shall not, without the prior approval of the Fund
or the Fund Manager, effect any transactions which would cause the Fund Account,
treated as a separate fund, to be out of compliance with any of such
restrictions or policies.
4. Transaction Procedures. All portfolio transactions for the Fund
Account will be consummated by payment to or delivery by the custodian of the
assets of the Fund (the "Custodian"), or such depositories or agents as may be
designated by the Custodian in writing, as custodian for the Fund, of all cash
and/or securities due to or from the Fund Account, and the Portfolio Manager
shall not have possession or custody thereof or any responsibility or liability
with respect to such custody. The Portfolio Manager shall advise and confirm in
writing to the Custodian all investment orders for the Fund Account placed by it
with brokers and dealers at the time and in the manner set forth in Schedule A
hereto (as Schedule A may be amended from time to time). The Fund shall issue to
the Custodian such instructions as may be appropriate in connection with the
settlement of any transaction initiated by the Portfolio Manager. The Fund shall
be responsible for all custodial arrangements and the payment of all custodial
charges and fees, and, upon giving proper instructions to the Custodian, the
Portfolio Manager shall have no responsibility or liability with respect to
custodial arrangements or the acts, omissions or other conduct of the Custodian.
5. Allocation of Brokerage. The Portfolio Manager shall have authority
and discretion to select brokers and dealers to execute portfolio transactions
initiated by the Portfolio Manager, and to select the markets on or in which the
transaction will be executed.
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A In doing so, the Portfolio Manager's primary responsibility shall be to seek to obtain best net price and execution
for the Fund. However, this responsibility shall not obligate the Portfolio Manager to solicit competitive bids for
each transaction or to seek the lowest available commission cost to the Fund, so long as the Portfolio Manager
reasonably believes that the broker or dealer selected by it can be expected to obtain a "best execution" market
price on the particular transaction and determines in good faith that the commission cost is reasonable in relation
to the value of the brokerage and research services (as defined in Section 28(e)(3) of the Securities Exchange Act
of 1934) provided by such broker or dealer to the Portfolio Manager viewed in terms of either that particular
transaction or of the Portfolio Manager's overall responsibilities with respect to its clients, including the Fund,
as to which the Portfolio Manager exercises investment discretion, notwithstanding that the Fund may not be the
direct or exclusive beneficiary of any such services or that another broker may be willing to charge the Fund a
lower commission on the particular transaction.
</TABLE>
B. Subject to the requirements of paragraph A above, the Fund
Manager shall have the right to request that transactions
giving rise to brokerage commissions shall be executed by
brokers and dealers (and in amounts), to be agreed upon from
time to time between the Fund Manager and the Portfolio
Manager, that provide brokerage or research services to the
Fund or the Fund Manager, or as to which an on-going
relationship will be of value to the Fund in the management of
its assets, which services and relationship may, but need not,
be of direct benefit to the Fund Account. Notwithstanding any
other provision of this Agreement, the Portfolio Manager shall
not be responsible under paragraph A above with respect to
transactions executed through any such broker or dealer.
C. The Portfolio Manager shall not execute any portfolio
transactions for the Fund Account with a broker or dealer
which is an "affiliated person" (as defined in the Act) of the
Fund, the Portfolio Manager or any other Portfolio Manager of
the Fund without the prior written approval of the Fund. The
Fund will provide the Portfolio Manager with a list of brokers
and dealers which are "affiliated persons" of the Fund or its
Portfolio Managers.
6. Proxies. The Portfolio Manager will vote all proxies solicited by or
with respect to the issuers of securities in which assets of the Fund Account
may be invested from time to time in accordance with such policies as shall be
determined by the Fund Manager.
7. Fees for Services. As its compensation for its services under this
Agreement, the Fund Manager will pay the Portfolio Manager monthly in arrears a
fee at an annual rate equal to 0.30% of the net asset value of the Fund Account.
The fee shall be accrued for each calendar day and the sum of the daily fee
accruals shall be paid monthly on or before the fifteenth day of the following
calendar month. The daily accruals of the fee will be computed by (i)
multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of days in
the year, and (ii) multiplying the product obtained pursuant to clause (i) above
by the net asset value of the Fund Account as determined in accordance with the
Trust's Prospectus as of the previous day on which the Fund was open for
business. The foregoing fee shall be prorated for any month during which this
Agreement is in effect for only a portion of the month. Pursuant to the
Management and Sub-Advisory Agreement, the Fund Manager is solely responsible
for the payment of fees to the Portfolio Manager, and the Portfolio Manager
agrees to seek payment of its fees solely from the Fund Manager.
8. Other Investment Activities of Portfolio Manager. The Trust on
behalf of the Fund acknowledges that the Portfolio Manager or one or more of its
affiliates has investment responsibilities, renders investment advice to and
performs other investment advisory services for other individuals or entities
("Client Accounts"), and that the Portfolio Manager, its affiliates or any of
its or their directors, officers, agents or employees may buy, sell or trade in
any securities for its or their respective accounts ("Affiliated Accounts").
Subject to the provisions of paragraph 2 hereof, the Trust on behalf of the Fund
agrees that the Portfolio Manager or its affiliates may give advice or exercise
investment responsibility and take such other action with respect to other
Client Accounts and Affiliated Accounts which may differ from the advice given
or the timing or nature of action taken with respect to the Fund Account,
provided that the Portfolio Manager acts in good faith, and provided further,
that it is the Portfolio Manager's policy to allocate, within its reasonable
discretion, investment opportunities to the Fund Account over a period of time
on a fair and equitable basis relative to the Client Accounts and the Affiliated
Accounts, taking into account the cash position and the investment objectives
and policies of the Fund and any specific investment restrictions applicable
thereto. The Trust on behalf of the Fund acknowledges that one or more Client
Accounts and Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Fund Account may have an interest from time to time, whether in transactions
which involve the Fund Account or otherwise. The Portfolio Manager shall have no
obligation to acquire for the Fund Account a position in any investment which
any Client Account or Affiliated Account may acquire, and the Fund shall have no
first refusal, coinvestment or other rights in respect of any such investment,
either for the Fund Account or otherwise.
9. Limitation of Liability. The Portfolio Manager shall not be liable
for any action taken, omitted or suffered to be taken by it in its reasonable
judgment, in good faith and believed by it to be authorized or within the
discretion or rights or powers conferred upon it by this Agreement, or in
accordance with (or in the absence of) specific directions or instructions from
the Fund or the Fund Manager, provided, however, that such acts or omissions
shall not have resulted from the Portfolio Manager's willful misfeasance, bad
faith or gross negligence, a violation of the standard of care established by
and applicable to the Portfolio Manager in its actions under paragraph 2 hereof
or breach of its duty or of its obligations hereunder (provided, however, that
the foregoing shall not be construed to protect the Portfolio Manager from
liability in violation of Section 17(i) of the Act).
10. Confidentiality. Subject to the duty of the Portfolio Manager and
the Fund to comply with applicable law, including any demand of any regulatory
or taxing authority having jurisdiction, the parties hereto shall treat as
confidential all information pertaining to the Fund Account and the actions of
the Portfolio Manager and the Fund in respect thereof.
11. Assignment. This Agreement shall terminate automatically in the
event of its assignment, as that term is defined in Section 2(a)(4) of the Act.
The Portfolio Manager shall notify the Fund in writing sufficiently in advance
of any proposed change of control, as defined in Section 2(a)(9) of the Act, as
will enable the Fund to consider whether an assignment as defined in Section
2(a)(4) of the Act will occur, and whether to take the steps necessary to enter
into a new contract with the Portfolio Manager.
12. Representations, Warranties and Agreements of the Fund. The Trust
on behalf of the Fund represents, warrants and agrees that:
A. The Portfolio Manager has been duly appointed to provide
investment services to the Fund Account as contemplated
hereby.
B. The Trust on behalf of the Fund will deliver to the Portfolio
Manager a true and complete copy of its then current
registration statement as effective from time to time and such
other documents governing the investment of the Fund Account,
or such other information as is necessary for the Portfolio
Manager to carry out its obligations under this Agreement.
13. Representations, Warranties and Agreements of the Portfolio
Manager. The Portfolio Manager represents, warrants and agrees that:
A. It is registered as an "Investment Adviser" under the
Investment Advisers Act of 1940 ("Advisers Act").
B. It will maintain, keep current and preserve on behalf of the
Fund, in the manner required or permitted by the Act and the
Rules thereunder, the records identified in Schedule B (as
Schedule B may be amended from time to time). The Portfolio
Manager agrees that such records are the property of the Fund,
and will be surrendered to the Fund promptly upon request.
C. It will maintain in effect a written code of ethics complying
with the requirements of Rule l7j-l under the Act. Within 45
days of the end of each year while this Agreement is in
effect, an officer or general partner of the Portfolio Manager
shall certify to the Fund that the Portfolio Manager has
complied with the requirements of Rule l7j-l during the
previous year and that there has been no violation of its code
of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation.
D. Upon request, the Portfolio Manager will promptly supply the
Trust with any information concerning the Portfolio Manager
and its stockholders, employees and affiliates which the Trust
may reasonably require in connection with the preparation of
its registration statement, proxy material, reports and other
documents relating to the Fund required to be filed under the
Act, the Securities Act of 1933, or other applicable
securities laws.
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E. Reference is hereby made to the Declaration of Trust dated March 4, 1993, as amended, establishing the Trust, a
copy of which has been filed with the Secretary of the Commonwealth of Massachusetts and elsewhere as required by
law, and to any and all amendments thereto so filed or hereafter filed. The name Liberty Variable Investment Trust
refers to the Trustees under said Declaration of Trust, as Trustees and not personally, and no Trustee, shareholder,
officer, agent or employee of the Trust shall be held to any personal liability hereunder or in connection with the
affairs of the Trust or the Fund, but only the assets of the Fund are liable under this Agreement. Without limiting
the generality of the foregoing, neither the Portfolio Manager nor any of its officers, directors, partners,
shareholders or employees shall, under any circumstances, have recourse or cause or willingly permit recourse to be
had directly or indirectly to any personal, statutory, or other liability of any shareholder, Trustee, officer,
agent or employee of the Trust or of any successor of the Trust or the Fund, whether such liability now exists or is
hereafter incurred, for claims against the Trust estate, but shall look for payment solely to the assets of the Fund
or any successor thereto.
</TABLE>
14. Amendment. This Agreement may be amended at any time, but only by
written agreement among the Portfolio Manager, the Fund Manager and the Trust,
on behalf of the Fund, which amendment, other than amendments to Schedules A and
B (which may be amended by the Fund Manager acting alone), is subject to the
approval of the Trustees and the Shareholders of the Fund as and to the extent
required by the Act.
15. Effective Date; Term. This Agreement shall continue in effect for
two years from the date hereof and shall continue in effect thereafter provided
such continuance is specifically approved at least annually by (i) the Trust's
Board of Trustees or (ii) a vote of a "majority" (as defined in the Act) of the
Fund's outstanding voting securities, provided that in either event the
continuance is also approved by a majority of the Board of Trustees who are not
"interested persons" (as defined in the Act) of any party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval. The aforesaid requirement that continuance of this Agreement be
"specifically approved at least annually" shall be construed in a manner
consistent with the Act and the Rules and Regulations thereunder.
16. Termination. This Agreement may be terminated by any party, without
penalty, immediately upon written notice to the other parties in the event of a
breach of any provision thereof by a party so notified, or otherwise upon not
less than thirty (30) days' written notice to the Portfolio Manager in the case
of termination by the Trust on behalf of the Fund or the Fund Manager, or ninety
(90) days' written notice to the Trust and the Fund Manager in the case of
termination by the Portfolio Manager, but any such termination shall not affect
the status, obligations or liabilities of any party hereto to the other parties.
17. Applicable Law. To the extent that state law is not preempted by
the provisions of any law of the United States heretofore or hereafter enacted,
as the same may be amended from time to time, this Agreement shall be
administered, construed and enforced according to the laws of the Commonwealth
of Massachusetts.
18. Severability. If any term or condition of this Agreement shall be
invalid or unenforceable to any extent or in any application, then the remainder
of this Agreement, and such term or condition except to such extent or in such
application, shall not be affected thereby, and each and every term and
condition of this Agreement shall be valid and enforced to the fullest extent
and in the broadest application permitted by law.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first written above.
LIBERTY VARIABLE INVESTMENT TRUST on its own behalf and on behalf of the Liberty
All-Star Equity Fund, Variable Series
By: Nancy L. Conlin
Title: Secretary
LIBERTY ASSET MANAGEMENT COMPANY
By: William R. Parmentier
Title: President, Chief Executive Officer and Chief Investment Officer
ACCEPTED AND AGREED TO:
TCW Funds Management, Inc.
By: Patricia Navis
Name:Patricia Navis
Title:Vice President
<PAGE>
SCHEDULES: *
A. Operational Procedures
B. Record Keeping Requirements
* The Schedules relate to day-to-day operational logistics and to technical
compliance matters.
Schedule A
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Operational Procedures
In order to facilitate operations efficiency, it will be necessary for
a flow of information to be supplied to The Chase Manhattan Bank (the
Custodian), and Colonial Management Associates, Inc. (the Administrator).
The Portfolio Manager must furnish Colonial with daily information as
to executed trades, no later than 12:00 p.m. (Eastern time) on trade date plus
one to ensure the information is processed in time for pricing. If there are no
trades, a report must also be sent stating there were no trades for that day.
The necessary information can be transmitted via facsimile machine to Colonial,
Attention John Papoutsis, (the direct line to the machine is (617) 585-4251).
Upon receipt of brokers' confirmation the Portfolio Manager or the Administrator
must notify the other party if any differences exist. The reporting of trades by
the Portfolio Manager to Colonial shall include the following information:
1. Purchase or sale
2. Security name and description
3. Cusip and ticker symbol
4. Number of shares or units
5. Sale/purchase price per share or unit
6. Commission rate per share and aggregate commission or indicate net if
so
7. Executing broker and clearing bank, if any
8. Trade date
9. Settlement date
10. Interest purchased or sold, if applicable
11. Total net amount of the transaction
12. If other than HIGH COST is to be used on a sale, it must be identified
13. Name of Fund and Manager must be identified on trade ticket
14. Sequential numbering of all trades is also recommended
For confirmation of trades, please advise the brokers to use the Custodian's DTC
ID system number (No. 27028) to facilitate the receipt of information by the
Custodian. In addition, the Portfolio Manager should arrange to have a duplicate
confirmation sent to Colonial Management Assoc. as an interested party. Please
have confirms linked to CMA's existing sign on: N199.
1. All DTC Eligible Securities
Depository Trust Company (DTC)
Agent Bank Name: Chase Manhattan Bank
Agent Bank Number: 27028
Agent Bank Clearing Number: 902
2. Delivery Instructions
All Physical Securities
Chase Manhattan Bank
4 New York Plaza
Ground Floor Window
New York, NY 10004
Ref: (Name of Fund)
<PAGE>
All Government Issues Deliver through your area Federal Reserve Bank to:
The Chase Manhattan Bank
021000021
CMB/CUST/Account Number/Account Name
Wire Instructions:
The Chase Manhattan Bank
ABA #021000021
For credit to account 900-9-000127
For Further Credit to
Chase Account Number
Chase Account Name
The Custodian will supply the Portfolio Manager daily with a cash availability
report. This will normally be done by fax so that the Portfolio Manager will
know the amount available for investment purposes.
<PAGE>
Schedule B
LIBERTY ALL-STAR EQUITY FUND, VARIABLE SERIES
Portfolio Management Agreement
RECORDS TO BE MAINTAINED BY THE PORTFOLIO MANAGER
1. (Rule 31a-1(b)(5) and (6)). A record of each brokerage order, and all other
portfolio purchases and sales, given by the Portfolio Manager on behalf of
the Fund for, or in connection with, the purchase or sale of securities,
whether executed or unexecuted. Such records shall include:
A. The name of the broker;
B. The terms and conditions of the order and of any modifications or
cancellation thereof;
C. The time of entry or cancellation;
D. The price at which executed;
E. The time or receipt of a report of execution; and
F. The name of the person who placed the order on behalf of the Fund.
2. (Rule 31a-1(b)(9)). A record for each fiscal quarter, completed within ten
(10) days after the end of the quarter, showing specifically the basis or
bases upon which the allocation of orders for the purchase and sale of
portfolio securities to named brokers or dealers was effected, and the
division of brokerage commissions or other compensation on such purchase
and sale orders. Such record:
A. Shall include the consideration given to:
(i) The sale of shares of the Fund by brokers or dealers.
(ii) The supplying of services or benefits by brokers or dealers to:
(a) The Fund;
(b) The Manager (Liberty Asset Management Company);
(c) The Portfolio Manager; and
(d) Any person other than the foregoing.
(iii) Any other consideration other than the technical qualifications of the
brokers and dealers as such.
B. Shall show the nature of the services or benefits made available.
C.
<PAGE>
Shall describe in detail the application of any general or specific formula
or other determinant used in arriving at such allocation of purchase
and sale orders and such division of brokerage commissions or other
compensation.
D. The name of the person responsible for making the determination of such
allocation and such division of brokerage commissions or other
compensation.
3. (Rule 31a-a(b)(10)). A record in the form of an appropriate memorandum
identifying the person or persons, committees or groups authorizing the
purchase or sale of portfolio securities. Where an authorization is made
by a committee or group, a record shall be kept of the names of its
members who participate in the authorization. There shall be retained as
part of this record: any memorandum, recommendation or instruction
supporting or authorizing the purchase or sale of portfolio securities and
such other information as is appropriate to support the authorization.(1)
4. (Rule 31a-1(f)). Such accounts, books and other documents as a required to
be maintained by registered investment advisers by rule adopted under
Section 204 of the Investment Advisers Act of 1940, to the extent such
records are necessary or appropriate to record the Portfolio Manager's
transactions with the Fund.
- --------
1 Such information might include: the current Form 10-K, annual and quarterly
reports, press releases, reports by analysts and from brokerage firms (including
their recommendation; i.e., buy, sell, hold) or any internal reports or
portfolio manager reviews.
LIBERTY VARIABLE INVESTMENT TRUST
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
MANAGEMENT AGREEMENT
MANAGEMENT AGREEMENT ("Agreement"), made this 1st day of June, 1999,
between LIBERTY VARIABLE INVESTMENT TRUST, a business trust organized under the
laws of The Commonwealth of Massachusetts (the "Trust"), on its own behalf and
on behalf of Crabbe Huson Real Estate Investment Fund, Variable Series, Colonial
International Horizons Fund, Variable Series and Colonial Global Equity Fund,
Variable Series (each a "Fund," and collectively, the "Funds"), and LIBERTY
ADVISORY SERVICES CORP., a corporation organized under the laws of The
Commonwealth of Massachusetts (the "Manager").
WHEREAS, the Trust has been organized as an open-end management
investment company registered as such under the Investment Company Act of 1940,
as amended ("Investment Company Act"), and is authorized to issue shares of
beneficial interest in one or more separate series (each representing interests
in a separate portfolio of securities and other assets), including the Fund,
which shares are to be issued and sold to and held by various separate accounts
of Keyport Life Insurance Company ("Keyport"), Independence Life & Annuity
Insurance Company ("Independence") and Liberty Life Assurance Company of Boston
("Liberty Life") or separate accounts of other insurance companies that are
affiliated or are not affiliated with Keyport (collectively, "Participating
Insurance Companies");
WHEREAS, the Trust heretofore has created (i) two other separate funds
which are covered by the Management Agreement dated June 7, 1993 among the
Trust, on its own behalf and on behalf of such other two series funds, and the
Manager, (ii) three other separate funds which are covered by the Management
Agreement dated as of May 2, 1994 among the Trust, on its own behalf and on
behalf of such other three series funds, and the Manager, (iii) one other
separate fund which is covered by the Management Agreement dated as of May 1,
1995 among the Trust, on its own behalf and on behalf of such other series fund,
and the Manager, (iv) one other separate fund which is covered by the Managers
Agreement dated as of November 15, 1997 among the Trust, on its own behalf and
on behalf of such other series fund, and the Manager, (v) two other separate
funds which are covered by the Management Agreement dated as of May 19, 1998
among the Trust, on its own behalf and on behalf of such other two series funds,
and the Manager, and the Trust may in the future create additional fund(s) that
may be covered by other separate agreements;
WHEREAS, the Trust desires the Manager to render certain administrative
services and to render total investment management services to the Trust and the
Funds, all in the manner and on the terms and conditions hereinafter set forth;
WHEREAS, the Trust authorizes the Manager to enter into sub-advisory
agreements with one or more firms registered as investment advisers under the
Investment Advisors Act of 1940, as amended (the "Investment Adviser's Act"), or
qualifying as a "bank" within the meaning of the Investment Adviser's Act and
thereby exempted from the requirement to be so registered, to manage all or a
portion of a Fund's assets, as determined by the Manager from time to time (a
"Sub-Adviser"); and
WHEREAS, the Manager is registered as an investment adviser under the
Investment Adviser's Act, and desires to provide services to the Trust and the
Funds in consideration of and on the terms and conditions hereinafter set forth;
NOW, THEREFORE, the Trust, on its own behalf and on behalf of the
Funds, and the Manager hereby agree as follows:
1. Employment of the Investment Adviser.
The Trust hereby employs the Manager (i) to provide certain
administrative and limited oversight services and (ii) to provide investment
management and related services to the Trust and the Funds, all in the manner
set forth in Section 2 of this Agreement, subject to the direction of the
Trustees, and for the period, in the manner, and on the terms set forth
hereinafter. The Manager hereby accepts such employment and agrees during such
period to render the services and to assume the obligations herein set forth.
The Manager shall for all purposes herein be deemed to be an independent
contractor and, except as expressly provided or authorized (whether herein or
otherwise), shall have no authority to act for or represent the Trust in any way
or otherwise be deemed an agent of the Trust.
2. Obligations of, and Services to be Provided by, the Manager.
The Manager undertakes to provide the services hereinafter set
forth and to assume the following obligations:
A. Administrative Services.
(a) The Manager will provide general administrative services
as hereinafter set forth ("Administrative Services"), all subject to the overall
direction and control of the Board of Trustees of the Trust (the "Board").
<PAGE>
(b) Such Administrative Services shall not include investment
advisory, custodian, underwriting and distribution, transfer agency or pricing
and bookkeeping services, but shall include; (i) provision of office space,
equipment and facilities necessary in connection with the services to be
performed hereunder and the maintenance of the headquarters of the Trust; (ii)
maintenance of the corporate books and records of the Trust (other than those of
its records maintained by the Sub-Advisers referred to in paragraph 2(B)(c)
below, the transfer agent, the custodian and the pricing and bookkeeping agent);
(iii) administration of all dealings and relationships with the Trustees for
meetings of the Board, the scheduling of such meetings and the conduct thereof;
(iv) preparation and filing of proxy materials and administration of
arrangements for meetings of shareholders or beneficial owners of the Funds; (v)
preparation and filing of all required reports and all updating and other
amendments to the Trust's Registration Statement under the Investment Company
Act, the Securities Act of 1933, as amended (the "Securities Act"), and the
rules and regulations thereunder; (vi) calculation of distributions required or
advisable under the Investment Company Act and the Internal Revenue Code of
1986, as amended (the "Code"); (vii) periodic computation and reporting to the
Trustees of each Fund's compliance with diversification and other portfolio
requirements of the Investment Company Act and the Code; (viii) development and
implementation of general shareholder and beneficial owner correspondence and
communications relating to the Funds, including the preparation and filing of
shareholder and beneficial owner reports as are required or deemed advisable;
and (ix) general oversight of the custodial, net asset value computation,
portfolio accounting, financial statement preparation, legal, tax and accounting
services performed for the Trust or the Funds by others.
It is understood that the Manager may, in its discretion and at its
expense, delegate some or all of its administrative duties and responsibilities
under this subsection 2A to its affiliate, Liberty Financial Companies, Inc.
("LFC"), or any majority or greater owned subsidiaries of LFC.
B. Investment Advisory Services.
(a) The Manager shall have responsibility for the management
and investment of the assets of the Funds, subject to and in accordance with the
separate investment objectives, policies and limitations of the Funds, as
provided in the Trust's Prospectus and Statement of Additional Information and
governing instruments, as amended from time to time, and any directions and
policies which the Trustees may issue to the Manager from time to time.
(b) The Manager shall provide a continuous investment program
for the Funds, shall revise each such program as necessary, and shall monitor
implementation of the program.
<PAGE>
(c) The Manager may delegate its investment responsibilities
under paragraph 2B(a) with respect to each Fund to one or more persons or
companies registered as investment advisers under the Investment Adviser's Act
or qualifying as a "bank" within the meaning of the Investment Adviser's Act and
thereby exempted from the requirement to be so registered ("Sub-Advisers")
pursuant to an agreement among the Trust, such Fund and each Sub-Adviser
("Sub-Advisory Agreement"). Each Sub-Advisory Agreement may provide that the
Sub-Adviser, subject to the control and supervision of the Trustees and the
Manager, shall have full investment discretion for the Funds and shall make all
determinations with respect to the investment of the Funds' assets or any
portion thereof specified by the Manager. Any delegation of duties pursuant to
this paragraph shall comply with any applicable provisions of Section 15 of the
Investment Company Act, except to the extent permitted by any exemptive order of
the Securities and Exchange Commission or similar relief.
(d) The Manager shall be solely responsible for paying the
fees of each Sub-Adviser from the fees it collects as provided in paragraph 6
below.
(e) The Manager shall evaluate possible Sub-Advisers and shall
advise the Trustees of the candidates which the Manager believes are best suited
to invest the assets of each Fund; shall monitor and evaluate the investment
performance of each Sub-Adviser; shall recommend changes of or additions of
Sub-Advisers when appropriate; and shall coordinate the investment activities of
the Sub-Advisers.
(f) It is understood that the Manager may seek advice with
respect to the performance of any or all of its duties under paragraphs 2B(b)
and (c) from a person or company ("Consultant") pursuant to an agreement among
the Manager, the Trust and the Consultant (a "Fund Consulting Agreement"). The
Fund Consulting Agreement may provide that the Consultant, subject to the
control and supervision of the Trustees and the Manager, shall provide
assistance to the Manager with respect to a Fund's investment program, the
selection, monitoring and evaluation of Sub-Advisers and the allocation of each
Fund's assets to the Sub-Advisers.
(g) The Funds shall be solely responsible for paying the fees
of any Consultant.
(h) The Manager shall render regular reports to the Trustees
relating to the performance of its duties specified in paragraphs 2B(a), (b) and
(c).
<PAGE>
C. Expenses Borne By Manager.
To the extent necessary to perform its obligations under this
Agreement, the Manager, at its own expense, shall furnish executive and other
personnel and office space, equipment and facilities, and shall pay any other
expenses incurred by it, in connection with the performance of its duties
hereunder, except that the Trust or the Funds, as appropriate, shall reimburse
the Manager for its out-of-pocket costs, including telephone, postage and
supplies, incurred by it in connection with communications with shareholders and
beneficial owners of the Funds. The Manager shall pay all salaries, fees and
expenses of Trustees or officers of the Trust who are employees of the Manager.
The Manager shall not be obligated to bear any other expenses incidental to the
operations and business of the Trust. The Manager shall not be required to pay
or provide any credit for services provided by the Trust's custodian, transfer
agent or other agents.
D. Provision of Information Necessary for Preparation of
Registration Statement Amendments and Other Materials.
The Manager will make available and provide such information
as the Trust may reasonably request for use in the preparation of its
Registration Statement, reports and other documents required by federal laws and
any securities and insurance laws of the other states and other jurisdictions in
which the Trust's shares are sold.
E. Code of Ethics.
The Manager has adopted a written code of ethics complying
with the requirements of Rule 17j-1 under the Investment Company Act and has
provided the Trust with a copy of the code of ethics and evidence of its
adoption. Within forty-five (45) days of the end of the last calendar quarter of
each year while this Agreement is in effect, an executive officer of the Manager
shall verify to the Trustees that the Manager has complied with the requirements
of Rule 17j-1 during the previous year and that there has been no violation of
the Manager's code of ethics or, if such a violation has occurred, that
appropriate action was taken in response to such violation. Upon the written
request of the Trust, the Manager shall permit the Trust to examine the reports
required to be made to the Manager by Rule 17j-1(c)(1).
F. Disqualification.
The Manager shall immediately notify the Trustees of the
occurrence of any event which would disqualify the Manager from serving as an
investment adviser of an investment company pursuant to Section 9(a) of the
Investment Company Act or any other applicable statute or regulation.
<PAGE>
G. Other Obligations and Service.
The Manager shall make its officers and employees available to
the Trustees and officers of the Trust for consulting and discussions regarding
the management of the Trust and its investment activities.
3. Execution and Allocation of Portfolio Brokerage.
A. The Manager, subject to the control and direction of the
Trustees, any Sub-Advisers, subject to the control and direction of the Trustees
and the Manager, shall have authority and discretion, as appropriate, to select
brokers and dealers to execute portfolio transactions for each Fund, and for the
selection of the markets on or in which the transactions will be executed.
B. In acting pursuant to paragraph 3A, the Manager and the
Sub-Advisers may place orders through such brokers and dealers in conformity
with the policy with respect to brokerage set forth in the Trust's then
effective Registration Statement.
C. It is understood that none of the Trust, the Manager or any
Sub-Advisers will adopt a formula for allocation of the Trust's brokerage,
except as may be provided for in the custody agreement with the Trust's
Custodian.
D. It is understood that the Manager or a Sub-Adviser may, to
the extent permitted by applicable laws and regulations, aggregate securities to
be sold or purchased for a Fund and for other clients in order to obtain the
most favorable price and efficient execution. In that event, allocation of the
securities purchased or sold, as well as expenses incurred in the transaction,
will be made by the Manager or Sub-Adviser, as the case may be, in the manner it
considers to be the most equitable and consistent with its fiduciary obligations
to the Trust and to its other clients, and in conformity with any applicable
policies adopted by the Board of Trustees.
E. The Manager shall provide such reports as the Trustees may
reasonably request with respect to each Fund's total brokerage and the manner in
which that brokerage was allocated.
4. Expenses of the Trust.
It is understood that the Trust (or each of its funds
(including the Funds), where
applicable) will pay, or will enter into arrangements that require third parties
to pay, all of the expenses of the Trust or such funds, other than those
expressly assumed by the Manager herein, including without limitation:
A. Advisory, sub-advisory and administrative fees;
B. Fees for services of independent public accountants;
C. Legal and consulting fees;
D. Transfer agent, custodian and portfolio recordkeeping
and tax information services;
E. Expenses of periodic calculations of the funds' net
asset values and of equipment for communication among
the funds' custodian, transfer agent and others;
F. Taxes and the preparation of the funds' tax returns;
G. Brokerage fees and commissions;
H. Interest;
I. Costs of Board of Trustees and shareholder meetings;
J. Updates and printing of prospectuses and reports to
shareholders;
K. Fees for filing reports with regulatory bodies and
the maintenance of the Trust's
existence;
L. Membership dues for industry trade associations;
M. Fees to federal authorities for the registration of
the shares of the funds;
N. Fees and expenses of Trustees who are not directors,
officers, employees or
stockholders of the Manager of its affiliates;
O. Insurance and fidelity bond premiums; and
P. Litigation and other extraordinary expenses of a
non-recurring nature.
<PAGE>
5. Activities and Affiliates of the Manager.
A. The Trust acknowledges that the Manager or one or more of
its affiliates may have investment or administrative responsibilities or render
investment advice to or perform other investment advisory services for other
individuals or entities, and that the Manager, its affiliates or any of its or
their directors, officers, agents or employees may buy, sell or trade in
securities for its or their respective accounts ("Affiliated Accounts"). Subject
to the provisions of paragraph 3, the Trust agrees that the Manager or its
affiliates may give advice or exercise investment responsibility and take such
other action with respect to Affiliated Accounts which may differ from the
advice given or the timing or nature of action with respect to the Funds,
provided that the Manager acts in good faith. The Trust acknowledges that one or
more of the Affiliated Accounts may at any time hold, acquire, increase,
decrease, dispose of or otherwise deal with positions in investments in which
the Funds may have an interest. The Manager shall have no obligation to
recommend for the Funds a position in any investment which an Affiliated Account
may acquire, and the Trust shall have no first refusal, co-investment or other
rights in respect of any such investment, either for the Funds or otherwise.
B. Subject to and in accordance with the Declaration of Trust
and By-Laws of the Trust as currently in effect and the Investment Company Act
and the rules thereunder, it is understood that Trustees, officers and agents of
the Trust and shareholders of the Trust are or may be interested persons as
defined by the Investment Company Act ("Interested Persons") of the Manager or
its affiliates as directors, officers, agents and shareholders of the Manager or
its affiliates; that directors, officers, agents and shareholders of the Manager
or its affiliates are or may be Interested Persons of the Trust as Trustees,
officers, agents, shareholders or otherwise; that the Manager or its affiliates
may be Interested Persons of the Trust as shareholders or otherwise; and that
the effect of any such interests shall be governed by said Declaration of Trust,
By-Laws and the Investment Company Act and the rules thereunder.
6. Compensation of the Manager.
For all services to be rendered and payments made pursuant to this
Agreement, the Trust, on its own behalf and on behalf of Funds, will pay the
Manager monthly in arrears a fee at an annual rate equal to 1.00%, in the case
of the Crabbe Huson Real Estate Investment Fund, Variable Series, 0.95%, in the
case of the Colonial International Horizons Fund, Variable Series and 0.95%, in
the case of the Colonial Global Equity Fund, Variable Series, of the net asset
value of such Fund. The fee shall be accrued for each calendar day and the sum
of the daily fee accruals shall be paid monthly on or before the tenth day of
the following calendar month. The daily accruals of the fee will be computed by
(i) multiplying the annual percentage rate referred to above by the fraction the
numerator of which is one and the denominator of which is the number of calendar
days in the year, and (ii) multiplying the product obtained pursuant to clause
(i) above by the net asset value of such Fund as determined in accordance with
the Trust's Prospectus as of the previous business day on which such Fund was
open for business. The foregoing fee shall be prorated for any month during
which this Agreement is in effect for only a portion of the month.
7. Liabilities of the Manager.
A. Except as provided below, in the absence of willful
misfeasance, bad faith, gross negligence, or reckless disregard of obligations
or duties hereunder on the part of the Manager, the Manager shall not be subject
to liability to the Trust or to any shareholder of the Trust for any act or
omission in the course of, or connected with, rendering services hereunder or
for any losses that may be sustained in the purchase, holding or sale of any
security.
B. The Manager shall indemnify and hold harmless the Trust
from any loss, cost, expense or damage resulting from the failure of any
Sub-Advisor to comply with (i) any statement included in the Prospectus and
Statement of Additional Information of the Trust, or (ii) instructions given by
the Manager to any Sub-Advisor for the purpose of ensuring the Trust's
compliance with securities, tax and other requirements applicable to the Trust's
business and the investment activities of its Funds; provided, however, that the
indemnification provided in this paragraph 7B shall apply only to the extent
that a Sub-Adviser is liable to the Trust and, after demand by the Trust, is
unable or refuses to discharge its obligations to the Trust.
C. No provision of this Agreement shall be construed to
protect any Trustee or officer of the Trust, or the Manager, from liability in
violation of Sections 17(h) and (i) of the Investment Company Act.
8. Effective Date: Term.
This Agreement shall become effective on the later of (i) the date
first written above or (ii) the date on which the offer and sale of shares of
the Funds have been registered under the Securities Act and the Investment
Company Act pursuant to an effective Registration Statement of the Trust on Form
N-1A and shall continue until the second anniversary of the date hereof, and
from year to year thereafter, but only so long as such continuance is
specifically approved at least annually by a vote of the Trustees, including the
vote of a majority of the Trustees who are not interested persons of the Trust,
cast in person at a meeting called for the purpose of voting on such approval,
or by vote of a majority of the outstanding voting securities. The aforesaid
provision shall be construed in a manner consistent with the Investment Company
Act and the rules and regulations thereunder.
9. Assignment.
No assignment of this Agreement shall be made by the Manager, and this
Agreement shall terminate automatically in the event of any such assignment. The
Manager shall notify the Trust in writing in advance of any proposed change of
control to enable the Trust to take the steps necessary to enter into a new
advisory contract.
<PAGE>
10. Amendment
This Agreement may be amended at any time, but only by written
Agreement between the Manager and the Trust, which is subject to the approval of
the Trustees of the Trust and the shareholders of any affected Fund in the
manner required by the Investment Company Act and the rules thereunder.
11. Termination.
This Agreement:
(a) may at any time be terminated without payment of any
penalty, by the Trust (by the Board of Trustees of
the Trust or by the vote of a majority of the
outstanding voting securities of the Fund) on sixty
(60) days' written notice to the Manager;
(b) shall immediately terminate in the event of its
assignment; and
(c) may be terminated by the Manager on sixty (60) days
written notice to the Trust.
12. Definitions.
As used in this Agreement, the terms "affiliated person," "assignment,"
"control," "interested person" and "vote of a majority of the outstanding voting
securities" shall have the meanings set forth in the Investment Company Act and
the rules and regulations thereunder, subject to any applicable orders of
exemption issued by the SEC.
13. Notice.
Any notice under this Agreement shall be given in writing addressed and
delivered or mailed postpaid to the other party to this Agreement at its
principal place of business.
14. Severability.
If any provision of this Agreement shall be held or made invalid by a
court decision, statute, rule or otherwise, the remainder of this Agreement
shall not be affected thereby.
<PAGE>
15. Shareholder Liability.
The Manager is hereby expressly put on notice of the limitation of
shareholder liability as set forth in the Declaration of Trust of the Trust and
agrees that obligations assumed by the Trust pursuant to this Agreement shall be
limited in all cases to the Trust and its assets, and if the liability relates
to one or more Funds, the obligations thereunder shall be limited to the
respective assets of such Funds. The Manager further agrees that it shall not
seek satisfaction of any such obligation from the shareholders of the Funds, nor
from the Trustees or any individual Trustee of the Trust.
16. Governing Law.
This Agreement shall be interpreted under, and the performance of the
Manager under this Agreement shall be consistent with, the provisions of the
Agreement and Declaration of Trust and By-Laws of the Trust, the terms of the
Investment Company Act, applicable rules and regulations thereunder, the Code
and regulations thereunder, and the Trust's Prospectus and Statement of
Additional Information, in each case as from time to time in effect. The
provisions of this Agreement shall be construed and interpreted in accordance
with the domestic substantive laws of The Commonwealth of Massachusetts without
giving effect to any choice or conflict of laws rules or provisions that would
result in the application of the domestic substantive laws of any other
jurisdiction; provided, however, that if such law or any of the provisions of
this Agreement conflict with the applicable provisions of the Investment Company
Act, the latter shall control.
17. Use of Manager's Name.
The Trust may use the name "Keyport" or any other name derived from the
name "Keyport" only for so long as this Agreement (or another similar management
agreement pertaining to other series funds of the Trust) or any extension,
renewal, or amendment hereof (or thereof) remains in effect, including any
similar agreement with any organization that shall have succeeded to the
business of the Manager. At such time as this Agreement (and each other similar
agreement pertaining to such other series funds) or any extension, renewal or
amendment hereof (or thereof), or each such other similar successor organization
agreement shall no longer be in effect, the Trust will cease to use any name
derived from the name "Keyport," any name similar thereto, or any other name
indicating that it is managed by or otherwise connected with the Manager, or
with any organization which shall have succeeded to Manager's business as
investment advisor or manager.
This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original.
<PAGE>
IN WITNESS WHEREOF, the parties hereto have duly executed this
agreement on the date first above written.
ATTEST: LIBERTY VARIABLE INVESTMENT TRUST,
on its own behalf and on behalf of
Crabbe Huson Real Estate Investment Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
By: /s/Nancy L. Conlin By: /s/Stephen E. Gibson
Nancy L. Conlin, Secretary Stephen E. Gibson, President
ATTEST: LIBERTY ADVISORY SERVICES CORP.
By: /s/James J. Klopper By: /s/Philip K. Polkinghorn
James J. Klopper, Clerk Philip K. Polkinghorn, President
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
COLONIAL MANAGEMENT SUB-ADVISORY AGREEMENT
AGREEMENT dated June 1, 1999 among LIBERTY VARIABLE INVESTMENT TRUST, a
Massachusetts business trust (the "Trust"), with respect to COLONIAL
INTERNATIONAL HORIZONS FUND, VARIABLE SERIES (the "Fund"), LIBERTY ADVISORY
SERVICES CORP., a Massachusetts corporation ("Advisor"), and COLONIAL MANAGEMENT
ASSOCIATES, INC., a Massachusetts corporation (the "Sub-Advisor").
In consideration of the promises and covenants herein, the parties agree as
follows:
1. The Sub-Advisor will manage the investment of the assets of the Fund in
accordance with its investment objective, policies and limitations set
forth in the Trust's prospectus and statement of additional
information, as amended from time to time, and will perform the other
services herein set forth, subject to the supervision of the Advisor
and the Board of Trustees of the Trust.
2. In carrying out its investment management obligations, the Sub-Advisor
shall:
(a) evaluate such economic, statistical and financial
information and undertake such investment research as it shall believe
advisable;
(b) purchase and sell securities and other investments for the
Fund in accordance with the procedures described in the Trust's
prospectus and statement of additional information; and
(c) report results to the Advisor and to the Board of Trustees.
3. The Sub-Advisor shall be free to render similar services to others so
long as its services hereunder are not impaired thereby.
4. The Advisor shall pay the Sub-Advisor a monthly fee at the annual rate
of 0.75% of the average daily net assets of the Fund for managing the
investment of the assets of the Fund provided in paragraph 1 above.
Such fee shall be paid in arrears on or before the 10th day of the next
following calendar month.
5. This Agreement shall become effective on the date first written above,
an (a) unless otherwise terminated, shall continue until the second
anniversary of the date hereof, and from year to year thereafter so
long as approved annually in accordance with the 1940 Act; (b) may be
terminated without penalty on sixty days' written notice to the
Sub-Advisor either by vote of the Board of Trustees of the Trust or by
vote of a majority of the outstanding voting securities of the Fund;
(c) shall automatically terminate in the even of its assignment; and
(d) may be terminated without penalty by the Sub-Advisor on sixty day's
written notice to the Trust.
6. This Agreement may be amended in accordance with the 1940 Act.
7. For the purpose of the Agreement, the terms "vote of a majority of the
outstanding shares," and "assignment" shall have their respective
meanings defined in the 1940 Act and exemptions and interpretations
issued by the Securities and Exchange Commission under the 1940 Act.
8. In the absence of willful misfeasance, bad faith or gross negligence on
the part of the Sub-Advisor, or reckless disregard of its obligations
and duties hereunder, the Sub-Advisor shall not be subject to any
liability to the Trust or the Fund, to any shareholder of the Trust or
the Fund or to any person, firm or organization, for any act or
omission in the course of or connection with rendering services
hereunder.
9. The Fund may use the name "Colonial," or any other name derived from
the name "Colonial," only for so
long as this Agreement or any extension, renewal, or amendment
hereof remains in effect, including any
similar agreement with any organization that shall have succeeded
to the business of the Sub-Advisor.
At such time as this Agreement or any extension, renewal or amendment
hereof, or each such other similar
successor organization agreement shall no longer be in effect,
the Fund will cease to use any name
derived from the name "Colonial," any name similar thereto, or
any other name indicating that it is
advised by or otherwise connected with the Sub-Advisor, or with
any organization which shall have
succeeded to the Sub-Advisor's business as an investment advisor.
<PAGE>
10. The Sub-Advisor is hereby expressly put on notice of the limitation of
shareholder liability as set forth in the Declaration of Trust of the
Trust and agrees that obligations assumed by the Trust pursuant to this
Agreement shall be limited in all cases to the assets of the Fund. The
Sub-Advisor further agrees that it shall not seek satisfaction of any
such obligation from the shareholders of the Fund, nor from the
Trustees or any individual Trustee of the Trust.
COLONIAL INTERNATIONAL HORIZONS FUND, VARIABLE SERIES
By: LIBERTY VARIABLE INVESTMENT TRUST
By: Stephen E. Gibson, President
COLONIAL MANAGEMENT ASSOCIATES, INC.
By: Stephen E. Gibson, President
LIBERTY ADVISORY SERVICES CORP.
By: Philip K. Polkinghorn, President
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
COLONIAL MANAGEMENT SUB-ADVISORY AGREEMENT
AGREEMENT dated June 1, 1999 among LIBERTY VARIABLE INVESTMENT TRUST, a
Massachusetts business trust (the "Trust"), with respect to COLONIAL GLOBAL
EQUITY FUND, VARIABLE SERIES (the "Fund"), LIBERTY ADVISORY SERVICES CORP., a
Massachusetts corporation ("Advisor"), and COLONIAL MANAGEMENT ASSOCIATES, INC.,
a Massachusetts corporation (the "Sub-Advisor").
In consideration of the promises and covenants herein, the parties agree as
follows:
1. The Sub-Advisor will manage the investment of the assets of the Fund in
accordance with its investment objective, policies and limitations set
forth in the Trust's prospectus and statement of additional
information, as amended from time to time, and will perform the other
services herein set forth, subject to the supervision of the Advisor
and the Board of Trustees of the Trust.
2. In carrying out its investment management obligations, the Sub-Advisor
shall:
(a) evaluate such economic, statistical and financial
information and undertake such investment research as it shall believe
advisable;
(b) purchase and sell securities and other investments for the
Fund in accordance with the procedures described in the Trust's
prospectus and statement of additional information; and
(c) report results to the Advisor and to the Board of Trustees.
3. The Sub-Advisor shall be free to render similar services to others so
long as its services hereunder are not impaired thereby.
4. The Advisor shall pay the Sub-Advisor a monthly fee at the annual rate
of 0.75% of the average daily net assets of the Fund for managing the
investment of the assets of the Fund provided in paragraph 1 above.
Such fee shall be paid in arrears on or before the 10th day of the next
following calendar month.
5. This Agreement shall become effective on the date first written above,
an (a) unless otherwise terminated, shall continue until the second
anniversary of the date hereof, and from year to year thereafter so
long as approved annually in accordance with the 1940 Act; (b) may be
terminated without penalty on sixty days' written notice to the
Sub-Advisor either by vote of the Board of Trustees of the Trust or by
vote of a majority of the outstanding voting securities of the Fund;
(c) shall automatically terminate in the even of its assignment; and
(d) may be terminated without penalty by the Sub-Advisor on sixty day's
written notice to the Trust.
6. This Agreement may be amended in accordance with the 1940 Act.
7. For the purpose of the Agreement, the terms "vote of a majority of the
outstanding shares," and "assignment" shall have their respective
meanings defined in the 1940 Act and exemptions and interpretations
issued by the Securities and Exchange Commission under the 1940 Act.
8. In the absence of willful misfeasance, bad faith or gross negligence on
the part of the Sub-Advisor, or reckless disregard of its obligations
and duties hereunder, the Sub-Advisor shall not be subject to any
liability to the Trust or the Fund, to any shareholder of the Trust or
the Fund or to any person, firm or organization, for any act or
omission in the course of or connection with rendering services
hereunder.
9. The Fund may use the name "Colonial," or any other name derived from
the name "Colonial," only for so long as this Agreement or any
extension, renewal, or amendment hereof remains in effect, including
any similar agreement with any organization that shall have succeeded
to the business of the Sub-Advisor. At such time as this Agreement or
any extension, renewal or amendment hereof, or each such other similar
successor organization agreement shall no longer be in effect, the Fund
will cease to use any name derived from the name "Colonial," any name
similar thereto, or any other name indicating that it is advised by or
otherwise connected with the Sub-Advisor, or with any organization
which shall have succeeded to the Sub-Advisor's business as an
investment advisor.
<PAGE>
10. The Sub-Advisor is hereby expressly put on notice of the limitation of
shareholder liability as set forth in the Declaration of Trust of the
Trust and agrees that obligations assumed by the Trust pursuant to this
Agreement shall be limited in all cases to the assets of the Fund. The
Sub-Advisor further agrees that it shall not seek satisfaction of any
such obligation from the shareholders of the Fund, nor from the
Trustees or any individual Trustee of the Trust.
COLONIAL GLOBAL EQUITY FUND, VARIABLE SERIES
By: LIBERTY VARIABLE INVESTMENT TRUST
By: Stephen E. Gibson, President
COLONIAL MANAGEMENT ASSOCIATES, INC.
By: Stephen E. Gibson, President
LIBERTY ADVISORY SERVICES CORP.
By: Philip K. Polkinghorn, President
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
COLONIAL MANAGEMENT SUB-ADVISORY AGREEMENT
AGREEMENT dated June 1, 1999, among LIBERTY VARIABLE INVESTMENT TRUST, a
Massachusetts business trust (the "Trust"), with respect to CRABBE HUSON REAL
ESTATE INVESTMENT FUND, VARIABLE SERIES (the "Fund"), LIBERTY ADVISORY SERVICES
CORP., a Massachusetts corporation ("Adviser"), and CRABBE HUSON GROUP, INC., a
Massachusetts corporation (the "Sub-Adviser").
In consideration of the promises and covenants herein, the parties agree as
follows:
1. The Sub-Adviser will manage the investment of the assets of the Fund in
accordance with its investment objective, policies and limitations set
forth in the Trust's prospectus and statement of additional
information, as amended from time to time, and will perform the other
services herein set forth, subject to the supervision of the Adviser
and the Board of Trustees of the Trust.
2. In carrying out its investment management obligations, the Sub-Adviser
shall:
(a) evaluate such economic, statistical and financial
information and undertake such investment research as it shall believe
advisable;
(b) purchase and sell securities and other investments for the
Fund in accordance with the procedures described in the Trust's
prospectus and statement of additional information; and
(c) report results to the Adviser and to the Board of Trustees.
3. The Sub-Adviser shall be free to render similar services to others so
long as its services hereunder are not impaired thereby.
4. The Adviser shall pay the Sub-Adviser a monthly fee at the annual rate
of 0.80% of the average daily net assets of the Fund for managing the
investment of the assets of the Fund provided in paragraph 1 above.
Such fee shall be paid in arrears on or before the 10th day of the next
following calendar month.
5. This Agreement shall become effective on the date first written above,
an (a) unless otherwise terminated, shall continue until the second
anniversary of the date hereof, and from year to year thereafter so
long as approved annually in accordance with the 1940 Act; (b) may be
terminated without penalty on sixty days' written notice to the
Sub-Adviser either by vote of the Board of Trustees of the Trust or by
vote of a majority of the outstanding voting securities of the Fund;
(c) shall automatically terminate in the even of its assignment; and
(d) may be terminated without penalty by the Sub-Adviser on sixty day's
written notice to the Trust.
6. This Agreement may be amended in accordance with the 1940 Act.
7. For the purpose of the Agreement, the terms "vote of a majority of the
outstanding shares," and "assignment" shall have their respective
meanings defined in the 1940 Act and exemptions and interpretations
issued by the Securities and Exchange Commission under the 1940 Act.
8. In the absence of willful misfeasance, bad faith or gross negligence on
the part of the Sub-Adviser, or reckless disregard of its obligations
and duties hereunder, the Sub-Adviser shall not be subject to any
liability to the Trust or the Fund, to any shareholder of the Trust or
the Fund or to any person, firm or organization, for any act or
omission in the course of or connection with rendering services
hereunder.
9. The Fund may use the name "Crabbe Huson," or any other name derived
from the name "Crabbe Huson," only for so long as this Agreement or any
extension, renewal, or amendment hereof remains in effect, including
any similar agreement with any organization that shall have succeeded
to the business of the Sub-Adviser. At such time as this Agreement or
any extension, renewal or amendment hereof, or each such other similar
successor organization agreement shall no longer be in effect, the Fund
will cease to use any name derived from the name "Crabbe Huson," any
name similar thereto, or any other name indicating that it is advised
by or otherwise connected with the Sub-Adviser, or with any
organization which shall have succeeded to the Sub-Adviser's business
as an investment adviser.
<PAGE>
10. The Sub-Adviser is hereby expressly put on notice of the limitation of
shareholder liability as set forth in the Declaration of Trust of the
Trust and agrees that obligations assumed by the Trust pursuant to this
Agreement shall be limited in all cases to the assets of the Fund. The
Sub-Adviser further agrees that it shall not seek satisfaction of any
such obligation from the shareholders of the Fund, nor from the
Trustees or any individual Trustee of the Trust.
CRABBE HUSON REAL ESTATE INVESTMENT FUND, VARIABLE SERIES
By: LIBERTY VARIABLE INVESTMENT TRUST
By: Stephen E. Gibson, President
CRABBE HUSON GROUP, INC.
By: James E. Crabbe, President
LIBERTY ADVISORY SERVICES CORP.
By: James J. Klopper, Vice President
KEYPORT VARIABLE INVESTMENT TRUST
UNDERWRITING AGREEMENT
AGREEMENT made this 7th day of June, 1993, between Keyport
Variable Investment Trust, a Massachusetts business trust (the
"Trust"), and Keyport Financial Services Corp., a Massachusetts
corporation (the "Underwriter").
W I T N E S S E T H
WHEREAS, the Trust is an open-end investment company
registered under the Investment Company Act of 1940 (the "1940
Act") the shares of beneficial interest ("shares") of which are
registered under the Securities Act of 1933(the "1933 Act"); and
WHEREAS, the Trust is a series investment company currently
consisting of three funds, namely Colonial-Keyport U.S. Government
Fund, Colonial-Keyport Growth and Income Fund, and Colonial-
Keyport Utilities Fund (collectively referred to as the "Funds");
and
WHEREAS, the Trust has agreed to sell its shares to the
the separate accounts of Keyport Life Insurance Company
("Keyport") and Liberty Life Assurance Company of Boston
("Liberty"), and separate accounts of other insurance companies
investing in the Trust pursuant to a Participation Agreement
("Separate Accounts"), in order to fund such Separate Accounts and
certain variable life insurance policies and variable annuity
contracts (the "Contracts") issued by Keyport, Liberty and any
such other insurance companies; and
WHEREAS, the Underwriter is a broker-dealer registered under
the Securities Exchange Act of 1934 (the "1934 Act") and is a
member of the National Association of Securities Dealers, Inc.
(the "NASD"); and
WHEREAS, the Underwriter serves as the principal underwriter
for certain Separate Accounts in connection with the sale of the
Contracts; and
WHEREAS, the Trust desires to appoint the Underwriter as the
principal underwriter for the Trust's shares that the Trust will
sell for the purpose of funding the Contracts issued by Keyport
and Liberty and any other variable insurance products funded
through the Separate Accounts, and such other separate accounts as
may be established by Keyport and Liberty and other insurance
companies affiliated or unaffiliated with Keyport and Liberty, and
the Underwriter is willing to accept such appointment.
NOW, THEREFORE, in consideration of the mutual covenants
hereinafter contained, it is hereby agreed by and between the
parties hereto as follows:
1. The Trust hereby appoints the Underwriter as the
principal underwriter and distributor for the Trust, on the terms
and conditions herein provided, to sell its shares to the Separate
Accounts in jurisdictions wherein shares of the Trust may legally
be offered to the Separate Accounts for sale, it being understood
that the Trust in its absolute discretion may issue or sell shares
directly to holders of shares of the Trust upon such terms and
conditions and for such consideration, if any, as it may
determine, whether in connection with the distribution of
subscription or purchase rights, the payment or reinvestment of
dividends or distributions, or otherwise. The Underwriter shall
act solely as a disclosed agent on behalf of and for the account
of the Trust. The Trust and its transfer agent shall receive
directly from the Separate Accounts all payments for purchase of
shares of the Trust, and shall pay directly to the Separate
Accounts all amounts due them upon redemption of such shares, and
the Underwriter shall have no liability for the payment for
purchase of shares of the Trust which it sells as agent.
2. The Underwriter hereby accepts its appointment as the
principal underwriter and distributor for the Trust's shares. The
Underwriter shall be subject to the direction and control of the
Trust in the sale of its shares and shall not be obligated to sell
any specific number of shares of any Fund.
3. The Trust will use its best efforts to keep effectively
registered under the 1933 Act for sale as herein contemplated such
shares as the Underwriter shall reasonably request and as the
Securities and Exchange Commission (the "SEC") shall permit to be
so registered.
4. Notwithstanding any other provision hereof, the Trust may
terminate, suspend or withdraw the offering of shares whenever, in
its sole discretion, it deems such action to be desirable.
5. Shares of the Trust shall be sold, repurchased or
redeemed at the current public offering price per share. The
current public offering price of the Trust's shares shall be the
net asset value per share as determined in the manner and at the
times set forth in the then current prospectus for the Trust.
6. The Trust shall continuously offer and redeem its shares
at net asset value without addition of selling commission, sales
load or redemption charge. The Underwriter will receive no
compensation for the performance of its duties hereunder, except
as otherwise specifically provided.
7. The Underwriter, or its agent, shall issue and deliver on
behalf of the Trust such confirmations of sales to the Separate
Accounts made by the Underwriter as agent pursuant to this
Agreement as may be required. Certificates, if any, shall be
issued or shares registered on the record books of the Trust or
its transfer or similar agent in such names and denominations as
the Underwriter may specify.
8. The Trust will furnish to the Underwriter from time to
time such information with respect to the Trust and its shares as
the Underwriter may reasonably request for use in connection with
the sales and distribution of shares of the Trust. The Trust will
furnish to the Underwriter in reasonably quantities, upon request
by the Underwriter, copies of annual and interim reports of the
Trust.
9. The Underwriter will not use, distribute or disseminate
or authorize the use, distribution or dissemination, in connection
with the sale and distribution of shares of the Trust, any
statements, other than those contained in the Trust's current
prospectus, except such supplemental literature or advertising as
shall be lawful under federal and any state securities laws and
regulations. The Underwriter will furnish the Trust with copies
of all material containing such statements. Neither the
Underwriter nor any other person is authorized by the Trust to
give any information or to make any representations, other than
those contained in the registration statement (or related
prospectus or statement of additional information), or any
advertising or sales literature authorized by responsible officers
of the Trust. The Underwriter shall cause any sales literature,
advertising, or other similar materials to be filed with and
reviewed by the NASD, the SEC, or any other required securities
regulatory body, as appropriate.
10. The Trust shall use its best efforts to qualify and
maintain the qualification of an appropriate number of shares of
the Trust and each Fund for sale under the federal securities laws
and the securities laws of such states, if any, as the Underwriter
may reasonably request. The Trust shall promptly notify the
Underwriter if the registration or qualification of any Trust
shares under federal or any state securities laws, or the Trust's
registration statement under the 1940 Act, is suspended or
terminated, or if any governmental body or agency institutes
proceedings to terminate the offer and sale of any Trust shares in
any jurisdiction.
11. The Underwriter shall order shares of the Trust from the
Trust only to the extent that it shall have received purchase
orders therefor. The Underwriter will not make any short sales of
shares of the Trust.
12. In selling or reacquiring shares of the Trust the
Underwriter will in all respects conform to the requirements of
federal and state laws, if any, and the Rules of Fair Practice of
the NASD, relating to such sale or reacquisition, as the case may
be. The Underwriter will observe and be bound by all the
provisions of the Trust's Agreement and Declaration of Trust (and
of any fundamental policies adopted by the Trust pursuant to the
1940 Act, written notice of which shall have been given to the
Underwriter) which at the time in any way require, limit, restrict
or prohibit or otherwise regulate any action on the part of the
Underwriter.
13. The Underwriter will conform to the provisions hereof
and the registration statement at the time in effect under the
1933 Act and 1940 Act with respect to the Trust and the Trust's
shares, and the Underwriter shall not withhold the placing of
purchase orders so as to make a profit thereby.
14. The Trust will pay or cause to be paid expenses
(including the fees and disbursements of its own counsel) and all
taxes and fees payable to any federal, state or other governmental
agencies on account of the registration or qualification of
securities issued by the Trust or otherwise. The Trust will also
pay or cause to be paid expenses incident to the issuance of
shares of beneficial interest, such as the cost of share
certificates, issue taxes, and fees of the transfer agent. The
Underwriter will pay all expenses in connection with its own
operations. All other expenses related hereto shall be borne by
the Trust or parties related to the Trust.
15. The Underwriter, or its agent, shall maintain all books
and records required by the 1934 Act and rules thereunder with
respect to the purchase, redemption or repurchase of Trust shares.
All books and records required to be maintained by this paragraph
shall be maintained and preserved in conformity with the
requirements of Rule 17a-3 and 17a-4 under the 1934 Act, be and
remain the property of the Underwriter, and be at all times
subject to inspection by the SEC in accordance with Section 17(a)
of the 1934 Act. The Underwriter shall itself maintain the books
and records relating to a Underwriter's general assets and
liabilities or financial statements, the computation of its
aggregate indebtedness or net capital, employment records or any
other records not specifically relating to particular purchases,
redemptions or repurchases of Trust shares.
16. The Underwriter shall be an independent contractor with
respect to the Trust and nothing herein contained shall constitute
the Underwriter, its agent or representative, or any employee
thereof as employees of the Trust in connection with sale of
shares of the Trust. The Underwriter is responsible for its own
conduct and the employment, control and conduct of its agents and
employees, and for injury to such agents or employees or to others
through its agents or employees. The Underwriter assumes full
responsibility for its agents and employees under applicable
statutes and agrees to pay all applicable employer taxes.
17. The Underwriter shall indemnify and hold harmless the
Trust and each of its directors and officers (or former officers
and directors) and each person, if any, who controls the Trust
(collectively, "Indemnitees") against any loss, liability, claim,
damage, or expense (including the reasonable cost of investigating
and defending against the same any counsel fees reasonably
incurred in connection therewith) incurred by any Indemnitees
under the 1933 Act or under common law or otherwise which arise
out of or are based upon (1) any untrue or alleged untrue
statement of a material fact contained in information furnished by
the Underwriter to the Trust for use in the Trust's registration
statement, prospectus and statement of additional information or
any supplements thereto (hereinafter collectively referred to as
the "prospectus," unless otherwise noted), or annual or interim
reports to shareholders, (2) any omission or alleged omission to
state a material fact in connection with such information
furnished by the Underwriter to the Trust which is required to be
stated in any of such documents or necessary to make such
information not misleading, (3) any misrepresentation or omission
or alleged misrepresentation or omission to state a material fact
on the part of the Underwriter or any agent or employee of the
Underwriter or any other person for whose acts the Underwriter is
responsible, unless such misrepresentation or omission or alleged
misrepresentation or omission was made in reliance on written
information furnished by the Trust, or (4) the willful misconduct
or failure to exercise reasonable care and diligence on the part
of any such persons enumerated in clause (3) of this section 17
with respect to services rendered under this Agreement. This
indemnity provision, however, shall not operate to protect any
officer or trustee of the Trust from any liability to the Trust or
any shareholder by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the
conduct of the office of such officer or trustee.
In case any action shall be brought against any Indemnitee,
the Underwriter shall not be liable under its indemnity agreement
contained in this section with respect to any claim made against
any Indemnitee, unless the Indemnitee shall have notified the
Underwriter in writing within a reasonable time after the summons
or other first legal process giving information of the nature of
the claim that shall have been served upon the Indemnitee (or
after the Indemnitee shall have received notice of such service on
any designated agent). Failure to notify the Underwriter of any
such claim shall not relieve it from liability which it may have
to the person against whom such action is brought otherwise than
on account of its indemnity agreement contained in this section.
The Underwriter will be entitled to participate at its own expense
in the defense, or, if it so elects, to assume the defense of any
suit brought to enforce any such liability, but if the Underwriter
elects to assume the defense, such defense shall be conducted by
counsel chosen by it and satisfactory to the Indemnitees which are
defendants in the suit. In the event the Underwriter elects to
assume the defense of any such suit and retain such counsel, the
Indemnitees which are defendants in the suit shall bear the fees
and expenses of any additional counsel retained by them, but, in
case the Underwriter does not elect to assume the defense of any
such suit, the Underwriter will reimburse the Indemnitees which
are defendants in the suit for the reasonable fees and expenses of
any counsel retained by them.
The Underwriter shall promptly notify the Trust of the
commencement of any litigation or proceedings in connection with
the issuance or sale of the shares.
The Trust will indemnify and hold harmless the Underwriter
against any loss, liability, claim, damage or expense, to which
the Underwriter may become subject, insofar as such loss,
liability, claim, damage or expense (or action in respect thereof)
arise out of or are based upon any untrue or alleged untrue
statement of material fact contained in the Trust's registration
statement (or related prospectus) or arise out of or are based
upon the omission or alleged omission to state therein a material
fact required to be stated therein or necessary to make the
statements therein not misleading; and will reimburse the
Underwriter for any legal or other expenses reasonably incurred by
it in connection with investigating or defending against such
loss, claim, damage, liability or action; provided, however, that
the Trust shall not be liable in any such case to the extent that
any such loss, claim, damage or liability arises out of or is
based upon an untrue statement or alleged untrue statement or
omission or alleged omission made in the Trust's prospectus in
reliance upon and in conformity with written information furnished
by the Underwriter specifically for use in the preparation
thereof.
The Trust shall not indemnify the Underwriter for any action
where a purchaser of the Contracts was not furnished or sent or
given, at or prior to written confirmation of the sale of the
Contracts, a copy of the prospectus for the Trust.
18. This Agreement shall become effective on the date hereof
and shall continue in effect until May 31, 1995, and from year
to year thereafter but only so long as such continuance is
specifically approved in the manner required by the 1940 Act.
Either party hereto may terminate this Agreement without payment
of any penalty on any date by giving the other party at least six
months prior written notice of such termination specifying the
date fixed therefor. Without prejudice to any other remedies of
the Trust, in any such event the Trust may terminate this
Agreement at any time immediately upon any failure of fulfillment
of any of the obligations of the Underwriter hereunder.
19. This Agreement shall automatically terminate in the event
of it assignment. Without limiting the generality of the
foregoing, the term "assigned," when used in this Agreement, shall
have the meaning specified in the 1940 Act and the rules
thereunder.
20. Any notice under this Agreement shall be in writing,
addressed and delivered or mailed, postage prepaid, to the other
party at such address as such other party may designate for the
receipt of such notice.
21. All parties hereto are expressly put on notice of the
Trust's Agreement and Declaration of Trust dated March 4, 1993,
and all amendments thereto, all of which are on file with the
Secretary of the Commonwealth of Massachusetts and with the Boston
City Clerk, and the limitation of shareholder and trustee
liability contained therein. This Agreement has been executed by
and on behalf of the Trust by its representatives as such
representatives and not individually, and the obligations of the
Trust hereunder are not binding upon any of the trustees,
officers, employees, agents or shareholders of the Trust
individually but are binding upon only the assets and property of
the Trust. With respect to any claim by the Underwriter for
recovery of any liability of the Trust arising hereunder allocated
to a particular Fund of the Trust if there be more than one,
whether in accordance with the express terms hereof or otherwise,
the Underwriter shall have recourse solely against the assets of
that Fund to satisfy such claim and shall have no recourse against
the assets of any other Fund for such purpose.
22. This Agreement shall be construed in accordance with the
laws of the Commonwealth of Massachusetts and the applicable
provisions of the 1940 Act and rules thereunder. To the extent
the applicable law of the Commonwealth of Massachusetts, or any
provisions herein, conflict with applicable provisions of the 1940
Act or rules thereunder, the latter shall control.
IN WITNESS WHEREOF, the Trust and the Underwriter have each
caused this Agreement to be executed as of the day and year first
written above.
KEYPORT VARIABLE INVESTMENT TRUST
By RICHARD R. CHRISTENSEN
Attest: JOHN L. DAVENPORT
KEYPORT FINANCIAL SERVICES CORP.
By ROBERT R. BAIRD
President
Attest: ELIZABETH B. LOVE
AMENDMENT NO. 1 TO
UNDERWRITING AGREEMENT
AGREEMENT made as of this fifteenth day of August, 1997 between Keyport
Variable Investment Trust, a Massachusetts business trust (the "Trust"), and
Keyport Financial Services Corp., a Massachusetts corporation ("KFSC").
Recital
Reference is made to the Underwriting Agreement dated June 7, 1993
between the Trust and KFSC (the "Underwriting Agreement"). The parties are
entering into this Agreement to amend the Underwriting Agreement.
Agreement
NOW, THEREFORE, in consideration of the premises and other valuable
consideration, receipt of which is hereby acknowledged by each party, the
parties hereby agree as follows:
1. The Underwriting Agreement shall be limited (and KFSC's role as
principal underwriter of the Trust shall be limited) to sales of shares of the
Trust to separate accounts of insurance companies which are affiliates of
Keyport Life Insurance Company or Liberty Mutual Life Insurance Company, except
as the parties may otherwise agree in writing.
IN WITNESS WHEREOF, the parties have entered into this Agreement as if
under seal as of the date first written above.
KEYPORT VARIABLE INVESTMENT TRUST
By Richard R. Christensen
Title: President
KEYPORT FINANCIAL SERVICES CORP.
By James J. Klopper
Title:Clerk
[ROPES & GRAY LETTERHEAD]
April 25, 2000
Liberty Variable Investment Trust
One Financial Center
Boston, Massachusetts 02111
Ladies and Gentlemen:
You have informed us that you propose to register under the Securities
Act of 1933, as amended (the "Act"), and offer and sell from time to time shares
of beneficial interest ("Shares") of the funds listed on Schedule A attached
hereto (the "Funds"), each a series of Liberty Variable Investment Trust (the
"Trust").
We act as counsel for the Trust and have examined the Trust's Agreement
and Declaration of Trust and amendments thereto on file at the office of the
Secretary of the Commonwealth of Massachusetts (collectively, the "Agreement and
Declaration of Trust") and the Trust's By-Laws. We have also examined such other
documents as we deem necessary for the purpose of this opinion.
We assume that appropriate action has been taken to register or qualify
the sale of the Shares under any applicable state and federal laws regulating
offerings and sales of securities.
Based on the foregoing, we are of the opinion that the issue and sale
by the Trust of an unlimited number of Shares of each Fund has been duly
authorized under Massachusetts law. Upon the original issue and sale of any such
authorized but unissued Shares and upon receipt by the Trust of the authorized
consideration therefor in an amount not less than the applicable net asset
value, the Shares so issued will be validly issued, fully paid and nonassessable
by the Trust.
<PAGE>
Liberty Variable Investment Trust -2- April 25, 2000
The Trust is an entity of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders could, under certain
circumstances, be held personally liable for the obligations of the Trust.
However, the Agreement and Declaration of Trust disclaims shareholder liability
for acts or obligations of the Trust and requires that notice of such disclaimer
be given in each agreement, obligation or instrument entered into or executed by
the Trust or its Trustees. The Agreement and Declaration of Trust provides for
indemnification for all loss and expenses of any shareholder held personally
liable solely by reason of being or having been a shareholder of the Trust.
Thus, the risk of a shareholder's incurring financial loss on account of
shareholder liability is limited to circumstances in which the Trust would be
unable to meet its obligations.
We understand that this opinion is to be used in connection with the
registration of an indefinite number of Shares for offering and sale pursuant to
the Act. We consent to the filing of this opinion with and as part of your
Registration Statement on Form N-1A relating to such offering and sale.
Very truly yours,
/s/Ropes & Gray
MHODMA.ACTIVE;8249423;2
<PAGE>
Schedule A
Colonial Growth and Income Fund, Variable Series
Stein Roe Global Utilities Fund, Variable Series
Colonial Small Cap Value Fund, Variable Series
Colonial U.S. Growth & Income Fund, Variable Series
Colonial Strategic Income Fund, Variable Series
Colonial High Yield Securities Fund, Variable Series
Liberty All-Star Equity Fund, Variable Series
Colonial International Fund for Growth, Variable Series
Newport Tiger Fund, Variable Series
Colonial International Horizons Fund, Variable Series
Colonial Global Equity Fund, Variable Series
Crabbe Huson Real Estate Investment Fund, Variable Series
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in this Post-Effective
Amendment No. 21 to the registration statement on Form N-1A (the "Registration
Statement") of our reports dated February 14, 2000 and February 16, 2000,
relating to the financial statements and financial highlights which appear in
the December 31, 1999 Annual Report to Shareholders of Liberty Variable
Investment Trust (Colonial Global Equity Fund, Variable Series; Colonial Growth
and Income Fund, Variable Series; Colonial High Yield Securities Fund, Variable
Series; Colonial International Fund for Growth, Variable Series; Colonial
International Horizons Fund, Variable Series; Colonial Small Cap Value Fund,
Variable Series; Colonial Strategic Income Fund, Variable Series; Colonial U.S.
Growth & Income Fund, Variable Series; Crabbe Huson Real Estate Investment Fund,
Variable Series; Liberty All-Star Equity Fund, Variable Series; Newport Tiger
Fund, Variable Series; and Stein Roe Global Utilities Fund, Variable Series),
which are also incorporated by reference into the Registration Statement. We
also consent to the references to us under the headings "Financial Highlights"
and "Independent Accountants and Financial Statements" in such Registration
Statement.
/s/PricewaterhouseCoopers LLP
Boston, Massachusetts
April 25, 2000
CRABBE HUSON GROUP, INC. Amended: January 18, 2000
CRABBE HUSON FUNDS Effective: April 1, 1995
CODE OF ETHICS ADOPTED PURSUANT TO RULE 17j-1
UNDER THE INVESTMENT COMPANY ACT OF 1940
(THE "CODE")
Summary
- - This Code applies to all employees.
- - Anyone wishing to engage in personal securities transactions must submit the
proposed transaction to Compliance for approval prior to execution of the
transaction.
- - Employees are not allowed to trade during a 15 day blackout period defined
as seven days before and seven days after a client trade, unless the trade
involves a security with a market capitalization greater than $5 billion at
the time of the trade.
- - Investment Department Personnel and certain other specified individuals are
not allowed to profit from short-term trading. Short-term trading is defined
as offsetting transactions within a sixty (60) day period.
- - Violations may result in fines; conflicts of interest may require
disgorgement of profits gained.
- - Employees must avoid any appearance, actual or perceived, of impropriety in
both trading and dealing with persons or parties outside the firm.
- - This Code applies to all securities over which the employee has beneficial
ownership which includes securities held by a spouse and others within the
definition of beneficial ownership.
1. PURPOSE: While Crabbe Huson Group, Inc. ("CHG") believes that
individual investment activities by its officers and employees should not be
prohibited or discouraged, the nature of CHG's obligations to its clients as a
fiduciary necessarily results in some restrictions on the investment activities
of CHG's directors, officers and employees and members of their families.
This Code is intended to address three fundamental principles which must guide
our personal investment activities in light of our fiduciary duties: FIRST, THE
INTERESTS OF CLIENTS AND MUTUAL FUND SHAREHOLDERS MUST ALWAYS TAKE PRECEDENCE
OVER PERSONAL INTERESTS; SECOND, CHG PERSONNEL MUST NOT TAKE INAPPROPRIATE
ADVANTAGE OF THEIR POSITIONS AS SECURITIES INDUSTRY PROFESSIONALS; AND, THIRD,
PERSONAL INVESTING ACTIVITIES MUST BE CONDUCTED IN SUCH A WAY AS TO AVOID ANY
ACTUAL OR POTENTIAL CONFLICT WITH INVESTMENT ACTIVITIES UNDERTAKEN FOR CLIENTS.
Further, Securities and Exchange Commission rule 17j-1 under the Investment
Company Act of 1940 requires that every investment company adopt a code of
ethics regarding personal investment activities of persons having access to
information about portfolio transactions of the investment company, and rule
204-2 under the Investment Advisers Act requires that investment advisers keep
certain records, which must be available for inspection by representatives of
the SEC, regarding personal investment activities of advisory personnel. This
Code has been adopted by CHG and the boards of trustees of the mutual funds
managed by CHG ("Funds"), to address these principles and regulatory
requirements.
2. COMPLIANCE WITH THIS CODE IS A CONDITION OF EMPLOYMENT: Compliance
with this Code and the principles described above is a condition of employment
for each officer and employee of CHG. Violation of this Code, its principles or
the spirit of the Code may be cause for disciplinary action by CHG, including
termination of employment. Other disciplinary actions may be determined at the
discretion of CHG's compliance officer or senior management and may include
periods of "probation" during which all personal investment activities (except
for an approved liquidation of current positions) are prohibited or other
measures.
<PAGE>
3. DEFINITIONS:
ACCESS PERSONS includes all officers and employees of CHG (except certain
non-employee directors and officers) and includes employees of affiliated
companies that maintain an office at CHG.
BENEFICIAL OWNERSHIP includes ownership of securities held by an Access Person
for his or her own benefit, whether in bearer form or registered in his or her
own name or otherwise. It also includes ownership of securities held for his or
her benefit by others (regardless of whether or how they are registered) such as
custodians, brokers, executors, administrators, or trustees (including trusts in
which he or she has only a remainder interest), securities held for his or her
account by pledges and securities owned by a partnership in which an access
person regards as a personal holding corporation. Correspondingly, this term
would exclude securities held by an Access Person for the benefit of someone
else.
Securities held in the name of another should be considered as "beneficially"
owned by an Access Person where such person enjoys "benefits substantially
equivalent to ownership" e.g., application of the income derived from securities
to maintain a common home, to meet expenses which such person otherwise would
meet from other sources, or the ability to exercise a controlling influence over
the purchase, sale or voting of such securities. Generally, a person is regarded
as the Beneficial Owner of securities held in the name of his or her spouse and
their minor children.
An Access Person may be regarded as the Beneficial Owner of securities held in
the name of another person, if by reason of any contract, understanding,
relationship, agreement or other arrangement, benefits substantially equivalent
to those of ownership are obtained. The fact that the holder is a relative or
relative of a spouse sharing the same home as an Access Person may in itself
indicate that the Access Person would obtain benefits substantially equivalent
to those of ownership. Thus, it is expected that securities held by relatives
who share the same household as Access Person will be treated as being
beneficially owned by the Access Person.
Determination of beneficial ownership may only be made by the Compliance Officer
in consultation with Legal Counsel.
COMMODITY INTERESTS include futures contracts, and options on futures, relating
to any stock or non-government issued bond.
COMPLEX means the group of registered investment companies and individually
managed accounts advised by CHG.
DESIGNATED CHARITIES are non-profit organizations that have been selected based
upon the type of service they provide and because there are no affiliations
between the charity and any employee or affiliate of CHG. Employees are
encouraged to disgorge profits to these organizations. However, they are free to
select a charity of their choice as long as it is a qualified 501(c)(3)
organization under the Internal Revenue Code. The employee will designate the
qualification of any organization not listed below at the time of disgorgement.
The charities are:
CASA (Court Appointed Special Advocates Association - an organization serving
abused and neglected children), The Albertina Kerr Foundation (for children with
developmental disabilities), Alzheimer's Association, The American Cancer
Society , The American Heart Association, The American Lung Association ,
Arthritis Foundation or an Access Person's or the Access Person's children's
Alma Mater.
<PAGE>
INVESTMENT PERSONNEL includes portfolio managers as well as analysts, traders
and individuals who provide information used by the portfolio managers in
rendering investment advice to CHG's clients.
NON-EMPLOYEE DIRECTORS AND OFFICERS include those directors and officers of CHG
or the Funds who are not employees of CHG, and who do not in the course of their
normal duties obtain information about client portfolio activities.
PERSONAL TRANSACTIONS include transactions in securities and commodities
interests for the account of any individual subject to this Code in which the
designated Access Person has, or by reason of such transaction acquires, any
direct or indirect Beneficial Ownership (as defined in Exhibit A).
SECURITIES include equity and equity-related securities, such as common stocks,
options on common stocks, preferred stocks, shares of closed-end investment
companies, convertible or participating debentures or notes, derivative
instruments, and corporate and municipal bonds and notes. Securities also
include limited partnership interests and private placement common or preferred
stocks and debt instruments.
The rules under the Code do not apply to U.S. Government obligations, bankers'
acceptances, bank certificates of deposit, commercial paper, Index options,
shares of registered open-end investment companies (mutual funds) commodity
interests in agricultural, industrial or precious metals commodities or
derivatives of any of these securities.
SENIOR MANAGEMENT includes the President, Chief Operating Officer, Chief
Financial Officer and a Portfolio Manager of CHG and may include the Chief
Compliance Officer of Liberty Financial Companies.
TRUSTEES represent the Boards of Trustees of Liberty Funds Trust III and the
Liberty Variable Investment Trust which include the Crabbe Huson Funds.
<PAGE>
4. PROHIBITED PURCHASES AND SALES:
A. PURCHASE SECURITIES FROM OR SELL SECURITIES TO CLIENTS: Access Persons are
prohibited from, directly or indirectly, purchasing any security from or
selling any security to a client or Fund account. Such a transaction could
pose a direct conflict with CHG's fiduciary duty, and could violate
applicable federal and state securities laws and ERISA.
B. POTENTIAL CONFLICTS OF INTEREST DURING BLACKOUT PERIODS Unless there is an
exemption as provided in Section 6 below, Access Persons are prohibited from
buying or selling a Security within seven calendar days before or seven
calendar days after a Fund or advisory client trades in the same or an
equivalent Security unless the security has a market capitalization of $5
billion or more at the time of the transaction. If a security transaction is
affected during the 15 day period, Compliance will discuss the situation
with at least two members of Senior Management and may instruct the Access
Person to reverse the trade or disgorge profits to a Designated Charity.
C. SHORT-TERM TRADING PROFITS: Except as provided in Section 6 below,
Investment Personnel are prohibited from profiting from a purchase and sale,
or sale and purchase, of the same or an equivalent Security within any 60
calendar day period. If trades are effected during the proscribed period,
Compliance will discuss the situation with at least two members of Senior
Management and may instruct the Access Person to reverse the trade or
disgorge profits to a Designated Charity.
D. INITIAL PUBLIC OFFERINGS: No Access Person may acquire any Securities in an
initial public offering.
E. PRIVATE PLACEMENTS: No Investment Personnel may acquire any Securities in a
private placement without obtaining approval from Compliance.
(i) Such approval will take into account, among other factors, whether the
investment opportunity should be reserved for clients or funds and
whether the opportunity is being offered to the Investment Personnel by
virtue of his/her position with CHG.
(ii) Investment Personnel who have been authorized to acquire Securities in
a private placement must disclose that investment to the Compliance
Officer (or his designee) when they play a part in any subsequent
consideration of an investment by a Fund or client in the issuer. In
such circumstances, the decision to purchase Securities of the issuer
will be subject to an independent review by appropriate personnel with
no personal interest in the issuer.
5. PRE-CLEARANCE: Access Persons must submit all personal Securities
transactions to the Compliance Officer or his designee ("Compliance") using the
Pre-Clearance Request form. All personal Securities transactions by Access
Persons must be pre-cleared prior to execution. If an order is not executed by
the close of business on the business day after the pre-clearance has been
approved by Compliance, the request for pre-clearance must be re-submitted. The
Compliance Officer will submit his or her personal transactions to the Chief
Operating Officer or in his absence, the Chief Financial Officer.
In submitting a proposed transaction for pre-clearance, an Access Person must
certify that the proposed transaction complies with the requirements of this
Code. Compliance with this Code may depend on subsequent investment activities
in the complex. Pre-clearance approval of a transaction by Compliance will be
based on information then available and does not necessarily mean the
transaction complies with this Code. If it is known that a Fund or advisory
client account has a pending order to buy or sell the same security,
pre-clearance will be denied.
<PAGE>
6. EXEMPTIONS: Subject to pre-clearance, the prohibitions related to
a blackout period and the ban on short-term trading profits will not apply to
the following transactions:
A. Purchase(s) pursuant to a dividend reinvestment program (DRIP) or
purchase(s) based upon pre-existing status as a policyholder or depositor;
B. Purchase(s) of a Security through the exercise of rights issued to the
Access Person as part of a pro rata issue to all holders of such Securities
and the sale of such rights;
C. Transactions that are non-volitional, including any sale in a brokerage
account resulting from a margin call so long as collateral was not withdrawn
within 10 calendar days prior to the call;
D. Transactions for an account previously approved in writing by the Compliance
Officer over which the Access Person has no direct or indirect influence or
control; and
E. Transactions in U.S. Government Securities, as defined in this Code of
Ethics.
7. REPORTING: The following general requirements of the Code are
applicable as indicated:
A. DISCLOSURE OF HOLDINGS AND ACCOUNTS: All Access Persons must disclose to the
Compliance Officer within 10 days of employment and thereafter on an annual
basis (or sooner if a new account is opened), all securities and commodity
interest holdings and accounts for which the person has beneficial
ownership..
(i) All brokers and futures commission merchants (FCM's) must be
instructed to forward copies of periodic account statements directly
to:
Crabbe Huson Group, Inc.
Attn: Compliance Officer
121 SW Morrison #1400
Portland, OR 97204-3189
(ii) For Access Persons who maintain a bank custody account, the bank's
statements will be accepted in lieu of broker account statements.
B. ANNUAL CERTIFICATION OF COMPLIANCE: Each Access Person is required to
complete an annual disclosure of all securities and commodities holdings and
certify the following:
(i) they have read and understand the Code;
(ii) they recognize they are subject to the Code;
(iii) they have complied with the requirements of the Code; and
(iv) they have disclosed or reported all personal Securities transactions
required to be disclosed or reported pursuant to the requirements of
the Code.
C. DISCLOSURE OF FAMILY MEMBERS EMPLOYED IN THE SECURITIES INDUSTRY: Every
Access Person must disclose in writing to the Compliance Officer the
employment of a spouse or other family member in the securities industry in
a position which might benefit as a result of the activities of the Access
Person or CHG. Access Persons are prohibited from influencing the investment
activities of CHG's clients for direct or indirect personal or familial
benefit.
D. TRADING WHILE IN POSSESSION OF MATERIAL NON-PUBLIC ("INSIDE") INFORMATION IS
PROHIBITED: All Access Persons should read, understand and comply with CHG's
"Policies Regarding the Use of Inside Information" which is distributed
annually or upon hiring. Such information may include material non-public
information including information regarding the firm's investment activities
and knowledge of pending Fund or client transactions. An Access Person that
trades in such a security while in possession of information would violate
this Code, and may subject the individual(s) to criminal penalties under
federal securities laws.
<PAGE>
8. GIFTS: Access Persons are prohibited from receiving/giving
any gift or other thing of more than $100 in value from/to any person or entity
that does business with or is seeking to do business with or on behalf of CHG
and the Funds. Occasional business meals or entertainment (theatrical or
sporting events, etc.) are permitted so long as they are not excessive in number
or cost and do not influence the behavior of the recipient. The recipient or
giver of any gift in excess of $100 must disclose the gift to the Compliance
Officer.
9. SERVICE AS A DIRECTOR: Investment Personnel are prohibited from
serving on the boards of directors of publicly traded companies, absent prior
authorization from the Compliance Officer, based upon a determination that the
board service would be consistent with the interests of the Fund and clients. In
the limited instances that such board service is authorized, Investment
Personnel will be isolated from those making investment decisions affecting
transactions in Securities issued by any publicly traded company on whose board
such Investment Personnel serves as a director through the use of "Chinese Wall"
or other procedures designed to address the potential conflicts of interest.
10. ENFORCEMENT AND CODE VIOLATIONS: All violations of the Code will be
reported to Senior Management of Crabbe Huson Group, Inc. and Liberty Financial
Companies' Chief Compliance Officer on a quarterly basis.
A. The Compliance Officer (or his designee) shall review reports filed under
the Code to determine whether any violation of this Code may have occurred.
B. The Compliance Officer shall investigate any alleged violation of the Code
of Ethics. An Employee allegedly involved in a violation of the Code of
Ethics may be required to deliver all documentation related to any Personal
Account or any Securities for which the Employee has Beneficial Ownership
for all years requested. Failure to comply may result in termination.
C. In determining the sanctions to be imposed for a violation of this Code,
Senior Management may consider any factors deemed relevant, including but
not limited to:
(i) the degree of willfulness of the violation;
(ii) the severity of the violation;
(iii) the extent, if any to which an Employee profited or benefited from the
violation;
(iv) the adverse effect, if any, of the violation on a Fund or any client
account;
(v) any history of prior violations of the Code;
(vi) the extent to which the employee voluntarily disclosed the violation or
cooperated in any investigation of the violation.
Senior Management may impose any sanction it deems appropriate, such as:
(i) Reversal of transactions;
(ii) Disgorgement of profits;
(iii) Fines (in accordance with the fine schedule in Exhibit A);
(iv) Letter of reprimand;
(v) Suspension or termination of employment;
(vi) Such other actions as Senior Management (exclusive of the guilty
party), shall determine.
<PAGE>
11. REVIEW BY THE TRUSTEES: The Compliance Officer will prepare a report
addressed to the Chief Compliance Officer of the Liberty Financial Companies for
inclusion in a report to the Trustees. The report will be prepared on a
quarterly basis and include at a minimum:
A. any violations during the preceding quarter;
B. any recommended changes in existing restrictions or procedures based upon
Crabbe Huson Group, Inc.'s or the Fund's experience under the Code, evolving
industry practices, or developments in applicable laws and regulations; and
C. a summary of any material changes in the Code during the preceding quarter.
12. REQUIREMENTS APPLICABLE TO NON-EMPLOYEE DIRECTORS AND OFFICERS OF THE
FUNDS OR CHG: Each Non-Employee Director and Officer shall file with Liberty
Financial Company's Compliance Officer within ten calendar days after the end of
each calendar quarter a report listing each Security transaction effected during
the quarter in any personal account which at the time of the transaction the
director or officer knew or, in the ordinary course of fulfilling his or her
official duties as a director or officer should have known, that during the 15
days prior to or after the transaction any Fund is or was considering or
executing a transaction in the same security.
<PAGE>
EXHIBIT A
Crabbe Huson Group
Fine Schedule
Code of Ethics Violations
Failure to Pre-Clear a Securities Transaction by Trade Date (notification on a
'Pre-Clearance Request Form')
<TABLE>
<CAPTION>
Access Persons &
Investment Personnel
<S> <C>
First Offense $ 250.00
Second Offense* $ 500.00
Third Offense* $1,000.00
</TABLE>
Failure to File Quarterly Report of Securities Transaction (i.e., notify the
Compliance Department of a personal trading account or a change in broker dealer
name)
<TABLE>
<S> <C>
First Offense Written Warning
Second Offense* $250.00
Third Offense* $500.00
</TABLE>
Note: Additional Offences will result in a prohibition against personal
security transactions.
In addition to administrative, the appearance of a conflict of interest or other
specific circumstances of a personal securities transaction may cause Senior
Management to take additional disciplinary action against an employee, which may
include disgorgement of profits realized or termination of employment.
*As measured by a 24 month revolving period beginning with the effective date of
this amendment.